Diaz v. Todd

ALEJANDRO DIAZ, Appellant, v. LUIS AURELIO TODD, Appellee.

No. 08-21-00202-CV

Court of Appeals of Texas, Eighth District, El Paso

December 21, 2022

Appeal from the County Court at Law No. 3 of El Paso County, Texas (TC# 2017DCV4425)

Before Rodriguez, C.J., Palafox, and Alley, JJ.

MEMORANDUM OPINION

JEFF ALLEY, JUSTICE

This appeal-the second go-around for our court-arises out of the trial court's dismissal of a case for forum non conveniens. Appellant Alejandro Diaz sued Appellee Luis Aurelio Todd over a business dispute involving a medical clinic in Juarez, Mexico. Todd moved to dismiss the case under the equitable doctrine of forum non conveniens, which the trial court granted. In the first appeal from that decision, we reversed based on a question raised by the wording of fact findings and conclusions of law as to a key component of the forum non conveniens doctrine. Diaz v Todd, 618 S.W.3d 798, 807 (Tex.App.--El Paso 2020, no pet.). We also raised the possibility that the trial court had devalued Diaz's right to select the forum of his choice based on his immigration status. Id. at 808. On remand, the parties addressed those issues with the trial court which then entered amended findings and conclusions, and again dismissed the case. We now affirm the trial court's order dismissing the case for forum non conveniens.

I. Procedural Background^[1]

This dispute concerns a Mexican business that performed immigration focused medical examinations for persons seeking to immigrate to the United States. Todd and Diaz first worked together in an entity called Familia Servicios Medicos de la Frontera S.A. de C.V. (Medicos de la Frontera), in which Todd had an ownership interest. After Diaz resigned his position at Medicos de la Frontera in 2013, he began discussing with Todd creating their own business to provide the same kind of services. Eventually, the two agreed to form a Texas partnership that would create a Mexican corporation to operate the business in Mexico. As part of the agreement, Todd was to give up his interest in Medicos de la Frontera, which would have been a competitor with their new venture.

Under these plans, Diaz and Todd formed two Mexican corporations, Medicos de Visas S. de R.L. de C.V. (Medicos de Visas) and Examenes Para Visas, SC (Examenes Para Visas). Both companies operated exclusively in Mexico, and neither owned property, performed examinations, nor conducted business within the United States. Diaz later claimed that Todd sabotaged the businesses after the U.S. Consulate and the Centers for Disease Control (CDC) terminated their endorsement of the businesses due to irregularities in the companies' vaccine storage practices. Diaz further alleged that Todd never sold his ownership interest Medicos de la Frontera and that members of his family had pressured him to sabotage Medicos de Visas.

At the time of the first forum non conveniens hearing, Diaz's live petition asserted claims for: (1) breach of fiduciary duty under the Texas Business Organization Code, or through a confidential relationship; (2) common law and statutory fraud; (3) tortious interference with prospective business relationship; (4); breach of a fiduciary duty created under Mexican law; and (5) piercing the veil of a shared company to obtain relief from Todd directly. Todd moved to dismiss the case under the doctrine of forum non conveniens, contending that all the events, witnesses, and documents were in Mexico, and thus Mexico would be a more appropriate forum in which to litigate the case. Diaz responded that the controlling factors favored Texas as his choice of forum. Following an evidentiary hearing, the trial court granted Todd's motion to dismiss and Diaz appealed.

In his first appeal, Diaz argued that the trial court abused its discretion by granting the motion, primarily contending that the court: (1) failed to apply the correct legal standard in deciding the motion; (2) abused its discretion in making findings on the availability of an alternate forum, the public and private factors favoring a Texas or Mexico forum, and how it substantively balanced those interests; and (3) procedurally erred in limiting discovery. We reversed the trial court's order because it was unclear whether the trial court had made the quintessential finding that several public and private factors "strongly" favored dismissal as balanced against Diaz's choice of forum. Diaz, 618 S.W.3d at 810-11. We also questioned whether the trial court properly valued Diaz's choice of forum based on his immigration status and his choice to base the business in Mexico, given the trial court's citation to a United States District Court opinion from Southern District of Texas that took one position on those matters. Id. at 807-08, declining to follow DTEX, LLC v. BBVA Bancomer, S.A., 512 F.Supp.2d 1012, 1020 (S.D. Tex. 2007). Instead, we endorsed the view of a Western District opinion that takes a contrary view. Id., citing Tellez v. Madrigal, 23 F.Supp.3d 626, 640 (W.D. Tex. 2016). We remanded the case for the trial court to consider Diaz's choice of forum with the appropriate weight Diaz's choice of forum was due. Id. at 810-11. We did not reach Diaz's remaining arguments. Id. at 811.

A concurring Justice emphasized that "our opinion should not be construed as necessarily rebuking the trial court's conclusion" but merely its explicit reliance on the DTEX decision. Diaz, 618 S.W.3d at 811-12 (Palafox, J., concurring). On remand, the concurrence expected the trial court to perform the forum non conveniens inquiry as guided by the rationale in Tellez v. Madrigal. Id.

After our mandate issued, Todd filed a motion titled "Motion for Reentry of Order Granting Defendant's Motion to Dismiss, and for Amended Findings of Fact and Conclusion of Law." Diaz then noticed Todd's deposition which prompted Todd to file a motion for protective order seeking to quash the deposition until after the court heard the motion for reentry of the dismissal. Diaz also filed an amended petition that dropped all but his fraud claim against Todd. And Diaz filed a motion to compel the production of documents, and a "Motion for Rehearing and Response to [Todd's] Motion for Re-entry of Order."

The trial court heard these matters in one omnibus hearing. Both parties presented argument during the hearing, but neither party presented any new evidence. Following the hearing, the court entered Amended Findings of Fact and Conclusions of law, along with another order granting Todd's motion to dismiss for forum non conveniens. This appeal follows.

Diaz challenges the trial court's order dismissing the case in seven issues, arguing that: (1) the trial court failed to conduct the proper forum non conveniens analysis that complied with this Court's previous opinion; (2) dismissal was inappropriate because Mexico was not an "available" forum; (3) the trial court should have considered changed circumstances and erred by ignoring Diaz's amended petition; (4) Diaz was denied a fair opportunity to conduct discovery; (5) the private and public interest factors in the forum non conveniens analysis did not weigh in favor of dismissal; and (6) the trial court abused its discretion by concluding that Mexican law applies to the Diaz's claims. We take Diaz's issues out of order and address the issues together where possible.

II. Forum non Conveniens

A. Standard of Review

The determination of whether to grant or deny a motion to dismiss based on forum non conveniens is committed to the sound discretion of the trial court. Quixtar Inc. v. Signature Mgmt. Team, LLC, 315 S.W.3d 28, 31 (Tex. 2010) (per curiam), citing Piper Aircraft Co. v. Reyno, 454 U.S. 235, 257 (1981); Alvarez Gottwald v. Dominguez de Cano, 568 S.W.3d 241, 245 (Tex.App.--El Paso 2019, no pet.). Thus, we reverse a trial court's dismissal under the doctrine of forum non conveniens only when there has been a clear abuse of discretion. Quixtar, 315 S.W.3d at 31.

A trial court commits an abuse of discretion when it acts without reference to any guiding rules and principles, and when no evidence supports its ruling. Id., citing Downer v. Aquamarine Operators, Inc., 701 S.W.2d 238, 241-42 (Tex. 1985); In re Elamex, S.A. de C.V., 367 S.W.3d 879, 885 (Tex.App.--El Paso, 2012, no pet.). When reviewing the trial court's decision for an abuse of discretion, we may not substitute our judgment for that of the trial court on resolution of factual issues or matters committed to the trial court's discretion. See Walker v. Packer, 827 S.W.2d 833, 839 (Tex. 1992); see also Downer, 701 S.W.2d at 242. We are less deferential when reviewing the trial court's determination of the legal principles controlling its ruling. In re Elamex, 367 S.W.3d at 896. A trial court has no discretion in determining what the law is or applying the law to the facts, even when the law is unsettled. Id., citing In re Prudential Insurance Co. of America, 148 S.W.3d 124, 135 (Tex. 2004).

A clear failure by the trial court to analyze or apply the law correctly will constitute an abuse of discretion. Walker, 827 S.W.2d at 840.

B. Forum Non Conveniens

The doctrine of forum non conveniens "den[ies] audience to a case on the merits, [requiring instead] that the merits should be adjudicated elsewhere." Sinochem Int'l Co. Ltd. v. Malaysia Int'l Shipping Corp., 549 U.S 422, 432 (2007) (internal quotes and citations omitted). A trial court should apply the doctrine of forum non conveniens when it determines that, for the convenience of the parties and witnesses and in the interest of justice, the action should be instituted in another forum. Exxon Corp. v. Choo, 881 S.W.2d 301, 302 n.2 (Tex. 1994). The doctrine properly applies when the court might otherwise have personal...