English Law Group, PLLC v. Medinet Investments, LLC and Michael Bingham

CourtCourt of Appeals of Texas
DecidedJanuary 4, 2024
Docket05-21-01041-CV
StatusPublished

This text of English Law Group, PLLC v. Medinet Investments, LLC and Michael Bingham (English Law Group, PLLC v. Medinet Investments, LLC and Michael Bingham) is published on Counsel Stack Legal Research, covering Court of Appeals of Texas primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
English Law Group, PLLC v. Medinet Investments, LLC and Michael Bingham, (Tex. Ct. App. 2024).

Opinion

Affirmed in part; Reversed and Remand in part and Opinion Filed January 4, 2024

In The Court of Appeals Fifth District of Texas at Dallas No. 05-21-01041-CV

ENGLISH LAW GROUP, PLLC, Appellant V. MEDINET INVESTMENTS, LLC AND MICHAEL BINGHAM, Appellees

On Appeal from the 116th Judicial District Court Dallas County, Texas Trial Court Cause No. DC-16-07743

MEMORANDUM OPINION Before Chief Justice Burns, Justice Molberg, and Justice Reichek Opinion by Justice Molberg Appellant English Law Group, PLLC (ELG) appeals from the trial court’s

final judgment confirming an arbitration award for appellees Medinet Investments,

LLC (Medinet) and Michael Bingham, the manager and member of Medinet. In four

issues, ELG argues the trial court abused its discretion in confirming the award when

the parties had additional claims pending and in confirming the award for Medinet

and Bingham when they lacked capacity to bring their claims. Medinet and Bingham

raise two cross-issues, contending Jay English, owner or manager of ELG, is liable

as if ELG were a partnership and he a partner, and alternatively, Medinet’s claims against English should be remanded for further proceedings in the trial court. We

affirm the trial court’s confirmation of the arbitration award but reverse and remand

for the trial court to address Medinet’s unadjudicated claims in this memorandum

opinion.

Background

Bobby Walker was injured at an apartment complex and initiated a premises

liability suit. He entered into a subrogation and distribution agreement with the law

firm representing him, English & Associates, PLLC,1 and A/RNet, LLC. Under the

agreement, A/RNet purchased invoices for medical services provided to Walker, and

following any recovery in the personal injury suit, Walker promised to pay the

amount of the invoices to A/RNet. The agreement included an arbitration clause

stating that “[i]n the event of a breach of this agreement or other dispute arising out

of or related to this agreement, the matter shall be submitted to the Judicial

Arbitration and Mediation Service (‘JAMS’) in Texas.” In October 2012, A/RNet

assigned its interest in the accounts receivables to Medinet.

Because the facts are known to the parties, we will discuss the procedural

history of this case only to the extent necessary to resolve the issues before us. On

June 27, 2016, Medinet sued English, ELG, and Walker. Medinet, as successor in

interest to A/Rnet, alleged that ELG was a business conduit of English. Medinet

1 Medinet alleged that ELG, the party before us, eventually succeeded English & Associates and took on its cases and assets, and the arbitrator later found that English & Associates assigned the subrogation agreement to ELG. –2– alleged English and Walker breached their contract with Medinet and engaged in a

fraudulent scheme to deprive Medinet of funds it paid for accounts receivables “by

misrepresenting critical information.” Medinet alleged theft, fraud, fraudulent

transfer, and quantum meruit, seeking to “be paid for the accounts receivables

purchased that represent the reasonable and necessary medical expenses incurred by

[Medinet], plus reasonable and necessary attorney fees for recovery.” ELG and

English generally denied the allegations, asserted attorney’s immunity from suit, and

raised several affirmative defenses.

On November 30, 2016, Medinet moved to compel the parties to arbitration

based on the arbitration agreement Walker entered with A/Rnet.2

English and ELG filed counterclaims on December 12, 2016. They alleged

DTPA violations, tortious interference, and argued A/RNet’s contract was void ab

initio due to false, material representations made by A/RNet. They alleged A/RNet

made certain representations that induced Walker to sign an “overreaching adhesion

contract” and then failed to obtain pre-approval for certain medical services, which

resulted in high bills. ELG also alleged A/RNet made an oral agreement “to accept

a fraction of a six-figure settlement.”

2 Later, on April 11, 2017, Medinet again moved to compel Walker specifically to arbitration after he had been served in the lawsuit for the first time. On June 29, 2017, the trial court granted the motion, ordered Medinet and Walker to arbitrate all disputes arising out of the subrogation agreement, and stayed the proceedings as to Walker pending the outcome of arbitration. –3– They also filed a motion for summary judgment in which they alleged

Medinet’s predecessor, A/RNet, previously sued English and ELG for the same

claims, which were resolved against A/RNet, and that res judicata thus barred

Medinet’s claims. They further argued they enjoyed attorney’s immunity from suit

and that failure to respond to requests for admissions were deemed admitted.

On January 27, 2017, Medinet filed a supplemental petition, alleging breach

of contract and seeking attorney’s fees under chapter 38 of the civil practice and

remedies code, and alternatively, alleging quantum meruit.

On February 1, 2017, the trial court granted English and ELG’s motion for

summary judgment regarding Medinet’s tort claims. The court ordered that Medinet

take nothing on its tort claims. The same day, the court denied Medinet’s motion to

compel arbitration against English and ELG, and Medinet appealed this decision

pursuant to § 171.098(a)(1) of the civil practice and remedies code.

Medinet filed its first amended petition and request for disclosure on April 10,

2017, alleging claims for breach of contract, quantum meruit, fraud, fraudulent

inducement, conversion and theft, and fraudulent transfer. Against English, Medinet

alleged participatory and vicarious liability and sought to pierce the liability shield

of ELG.

On June 30, 2017, English and ELG filed a new motion for summary

judgment, arguing that all claims raised by Medinet were barred by res judicata. On

August 18, 2017, English and ELG also filed a no evidence motion for summary

–4– judgment, in which they argued, among other things, there was no evidence on any

of the elements showing English’s liability for breach of contract or quantum meruit.

They also argued, regarding Medinet’s vicarious liability claims, that English was

immune from liability for actions taken in connection with representing Walker, and

generally argued English could not be liable for the acts of Walker. English and

ELG argued they were immune from any ratification-based contract theory because

their actions were performed in the scope of representing Walker. English and ELG

made these arguments with the assumption Medinet’s claims sounded in contract,

arguing the trial court had already disposed of Medinet’s tort claims. Regarding new

tort claims asserted by Medinet, English and ELG argued these claims had already

been rejected by the trial court, there was no evidence on at least one element of each

claim, and they “specially except[ed] to each allegation or theory of recovery that

sounds in tort.”

In response, Medinet stated, among other things, that it acknowledged English

and ELG had already obtained summary judgment on Medinet’s tort claims and

asserted them anew in its amended petition “solely for the purposes of preserving

error with respect to the prior summary judgment.”

The trial court entered a final summary judgment on December 4, 2017,

granting ELG and English’s no evidence motion for summary judgment. But, on

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English Law Group, PLLC v. Medinet Investments, LLC and Michael Bingham, Counsel Stack Legal Research, https://law.counselstack.com/opinion/english-law-group-pllc-v-medinet-investments-llc-and-michael-bingham-texapp-2024.