Laboe Labrado v. Aurora Legarreta
Opinion
ACCEPTED
08-23-00271-CV
EIGHTH COURT OF APPEALS
EL PASO, TEXAS
08-23-00271-CV 10/29/2024 5:11 PM ELIZABETH G. FLORES
CLERK
ORAL ARGUMENT NOT REQUESTED
RECEIVED IN
8th COURT OF APPEALS
COURT OF APPEALS EL PASO, TEXAS EIGHTH DISTRICT OF TEXAS 10/29/2024 5:11:22 PM EL PASO, TEXAS ELIZABETH G. FLORES Clerk
NO. 08-23-00271-CV FILED IN
8th COURT OF APPEALS
EL PASO, TEXAS
10/31/2024 10:01:00 AM
LABOE LABRADO ELIZABETH G. FLORES
Clerk
Appellant,
v.
AURORA LEGARRETA Appellee.
REPLY BRIEF OF APPELLANT
Laura Enriquez
State Bar No. 00795790
LAURA ENRIQUEZ AND
ASSOCIATES LAW FIRM, PLLC 1212 Montana Avenue
El Paso, Texas 79902
(915) 335-0333
enriquez@leeplaw.com
Attorney for Appellant
TABLE OF CONTENTS
PAGE
Table of Contents..................................................................................................... i Index of Authorities ............................................................................................... ii Summary of Reply Argument ..................................................................................1 Reply Argument ......................................................................................................2
I. The evidence pointed to in Appellee’s brief is legally and factually insufficient to establish actual fraud by Laboe Labrado ………2
II. Helmer is not applicable standard for piercing the corporate veil in this case………………………………………………………………………………………..4
Conclusion ..............................................................................................................5 Prayer .....................................................................................................................6 Certificate of Compliance........................................................................................7 Certificate of Service ...............................................................................................7
i
INDEX OF AUTHORITIES
CASES Helmer v. Rusco Operafing, LLC, 2022 Tex App. Lexis 2100 ………………………..1,2,4,5 Hoffman v. Dandurand, 180 S.W.3d 340, 347 (Tex-App Dallas 2005, no pet.)………5 Mancorp v. Culpepper, 802 S.W.2d 226, 228 (Tex. 1990)……………………………………….3 Moore v Hooters of America, LLC, 2023 Tex. App. LEXIS 2091……………………………….3
TransPecos Banks v Strobach, 487 S.W.3d, 722, 731 (Tex. App.—El Paso 2016, no pet.) …………………………………………………………….1
STATUTES
TEX. BUS. ORGS. CODE § 21.223 ………………………………………………………………………….4 TEX. BUS. ORGS. CODE § 101.002 ………………………………………………………………………..4
ii
SUMMARY OF REPLY ARGUMENT Appellee confinues to make a closing argument on mafters rejected by the
jury that are irrelevant to this appeal. There is no evidence or factually insufficient evidence of actual fraud which is defined as involving dishonesty of purpose or intent to deceive. TransPecos Banks v. Strobach, 487 S.W.3d 722, 731 (Tex. App— El Paso 2016, no pet.). Evidence of the use of a personal credit card by Laboe Labrado, the use of his credit history to purchase vehicles used in the business for the benefit of El Paso Bright Beginnings, LLC, no corporate formalifies, and alleged fraudulent transfers do not rise to the level of actual fraud as defined by the statute. Evidence that Laboe Labrado alleged took any monies from El Paso Bright Beginnings is also irrelevant since he was a member of the LLC. The jury rejected all claims of fraudulent transfers. CR 342-351.
The facts were undisputed that the bankruptcy was filed more than two years and three months after the lawsuit because of the loss of enrollment. CR5 and RR52. Any argument by Appellee that the jury rejected the reason for the filing of the bankruptcy is speculafion.
Appellee aftempts to use the Helmer v. Rusco case in their brief to argue that intermingling of corporate and personal funds alone was sufficient to pierce the corporate veil based upon alter ego theory is misplaced. Helmer v. Rusco
Operafing, LLC 2022 Tex App. Lexis 2100. The Helmer case decided the standard of piercing the corporate veil for the purpose of establishing personal jurisdicfion only. Id. Footnote 5 of that opinion clearly explains that fraud which is vital to piercing the corporate veil under the Business Organizafion Code has no place in assessing veil piercing for the purpose of establishing jurisdicfion. Id. at fn 5.
REPLY ARGUMENT
I. The evidence pointed to in Appellee’s brief is legally and factually insufficient to establish actual fraud by Laboe Labrado
The evidence pointed to by Appellee does not pertain to the issue appealed that there is no evidence to establish actual fraud. Appellee cites to alleged evidence of taking of El Paso Bright Beginnings monies, taking of corporate property for personal use, alleged disappearance of equipment, taking of corporate assets, Labrado’s girlfriend use of a vehicle as an employee, 601 Resler claim, commingling of funds, conversion and misuse of corporate assets, charges to other businesses for rent, no corporate formalifies, confusion of corporafion, and change of maintained value to show that there is evidence to pierce the corporate veil. All of those issues are not evidence of actual fraud. Instead, Appellee reargues issues that the jury rejected on the fraudulent transfer of assets in quesfions nos. 4 and 5 in the jury charge as indicated in the judgment. CR 342-351. Any claimed transfers by Laboe Labrado in the bankruptcy court pefifion where he was quesfioned were
rejected by the jury. 2 RR 84, 86-87 and CR 342-351. The fact that the bankruptcy filing alleged manipulafion of assets is not evidence but were merely allegafions in a suit. Those allegafions were prosecuted by Appellee in this case and the jury made no findings of any fraudulent transfers. CR 342-351. Those claims were rejected by the jury. Id. Appellee aftempts to raise issues on the no liability findings that would have required an appeal.
Appellee failed to show that there was such unity between the Laboe Labrado and El Paso Bright Beginnings, LLC that the separateness of the single corporafion has ceased. See Mancorp v. Culpepper, 802 S.W.2d 226, 228 (Tex. 1990). A corporate affiliate like Laboe Labrado who was a member of the LLC may be held liable for a corporafion’s obligafions only if it demonstrates that the affiliate caused the corporafion to be used for the purpose of perpetrafing and did perpetrate an actual fraud on the oblige primarily for the direct personal benefit of the affiliate. Id. Actual fraud involves dishonesty of purpose or intent to deceive. Id. at 731. In Moore v. Hooters of America, the Court explained that corporafions including, as here, limited liability corporafions are separate legal enfifies that insulate owners and/or shareholders from personal responsibility. Moore v. Hooters of America, LLC, No. 11-21-00168-CV, 2023 Tex. App. LEXIS 2091 at 6-7 (Tex. App.-Eastland March 30, 2023, pet. denied.) Accordingly, there is nothing illegal or wrong with a growing
business dividing sectors of that business and/or assets and separafing them into disfinct corporafions or businesses, even if one of the reasons for doing so it to minimize the assets at risk in the event of a liability lawsuit. Id.
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