Tellez v. Madrigal

223 F. Supp. 3d 626, 2016 U.S. Dist. LEXIS 188160, 2016 WL 8542543
CourtDistrict Court, W.D. Texas
DecidedDecember 9, 2016
DocketEP-15-CV-304-KC
StatusPublished
Cited by13 cases

This text of 223 F. Supp. 3d 626 (Tellez v. Madrigal) is published on Counsel Stack Legal Research, covering District Court, W.D. Texas primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Tellez v. Madrigal, 223 F. Supp. 3d 626, 2016 U.S. Dist. LEXIS 188160, 2016 WL 8542543 (W.D. Tex. 2016).

Opinion

ORDER

KATHLEEN CARDONE, UNITED STATES DISTRICT JUDGE

On this day, the Court considered Defendant Jorge Carlos Vergara Madrigal’s (“Vergara”) Motion to Dismiss for Forum Non Conveniens, Subject to Motion to Dismiss Plaintiffs Amended Complaint Pursuant to Rule 12(b)(2) (“Motion to Dismiss”) (ECF No. 44). The Court also considered Vergara’s Motion to Exclude Expert Opinions of David Lopez (ECF No. 57) and Motion to Exclude Expert Opinions of Lawrence Villalobos (ECF No. 58). For the reasons set forth below, Vergara’s Motion to Dismiss is DENIED. Also, Ver-gara’s Motion to Exclude Expert Opinions of David Lopez and Motion to Exclude Expert Opinions of Lawrence Villalobos are DENIED as moot.

I. BACKGROUND

Angelica Fuentes Tellez (“Fuentes”) and Vergara jointly own Grupo Omnilife S.A. de C.V. (“Grupo Omnilife”), a holding company based in Mexico “that owns and operates an international network of vitamin and mineral manufacturers and distributors” (“Omnilife Entities”). Am. Compl. at 1, 5. Fuentes served as Chief Executive Officer (“CEO”) of Grupo Omnilife and the Omnlife Entities from 2007 to 2015. Id. at 2. Vergara owns 51% of the shares of Grupo Omnilife and serves as the President and Chairman of the Board for both Grupo Omnilife and Omnilife USA, a Texas corporation that runs Grupo Omnilife’s operations in the United States. Id. at 1, 6. In February 2010, Fuentes purchased shares in Grupo Omnilife and now owns 49% of Grupo Omnilife’s shares. Id.

Fuentes and Vergara were married in 2008 and have two minor children. Id, at 1. Fuentes is a Mexican national who currently is a lawful permanent resident of El Paso, Texas. Id. at 3. Vergara is a Mexican national who resides in Guadalajara, Mexico. In March 2015, Vergara learned that Fuentes planned to seek a divorce. Id. at 2, 6. Vergara allegedly became concerned that Fuentes would liquidate her shares of Grupo Omnilife, which were “worth hundreds of millions of dollars” and thereafter “designed a scheme involving acts of coercion and intimidation directed at [Fuentes], with the ultimate goal of taking [Fuentes’s] shares in Grupo Omnilife, and keeping the shares for himself.” Id. Ver-gara planned to oust Fuentes from Grupo Omnilife so he could acquire complete control of Grupo Omnilife and its subsidiaries, including Omnilife USA. Id.

On April 3, 2015, Fuentes alleges that Vergara called a meeting of the Grupo Omnilife shareholders (the “April 3 Meeting”) “with the purpose of removing [Fuentes] as CEO of Grupo Omnilife, and the other Omnilife Entities, and depriving her of her rights and powers as CEO of those entities and as a shareholder of Gru-po Omnilife.” Id. at 7. Vergara removed Fuentes as CEO of Grupo Omnilife and [632]*632the Omnilife Entities, removed “all administrative employees who he perceived to be aligned with [Fuentes],” and “took official corporate action to prevent the individuals who he removed from being paid for their work the prior year.” Id. at 9. After Ver-gara assumed control of Grupo Omnilife, Omnilife USA, and the Omnilife Entities, he allegedly revoked Fuentes’s authority with respect to corporate credit cards and bank accounts, removed her security detail, and prevented her from accessing the books and records of Grupo Omnilife, Om-nilife USA, and the Omnilife Entities. Id. at 11.

Vergara is also alleged to have threatened Fuentes on a number of occasions. On April 8, 2015, Vergara requested that Fuentes’s former attorney meet with Ver-gara to discuss a potential settlement. Id. at 13. At the meeting, “Vergara threatened that if [Fuentes] refused to relinquish her shares in Grupo Omnilife, Vergara would destroy her career, reputation, and public image, and even take her children away from her.” Id. On July 9, 2015, Vergara met Fuentes at her home in El Paso, Texas. Id. During this visit, Vergara told Fuentes that if she “did not turn over her stock to him, he would put her in jail, destroy her reputation, and ... take her children away.” Id.

Fuentes alleges that Vergara threatened her safety and damaged her “personal and business reputation with the sole objective of usurping her 49% interest in Grupo Omnilife.” Id. at 2. Fuentes alleges that in the course of Vergara’s “personal vendetta” against Fuentes, “Vergara has harmed Grupo Omnilife, Omnilife USA[,] and the other Omnilife subsidiaries and has sent them into chaos, without any sound business-related reason for his actions.” Id. at 3. Through this pattern of behavior Ver-gara “gained complete control over Grupo Omnilife, Omnilife USA, and the other subsidiaries.” Id. at 2.

On December 18,2015, Fuentes filed her Amended Complaint, asserting three claims against Vergara under the Racketeer Influenced and Corrupt Organizations Act (“RICO”), 18 U.S.C. § 1962(b), (c), and (d); a claim under Texas Business Organizations Code §§ 21.218 and 21.222 for examination of books and records of Omnilife USA; a claim for equitable accounting under Texas law; a claim for breach of a fiduciary relationship under Texas law, and a claim to place Omnilife under a rehabilitative receivership under Texas Business Organizations Code § 11.404. See generally Am. Compl.

On March 8,2016, Defendants filed their Joint Motion to Dismiss for Forum Non Conveniens. ECF No. 44. On April 29, 2016, Fuentes filed her Opposition to Defendants’ Joint Motion to Dismiss for Forum Non Conveniens. ECF No. 51. On June 21,2016, Defendants filed their Reply in Support of their Joint Motion to Dismiss for Forum Non Conveniens. ECF No. 59.

On June 17, 2016, Defendants filed their Motion to Exclude Expert Opinions of David Lopez (ECF No. 57) and Motion to Exclude Expert Opinions of Lawrence Vil-lalobos (ECF No. 58). On July 1, 2016, Fuentes filed a Response in Opposition to Defendants’ Motion to Exclude Expert Opinions of David Lopez (ECF No. 62) and a Response in Opposition to Defendants’ Motion to Exclude Expert Opinions of Lawrence Villalobos (ECF No. 63). On July 15, 2016, Defendants filed a Reply to the Response in Opposition to Defendants’ Motion to Exclude Expert Opinions of David Lopez (ECF No. 65) and a Reply to the Response in Opposition to Defendants’ Motion to Exclude Expert Opinions of Lawrence Villalobos (ECF No. 66).

[633]*633II. DISCUSSION

A. Standard

The doctrine of forum non conve-niens permits a court to dismiss a case properly in its jurisdiction in favor of trial in another forum with jurisdiction “when trial in the plaintiffs chosen forum would ‘establish oppressiveness and vexation to a defendant out of all proportion to plaintiffs convenience’ or when the ‘chosen forum is inappropriate because of considerations affecting the court’s own administrative and legal problems.’” Blum v. Gen. Elec. Co., 547 F.Supp.2d 717, 725 (W.D. Tex. 2008) (quoting Kempe v. Ocean Drilling & Expl. Co., 876 F.2d 1138, 1141 (5th Cir. 1989) (quoting Roster v. Lumbermens Mut. Cas. Co., 330 U.S. 518, 524, 67 S.Ct. 828, 91 L.Ed. 1067 (1947))). The doctrine of forum non conveniens derives from the “court’s inherent power to control parties in cases before it and to prevent its process from becoming instrument of abuse or injustice.”

Free access — add to your briefcase to read the full text and ask questions with AI

Related

Cite This Page — Counsel Stack

Bluebook (online)
223 F. Supp. 3d 626, 2016 U.S. Dist. LEXIS 188160, 2016 WL 8542543, Counsel Stack Legal Research, https://law.counselstack.com/opinion/tellez-v-madrigal-txwd-2016.