Old Republic Nat'l Title Ins. Co. v. Goldsmith

• Decision Date: 15 December 2016
• Docket Number: NO. 02–15–00207–CV,02–15–00207–CV
• Citation: 548 S.W.3d 1
• Parties: OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY, as Subrogee of Chitra Chandrasekaran, Appellant v. Robin W. GOLDSMITH, Appellee
• Court: Texas Court of Appeals

548 S.W.3d 1

OLD REPUBLIC NATIONAL TITLE INSURANCE COMPANY, as Subrogee of Chitra Chandrasekaran, Appellant

v.Robin W. GOLDSMITH, Appellee

NO. 02–15–00207–CV

Court of Appeals of Texas, Fort Worth.

DELIVERED: December 15, 2016

ATTORNEYS FOR APPELLANT: BLAINE HUMMEL, BRADFORD W. IRELAN ; IRELAN McDANIEL, P.L.L.C., HOUSTON, TEXAS, AND JEREMY T. BROWN ; IRELAN McDANIEL, P.L.L.C., DALLAS, TEXAS.

ATTORNEY FOR APPELLEE: KERN A. LEWIS ; MONTES / LEWIS LAW, PC, IRVING, TEXAS.

PANEL:DAUPHINOT, MEIER, and GABRIEL, JJ.

MEMORANDUM OPINION¹

BILL MEIER, JUSTICE

I. INTRODUCTION

In one point in this interlocutory appeal, Appellant Old Republic National Title Insurance appeals the trial court's order granting Appellee Robin Goldsmith's motion for special appearance, which challenged the trial court's exercise of personal jurisdiction over her. We will affirm.

II. BACKGROUND

The underlying suit involves the sale of Lisa Bell's residential property ("Property") to Chitra Chandrasekaran on July 17, 2012, wherein Chandrasekaran purchased Bell's Property for $215,000. Old Republic is the title company that insured title to this sale of property and brought this suit as Chandrasekaran's subrogee.

Both parties to this appeal agree that Lisa Bell married Bruce Benson in April 2002. Both parties also agree that several years later, in 2009, Benson pleaded guilty to a false claim against the United States government. And both parties agree that as part of Benson's sentence, the United States obtained a restitution lien against Benson's assets. The last of the things that both parties agree upon is that in March 2011, Bell divorced Benson.

According to Old Republic, Bell's divorce decree "awarded" Bell the Property. Old Republic pleaded that the Property was a community asset and that Bell fraudulently misrepresented to Chandrasekaran that the Property was unencumbered and her separate property. Specifically, Old Republic pleaded that Bell failed to inform Chandrasekaran that the Property was encumbered by a federal lien by way of the restitution lien against Benson's assets, which, ostensibly, included "All community property ... incurred during [Bell and Benson's] marriage." Also according to Old Republic, Bell fraudulently signed a "Marital Status Affidavit," wherein Bell "swore that at the time she acquired the Property she was unmarried," in conjunction with the sale of the Property.

Old Republic further pleaded that after the sale of the Property, Chandrasekaran received communications from the United States Department of Justice wherein it demanded payment for, ostensibly, its interest in the Property related to the restitution lien on Benson's assets. According to Old Republic, in order to protect Chandrasekaran, it was "forced to pay the United States [an amount of] $202,574.88, in exchange for a release of the Federal Lien on the Property."

Specifically regarding Goldsmith, in its original, first-amended, and second-amended petitions, Old Republic argued that Bell and Goldsmith defrauded Chandrasekaran and other creditors when Bell transferred the proceeds from the sale of the Property to Goldsmith, a resident of Louisiana.

Goldsmith filed her special appearance motion on January 1, 2014. In her motion, Goldsmith alleged that she has never been a resident of Texas; that she has never engaged in business in Texas; that she has never committed any tort, in whole or in part, within Texas; and that she does not maintain a business in Texas. Goldsmith also alleged that she has no substantial connection with Texas and that Old Republic's claim against her did not arise from and was not related to any activity conducted by her in Texas. Goldsmith also filed an affidavit with her motion wherein she averred that "[t]he check ... that was sent to [Goldsmith] by [Bell] by mail [w]as repayment for money [her] husband and [she] had loaned [Bell] over many years." Goldsmith also averred that she and Bell had been friends for many years and that all monies loaned to Bell were made "[informally], interest free, with no security or collateral and with no promissory note." Goldsmith also averred that until she received a copy of this present lawsuit, she "had no knowledge of any claim by the United States government [against Bell and that she had] never had any knowledge of any serious financial difficulty of [Bell], or known of any alleged garnishment of her assets by the United States."

In its written responses to Goldsmith's motion, Old Republic argued that the trial court had specific jurisdiction over Goldsmith because under the Uniform Fraudulent Transfers Act ("UFTA"), Goldsmith was "the first transferee of the asset or the person for whose benefit the transfer was made" when Bell transferred the proceeds from sale of the Property to Goldsmith. Moreover, Old Republic argued that Goldsmith was considered an "insider" for purposes of the UFTA. Old Republic also contended that it had evidence that Goldsmith was aware of Bell's financial troubles in that during Bell's divorce, in her first-amended inventory, Bell listed Goldsmith as a creditor in the amount of $24,500. Old Republic also alleged that Bell's second-amended inventory from her divorce listed Goldsmith as possessing a secured interest in Bell's 2011 Nissan Sentra. Old Republic further alleged that in September of 2010, liens were recorded on vehicles owned by Bell in Goldsmith's favor.

Prior to holding a hearing on Goldsmith's special-appearance motion, the trial court allowed for limited discovery, including allowing Old Republic to depose Goldsmith and propound interrogatories. In her deposition, Goldsmith said that she and Bell had been friends since the late 1970s. Goldsmith averred that she began loaning Bell money in August 2009 because Bell was in a "financial bind" due to her divorce with Benson.

Goldsmith also said that she knew that the United States had filed a lawsuit against Benson at the time she began to loan Bell money. Goldsmith averred, however, that she was unaware of any efforts to garnish either Bell or Benson's assets, and she specifically said that she was unaware that the United States had ever sought a lien on the Property. Goldsmith said that she assumed that the money she loaned to Bell would be going to "a Texas bank because [Bell] lives in Texas." Goldsmith said that the money she loaned to Bell was for living expenses, for expenses related to Bell attending nursing school, and for attorney's fees related to Bell's divorce.

Specifically speaking to the monies from the sale of the Property, Goldsmith said that Bell had told her that she was "going to give [her] whatever [Bell received] from" the sale of the Property and that the purpose of giving the money to Goldsmith was to repay the Goldsmiths for the previous loans. According to Goldsmith, the reason that the amount exceeded Goldsmith's documented amount that she had loaned Bell was that Bell wanted to give the extra money to Goldsmith because Bell had expressed that she "was eternally grateful that [the Goldsmiths] had helped her, that [they] had put her on a path of an earning potential." Goldsmith averred that Bell paid her the more than $200,000 via a cashier's check. When asked why Bell had paid her using a cashier's check, Goldsmith said that she had never discussed that issue with Bell. Goldsmith also said that Bell had sent her the cashier's check and that she had deposited the check in a bank in Louisiana. Goldsmith also averred that within days of receiving the money from Bell, she had deposited nearly $150,000 of the monies in a mutual fund account so that the money would earn interest.

Goldsmith said that later she began to loan money to Bell again related to this lawsuit and for living expenses. Goldsmith also said that the reason Bell had recorded a lien on her vehicle in Goldsmith's favor in 2011, was for "financial planning" related to Bell's estate because Bell had been diagnosed with cancer. Goldsmith averred, however, that she was not sure where the lien had been filed or who had actually filed the lien, but that she assumed the lien was registered in Texas.

Specifically speaking to whether she and Bell had discussed the federal government trying to take or seize any of Bell's assets, Goldsmith said that she and Bell had discussed "a lot of things," and although she and Bell had "brainstorm[ed]" about things that both of them worried about, Goldsmith averred that she and Bell had "never in any way talked about doing something that was illegal or wrong, period." Goldsmith said that Bell was afraid in "a global nature" because Bell had wrongly believed that she was married to "an honest man" when she was not.

In many of her responses to Old Republic's interrogatories, Goldsmith stated that Old Republic's requests were irrelevant because the trial court in Bell's divorce had determined that the Property was Bell's separate property under the inception of title doctrine and that the federal lien could not have attached to the Property as a matter of law.

At the time the trial court held its June 25, 2015 special-appearance hearing, Old Republic had specifically alleged, in its second-amended petition, that Bell "deposited" the funds she received from the sale of the Property into Goldsmith's account, at a Texas bank, with "the intent to avoid Bell's present and future creditors, including but not limited to Chandrasekaran." At the close of the special-appearance hearing, the trial court stated that it would be granting Goldsmith's motion.

Prior to the trial court signing its written order regarding its special-appearance ruling, Old Republic filed a third-amended petition coupled with a motion urging the trial court to reconsider its ruling on Goldsmith's special appearance. In its third-amended petition, Old Republic argued for the first time that the trial court had general jurisdiction over Goldsmith because Goldsmith had made numerous money transfers to Bell in Texas, had consistently called Bell...