# Austin Capital Collision, LLC// Barbara Pampalone v. Barbara Pampalone// Cross-Appellee, Austin Capital Collision, LLC and Eric Hinojosa > Texas Court of Appeals, 3rd District (Austin) · December 1, 2015 URL: https://www.frixlaw.com/law-library/cases/4075776 ## Case - **Court:** Texas Court of Appeals, 3rd District (Austin) - **Decided:** December 1, 2015 - **Precedential status:** Published - **Opinion:** Opinion - **Cited by:** 0 later opinions in the Frix Law Library ## Citator (automated) - No negative treatment found by the automated citator. That is not the same as a confirmation that the case is good law; read the citing cases. - Full citator and citing cases: https://www.frixlaw.com/law-library/cases/4075776 ## Opinion text ACCEPTED 03-15-00447-CV 8040945 THIRD COURT OF APPEALS AUSTIN, TEXAS 12/1/2015 4:40:44 PM JEFFREY D. KYLE CLERK NO. 03-15-00447-CV In the Court of Appeals FILED IN 3rd COURT OF APPEALS For the Third Judicial District of Texas AUSTIN, TEXAS at Austin 12/1/2015 4:40:44 PM JEFFREY D. KYLE Clerk BARBARA PAMPALONE, Cross-Appellant v. ERIC HINOJOSA, Cross-Appellee On Appeal from the 419th Judicial District Court Travis County, Texas Trial Court Cause No. D-1-GN-14-003207 AMENDED CROSS-APPELLANT’S BRIEF MCGINNIS, LOCHRIDGE & KILGORE, L.L.P. Nelia J. Robbi State Bar No. 24052296 Joe Lea State Bar No. 24013257 Stephanie N. Duff-O’Bryan State Bar No. 24087448 600 Congress Avenue, Suite 2100 Austin, Texas 78701 (512) 495-6000 (512) 495-6093 FAX nrobbi@mcginnislaw.com ATTORNEYS FOR BARBARA PAMPALONE ORAL ARGUMENT REQUESTED IDENTITY OF PARTIES AND COUNSEL Parties to the Trial Courts Judgment Plaintiff: Barbara Pampalone Defendants: Austin Capital Collision, LLC Eric Hinojosa Names and Addresses of Trial and Appellate Counsel Counsel for Plaintiff: Nelia J. Robbi nrobbi@mcginnislaw.com Joe Lea jlea@mcginnislaw.com Stephanie N. Duff-O’Bryan sduffobryan@mcginnislaw.com 600 Congress Avenue, Suite 2100 Austin, Texas 78701 (512) 495-6000 (512) 495-6093 FAX Counsel for Michael Truesdale Defendants: mike@truesdalelaw.com 801 West Avenue, Suite 201 Austin, Texas 78701 (512) 482-8671 (866)-847-8719 FAX Adam Pugh apugh@slaterpugh.com 8400 N. Mopac Expressway, Suite 100 Austin, Texas 78759 (512) 472-2431 (512) 472-0432 FAX ii TABLE OF CONTENTS IDENTITY OF PARTIES AND COUNSEL ...................................................................... ii TABLE OF CONTENTS ................................................................................................... iii INDEX OF AUTHORITIES .............................................................................................. vi STATEMENT OF THE CASE ........................................................................................... 1 STATEMENT REGARDING ORAL ARGUMENT ......................................................... 1 STATEMENT OF JURISDICTION ................................................................................... 2 ISSUE PRESENTED .......................................................................................................... 2 STATEMENT OF FACTS .................................................................................................. 3 A. Overview and the parties. ......................................................................................... 3 B. The business: Capital Collision. ............................................................................... 5 C. The loan. ................................................................................................................... 5 D. The payments: 94 monthly payments over 8 years. ................................................. 7 E. The fraud. ................................................................................................................. 8 1. Eric Hinojosa wholly owned and controlled Capital Collision. .................... 9 2. Mr. Hinojosa formed a new company, also called Capital Collision, which he also wholly owned and controlled. ............................... 9 3. After his new company took over the business of the old company, Mr. Hinojosa terminated the old company. ................................ 10 4. Mr. Hinojosa did not tell Dr. Pampalone that he had terminated the company she had loaned money to........................................................ 10 5. Mr. Hinojosa terminated the old company to “close old debt,” but continued to send and receive correspondence related to the debt using the old company’s address. ........................................................ 11 iii 6. Unbeknownst to Dr. Pampalone, Mr. Hinojosa transferred payments on the loan to an account held in the name of the old company that he had terminated and funded that account with money from the new company and his own personal funds. ...................... 12 7. Three years after terminating the company to which Dr. Pampalone had made the loan, Mr. Hinojosa stopped paying. ................... 13 F. The litigation. ......................................................................................................... 13 SUMMARY OF THE ARGUMENT ................................................................................ 14 ARGUMENT..................................................................................................................... 17 A. De Novo Standard of Review ................................................................................. 17 B. The trial court judgment should be reformed to impose liability on Eric Hinojosa because the trial court erred in failing to impose alter ego liability based on its factual findings and the undisputed evidence. ...................... 17 1. The trial court correctly found that Eric Hinojosa completely owned and controlled both companies during the relevant time periods. ........................................................................................................ 20 2. The trial court correctly found that Eric Hinojosa commingled personal and corporate assets and obligations............................................. 22 3. Limiting liability would work an injustice because it is undisputed that Eric Hinojosa emptied the original debtor to make a new company without telling anyone. ............................................ 25 4. The requirement of fraud is established by the trial court’s findings and the undisputed evidence at trial because the findings and undisputed evidence established as a matter of law (a) a fraudulent transfer under Tex. Bus. & Com. Code § 24.006(a), and (b) that Eric Hinojosa intentionally used the companies to deceive his creditor for his personal benefit. ........................ 27 a. Eric Hinojosa effected a fraudulent transfer under Section 24.006 of the Texas Business and Commerce Code ........................ 28 b. Eric Hinojosa used the companies to deceive his creditor for his personal benefit ..................................................................... 30 C. The proper remedy is to reform and render the judgment. ..................................... 32 iv CONCLUSION ................................................................................................................. 33 PRAYER ........................................................................................................................... 33 CERTIFICATE OF SERVICE .......................................................................................... 35 CERTIFICATE OF COMPLIANCE ................................................................................ 36 APPENDIX ....................................................................................................................... 37 v INDEX OF AUTHORITIES Cases Castleberry v. Branscrum, 721 S.W.2d 270 (Tex. 1986) ..................... 18, 19, 28, 30 Dick’s Last Resort of West End, Inc. v. Market/Ross, Ltd., 273 S.W.3d 905 (Tex. App.—Dallas 2008, pet. denied) ..........................................................................30 Dodd v. Savino, 426 S.W.3d 275 (Tex. App.—Houston [14 Dist.] 2014, no pet.) .23 Farr v. Sun World Savings Ass’n, 810 S.W.2d 294 (Tex. App.—El Paso).... 20, 28, 30, 32 Harco Energy, Inc. v. Re-Entry People, Inc., 23 S.W.3d 389 (Tex. App.—Amarillo 2000, no pet.) ................................................................................................. 20, 28 Mancorp, Inc. v. Culpepper, 802 S.W.2d 226 (Tex. 1990) ............................. passim MBR & Associates, Inc. v. Lile, 02-11-00431-CV, 2012 WL 4661665, (Tex. App.—Fort Worth Oct. 4, 2012, pet. denied) ......................................................22 Phillips v. Carlton Energy Group, LLC, No. 12-0255, 2015 WL 2148951 (Tex. May 8, 2015) ............................................................................................. 1, 17, 18 Remington Arms Co., Inc. v. Luna, 966 S.W.2d 641 (Tex. App.—San Antonio 1998, pet. denied) .................................................................................................17 Schlueter v. Carey, 112 S.W.3d 164 (Tex. App.—Fort Worth 2003, pet. denied) ........................................................................................................... 22, 23 Spring Street Partners-IV, L.P. v. Lam, 730 F.3d 427 (5th Cir. 2013) ...................30 SSP Partners v. Gladstrong Investments (USA) Corporation, 275 S.W.3d 444 (Tex. 2008) .................................................................................................... 26, 27 Cappuccitti v. Gulf Industrial Products, Inc., 222 S.W.3d 468 (Tex. App. — Houston [14th Dist.] 1994, no pet.)............................................................... 24, 25 Stewart & Stevenson Services, Inc. v. Serv-Ttech, Inc., 879 S.W.2d 89 (Tex. App.—Houston [14th Dist.] 1994, pet denied) ....................................................19 vi Statutes Tex. Bus. & Com. Code § 24.006(a), and (b) ........................................ iv, 27, 28, 37 Tex. Bus. Org. Code § 11.052 ......................................................................... 31, 37 Tex. Bus. Org. Code § 11.356 ................................................................... 26, 31, 37 Tex. Bus. Org. Code § 21.223 ......................................................................... 19, 37 Texas Civil Practice and Remedies Code § 51.012 ...................................................2 Rules Tex. R. App. P. 43.3.......................................................................................... 32, 37 TEX. R. APP. P. 9.4(e) ...............................................................................................36 TEX. R. APP. P. 9.4(i)(1) ...........................................................................................36 Texas Rules of Appellate Procedure 38.1, 39.1, and 39.2 .........................................1 Other Authorities 6 McDonald & Carlson Tex. Civ. Prac. App. Prac. § 33:10 ...................................32 vii STATEMENT OF THE CASE Nature of the Case: Cross-Appellant, Barbara Pampalone, sued Appellant, Austin Capital Collision, LLC and Cross-Appellee, Eric Hinojosa, for breach of contract. Parties: Cross-Appellant/Plaintiff is Barbara Pampalone Cross-Appellee/Defendant is Eric Hinojosa Trial Court: The Honorable Todd Wong, 419th Judicial District Court, Travis County, Texas. Trial Court’s Disposition: After a bench trial on June 8, 2015, the trial court granted judgment in favor of Barbara Pampalone and against Austin Capital Collision, LLC. The trial court found that Eric Hinojosa was not individually liable under the theory of piercing the corporate veil alleged by plaintiff. Austin Capital Collision, LLC and Barbara Pampalone filed timely notices of appeal on July 29, 2015, and on July 7, 2015, the trial court issued its findings of fact and conclusions of law. STATEMENT REGARDING ORAL ARGUMENT Pursuant to Texas Rules of Appellate Procedure 38.1, 39.1, and 39.2, Cross- Appellant requests oral argument before this Court of Appeals. Cross-Appellant believes oral argument will assist the Court, as this appeal requests that this Court apply the standard of review adopted very recently by the Texas Supreme Court in Phillips v. Carlton Energy Group, LLC, No. 12-0255, 2015 WL 2148951, at *15 (Tex. May 8, 2015) in determining whether the trial court erred by not piercing the corporate veil. STATEMENT OF JURISDICTION This Court has jurisdiction of this appeal pursuant to Texas Civil Practice and Remedies Code § 51.012. ISSUE PRESENTED 1. Whether the trial court erred in refusing to pierce the corporate veil and hold Eric Hinojosa individually liable for breach of contract. 2 TO THE HONORABLE THIRD COURT OF APPEALS: STATEMENT OF FACTS This case presents the precise factual scenario that the alter ego doctrine was created to prevent. This is a story about a businessman, Eric Hinojosa, who found himself mired in debt that he did not want to pay, whose business was flagging, and who saw a simple way out: to go down to the Texas secretary of state, create a new LLC, and walk away debt-free, with his business still intact. 2RR:111-12, 124-25, 175-76, 217-19, 222-24, 232-34; PX-5; PX-14; Appx:2, ¶29. And at least one of Eric Hinojosa’s creditors—Barbara Pampalone, a semi-retired dentist who obtained a second mortgage so that she could make an $80,000 loan to Mr. Hinojosa’s first company—was none the wiser. 2RR:52-53. But, hiding behind his new LLC, Eric Hinojosa now claims that he owes Barbara Pampalone nothing. A. Overview and the parties. The parties to this appeal—Barbara Pampalone and Eric Hinojosa—have known each other since Eric Hinojosa was just a boy. 2RR:53-54. Dr. Pampalone is a widow and semi-retired dentist who has been living in Chatsworth, California for almost 40 years. 2RR:52-53; Appx:2, ¶6. Dr. Pampalone’s youngest child, Erik Pampalone, and Eric Hinojosa were childhood friends—they went to elementary and high school together before Mr. Hinojosa moved to Texas with his family. 2RR:95-96. Erik and Eric remained close and, in approximately 2003, 3 they went into business together. 2RR:54-55, 96-97; Appx:2, ¶7. That business was an auto body repair shop known as “Capital Collision.” Appx:2, ¶7. In 2005, Dr. Pampalone loaned Capital Collision $80,000. Appx:2, ¶9. In accordance with the terms of the agreement between Dr. Pampalone and the company, the company immediately began repaying the loan. Appx:2, ¶18. Two years later, in 2007, Erik Pampalone exited the company completely, and the company, now run exclusively by Eric Hinojosa, continued to repay the loan as agreed for another 6 years. 2RR:13; Appx:2, ¶¶22, 23, 27, 31. Only— unbeknownst to Dr. Pampalone— the company she loaned the money to in 2005 was terminated by Eric Hinojosa in 2010, but not before Mr. Hinojosa had first formed a new company (still run exclusively by him) in 2009 to take over the business and assumed name of the old company. PX-20; PX-24; Appx:2, ¶¶30, 24, 26, 29. Eric Hinojosa never told Dr. Pampalone that he had terminated the company she had loaned money to—and he certainly did not tell her that the reason he was terminating that old company was to “close old debt.” 2RR:175-76; Appx:2, ¶28. Instead, he kept the old company’s bank accounts open, funded those accounts with money from the new company and with his own money, and continued to quietly repay the loan to Dr. Pampalone until the statutory wind up period for the old company had expired, leaving Dr. Pampalone with, presumably, no one to sue. 2RR:194-203, 248-49; Appx:2, ¶¶29, 31, 33. Dr. Pampalone had 4 no reason to ever suspect anything was amiss until, in April 2013, the monthly payments ceased. Appx:2, ¶37; Appx: 8. B. The business: Capital Collision. The business, Capital Collision, was formed by Eric Hinojosa in approximately 2002 and was structured as two corporations—Hinojosa Auto Body & Paint Inc. (Nevada) and Hinojosa Auto Body & Paint, Inc. (Texas)—operating as a general partnership—Capital Collision, GP—and had an assumed name certificate on file for and did business simply as “Capital Collision.” 2RR:97-99: 2RR:171-72; Appx:2, ¶7; PX-19; PX-24; PX-27. Mr. Hinojosa was the president and a 50% shareholder of each of the Hinojosa Auto Body & Paint, Inc. entities. 2RR:100-02; Appx:2, ¶7; PX-27; PX- 28; PX-29. Mr. Pampalone joined as the vice president and other 50% shareholder of those entities. 2RR:100-02; Appx:2, ¶7; PX-27; PX-28; PX-29. Because Mr. Pampalone was still living in California, he was not involved in the day-to-day operations of the business. 2RR: 103. C. The loan. In early 2005, the business had an option to purchase the land it was operating on but lacked the funds necessary to do so. 2RR:105, 176; Appx:2, ¶10. Mr. Hinojosa and Mr. Pampalone, in their capacities as corporate officers/directors, discussed the issue, and Mr. Pampalone suggested to Mr. 5 Hinojosa that he could ask his mother, Dr. Pampalone, to loan the funds to the business. 2RR:105-06; Appx:2, ¶10. Mr. Hinojosa agreed that Mr. Pampalone should ask Dr. Pampalone to make a loan to the business. 2RR:106, 110-11; Appx:2, ¶10. Accordingly, in his capacity as vice-president of Capital Collision, Mr. Pampalone approached Dr. Pampalone and proposed that she loan the sum of $80,000 to Capital Collision and, in exchange, Capital Collision would repay the $80,000 over a twenty-year period, plus annual interest at 7%. 2RR:59, 60, 106- 07; Appx:2, ¶11. Dr. Pampalone specifically understood this to be a loan to the business—not to her son personally—and further understood that the funds would be used for business purposes, including the possible purchase of land. 2RR:57, 59; Appx:2, ¶12. Dr. Pampalone had previously loaned funds to Capital Collision for business purposes in 2003 and, at the time of the loan at issue, was being repaid by Capital Collision as agreed. 2RR:61-62; Appx:2, ¶13. Dr. Pampalone agreed to loan the $80,000 to Capital Collision, and she performed under the terms of the agreement by paying the funds to Capital Collision in two installments: $50,000 on or about March 24, 2005, and the remaining $30,000 on or about April 13, 2005. 2RR:58-9, 107-10, 158-59; PX-1; PX-2; PX-3A; Appx:2, ¶14. The loaned funds were deposited into Capital 6 Collision’s bank account, a Bank of America Account held in the names of “Capital Collision” and “Eric Hinojosa.” 2RR:107-10; PX-1; PX-2; PX-3A; Appx:2, ¶15. Dr. Pampalone had to take a second mortgage on her home in order to advance the $80,000 to the business. 2RR:57. Although there was no signed promissory note for the loan, the terms of the loan were evidenced in yearly amortization schedules generated by Mr. Pampalone on Dr. Pampalone’s behalf and sent to Mr. Hinojosa and the business. 2RR:59-60, 62; Appx:2, ¶16. D. The payments: 94 monthly payments over 8 years. Beginning in May 2005, Capital Collision began performing under the agreement by making monthly payments to Dr. Pampalone in accordance with the agreed upon terms. 2RR:64-65, 112; Appx:2, ¶18. The parties stipulated that between May 2005 and April 2013, Dr. Pampalone received 94 monthly payments from two different Bank of America accounts as summarized in Plaintiff’s Exhibit 3. CR:41-47; Appx:2, ¶19; Appx: 8; PX-3, PX-3A. From May 2005 through approximately March 2010, these payments were made from the Bank of America Account held in the names of “Eric Hinojosa” and “Capital Collision” (hereinafter, the “Capital Collision Account”). PX-3; PX-3A; Appx:2, ¶32; Appx: 8. Thereafter—and without missing a payment during the transition—payments were made from a Bank of America account held in the names of “Eric Hinojosa” and 7 “Capital Collision GP” (hereinafter, the “Capital Collision GP Account”). PX-3; PX-3A; Appx.2, ¶32. However, because the payments were being electronically deposited into Dr. Pampalone’s account, she never noticed that there was any change in the bank account making the payments to her. 2RR:66, 79; Appx:2, ¶32. Erik Pampalone began the process of leaving the business in 2006 and formally resigned in approximately April 2007. 2RR:113; Appx:2, ¶22. After resigning, Mr. Pampalone assisted Dr. Pampalone with oversight of repayment of the loan, which involved corresponding by telephone and email with his friend and former business partner, Mr. Hinojosa, and other Capital Collision employees concerning the loan, and the payments on the loan continued following his exit. 2RR:115; PX-3; PX-3A; PX-5; PX-6; PX-8; PX-9; PX-10; PX-14; PX-15; Appx.2, ¶22. E. The fraud. With regular monthly payments hitting her bank account each month, as agreed, Dr. Pampalone never suspected that Eric Hinojosa, a man she had known since he was a child and someone she trusted, was actively defrauding her. 2RR:61, 79. 8 1. Eric Hinojosa wholly owned and controlled Capital Collision. Following Mr. Pampalone’s resignation from Capital Collision, Mr. Hinojosa became and remained the sole officer/corporate director of the Hinojosa Auto Body & Paint, Inc. entities that comprised Capital Collision, GP d/b/a Capital Collision. 2RR:173; Appx:2, ¶23. Capital Collision became, according to Mr. Hinojosa’s own testimony, “essentially just [him].” 2RR:173. And that company continued to repay the loan to Dr. Pampalone as agreed and exactly as it had been doing. 2RR:67, 113; PX-3; PX-3A; Appx:2, ¶23. But change was afoot. 2. Mr. Hinojosa formed a new company, also called Capital Collision, which he also wholly owned and controlled. In June 2009, Mr. Hinojosa formed a new company, one of the named defendants in the trial court: Austin Capital Collision, LLC. 2RR:173-74; PX-20; Appx:2, ¶24. The new company, like the old company, was also “basically just [him].” 2RR:174; Appx:2, ¶27. Mr. Hinojosa had a 99% ownership interest in Austin Capital Collision, LLC (his wife holding the other 1%), and he was the managing member. 2RR:173-74; Appx.2, ¶27. Austin Capital Collision, LLC, became the owner of the Capital Collision business and, like the first business had done, filed an assumed name certificate for “Capital Collision.” Appx:2, ¶24, PX- 21, PX-22. 9 3. After his new company took over the business of the old company, Mr. Hinojosa terminated the old company. There was no asset purchase agreement between Eric Hinojosa’s old company and his new company. 2RR:176. But his new company engaged in the same business as his old company, and his new company continued to use the same exact assumed name (2RR:174-75; PX-14), business email address (cptlcollision@aol.com) (2RR:217-18, 222-23; PX-5; PX-14), and email signature block (with the same name and physical address) (2RR:224; PX-14) as the old business. Appx:2, ¶29. Additionally, Austin Capital Collision, LLC, retained some of the same employees (2RR:219, 124-25, 223-24; Appx:2, ¶29), and took control of the Capital Collision Account and Capital Collision GP Account (Appx.2, ¶29). After Austin Capital Collision, LLC, was formed, the old company was left with nothing. 2RR:176:7-13. Thereafter, in July 2010, Mr. Hinojosa terminated the old company. 2RR:173; Appx.2, ¶26; PX-24. 4. Mr. Hinojosa did not tell Dr. Pampalone that he had terminated the company she had loaned money to. Mr. Hinojosa did not tell Dr. Pampalone (or Erik Pampalone, who Mr. Hinojosa claimed was like a “brother” to him, 2RR:241) any of this—and he certainly did not provide her with any statutory notice that the company she had loaned money to had been terminated and that “Capital Collision” was now being operated as a brand new entity. 2RR:79, 127, 247. Instead, Mr. Hinojosa simply 10 continued to do business and repay Dr. Pampalone as Capital Collision, the only name Dr. Pampalone ever knew the business by. 2RR:55; Appx:2,¶31. 5. Mr. Hinojosa terminated the old company to “close old debt,” but continued to send and receive correspondence related to the debt using the old company’s address. Why the secrecy? Because the old company was failing. It had “a ton of debt” that Mr. Hinojosa was eager to leave behind, so he terminated the old company and formed the new company to, in his own words, “close old debt, and whatever, from our previous company and relationships.” 2RR:175-76, 232-34. Mr. Hinojosa testified that he took steps to wind up the old company, including paying some debts—but not the debt to Dr. Pampalone. 2RR:236. Instead, Mr. Hinojosa, in his capacity as the managing member of Austin Capital Collision, LLC, continued to direct that payments be made to Dr. Pampalone on the loan. 2RR:240-41; Appx:2, ¶31. Employees and representatives of Austin Capital Collision, LLC, communicated with Dr. Pampalone and Erik Pampalone on Austin Capital Collision, LLC’s, behalf, acknowledging the existence of the loan and Austin Capital Collision, LLC’s, indebtedness thereunder. Appx:2, ¶¶34-36. Erik Pampalone, acting on his mother’s behalf, sent correspondence concerning the loan to the cptlcollision@aol.com email address and, in response, Austin Capital Collision, LLC, continued to make payments on the loan. 2RR:127; Appx:2, ¶34; PX-12a, 11 PX-13, PX-14. Indeed, in September 2012 (years after the old company had been terminated), when Mr. Pampalone sent an email to the cptlcollision@aol.com address requesting that Mr. Hinojosa change where he was sending the monthly payments on the loan, Mirium Matta—Mr. Hinojosa’s sister-in-law and an employee of Austin Capital Collision, LLC—responded from the cptlcollision@aol.com email address with “received and updated.” 2RR:123-24; PX-14; Appx:2, ¶35. And the payments continued. PX-3; PX-3A. 6. Unbeknownst to Dr. Pampalone, Mr. Hinojosa transferred payments on the loan to an account held in the name of the old company that he had terminated and funded that account with money from the new company and his own personal funds. In March 2010, just a few months before terminating Capital Collision, GP, Mr. Hinojosa switched the monthly payments on the loan to the Capital Collision GP Account. 2RR:196-98; PX-3; PX-3A; Appx: 9. Around this same time, he also began transferring funds from the Capital Collision Account into the Capital Collision GP Account to cover the payments coming out of that account. 2RR:193-98; PX-3A; Appx:2, ¶32; Appx: 9. Mr. Hinojosa testified that he also put his own personal funds into the Capital Collision GP account to cover the payments being made from that account to Dr. Pampalone. 2RR:248-49; Appx:2, ¶33. Of note, the payments from both accounts were overwhelmingly described on the bank statements as “Barbara Pampalone Bill Payment.” PX-3A. 12 7. Three years after terminating the company to which Dr. Pampalone had made the loan, Mr. Hinojosa stopped paying. Indeed, in early 2013, paying the loan to Dr. Pampalone was just about the only thing that the Capital Collision GP account was doing. 2RR:209-12; PX-3A; Appx. 10. In short, Mr. Hinojosa arranged for payments on the loan to be transferred from a bank account held in the name of a company that was still in existence (“Capital Collision” now belonging to Austin Capital Collision, LLC) to a bank account held in the name of company that was defunct (Capital Collision GP) and had no assets. Appx. 9. And when he stopped paying on the loan—three years later—the period of limited survival for the old company had expired. 2RR:212-13:18; PX-3; PX-3A; Appx:2, ¶¶37-38; Appx. 10. F. The litigation. When the payments ceased, Dr. Pampalone—still unaware that the company she had made the loan to had been terminated—made demand for payment, but Eric Hinojosa failed and refused to cure the default. Appx.2, ¶39. The lawsuit in the trial court ensued in which Dr. Pampalone sued both Austin Capital Collision, LLC, and Eric Hinojosa for breach of contract. CR:28-40. The case was tried to the bench on June 8, 2015. The parties stipulated at the trial that the amount due and owing on the loan as of the date of trial was $56,758.68. CR:41-47; Appx.2, ¶41. 13 The trial court found in favor of Dr. Pampalone and rendered judgment against Austin Capital Collision, LLC, for breach of the loan agreement. 2RR:252- 53; Appx:1. The trial court did not find Eric Hinojosa individually liable for breach of contract based on piercing the corporate veil. 2RR:253. However, the trial court specifically found that Mr. Hinojosa lacked credibility, especially in light of the fact that he was wholly unprepared for his corporate representative deposition, having not reviewed a single document or talked to any employees or representatives regarding the designated topics, and that he demonstrated a repeated inability to provide substantive responses on his own behalf or on behalf of Austin Capital Collision, LLC. 2RR:252; Appx:2, ¶48. Further, the trial court found that, at trial, Mr. Hinojosa tried to change many of the answers he had provided at his deposition just one month prior. Appx:2, ¶48. SUMMARY OF THE ARGUMENT Eric Hinojosa, Defendant and Cross-Appellee, had a company (Capital Collision GP) doing business as “Capital Collision.” In 2009, he wholly owned and controlled that company, and business was not good. The company had, by Mr. Hinojosa’s own admission, a “ton of debt,” including an $80,000/20year loan it owed to Dr. Barbara Pampalone. Mr. Hinojosa saw a clear way out: he formed a new company (Austin Capital Collision, LLC), and this company essentially took over the old company—it used the same assumed name (“Capital Collision”), the 14 same email address, had some of the same employees, and used the same bank accounts. Most importantly, the new company was also exclusively controlled by Mr. Hinojosa. In sum, he formed the new company as a way to shake the old company’s debt. Among the debt he sought to avoid was that of Dr. Pampalone. In a carefully orchestrated charade, Mr. Hinojosa tried to get rid of the debt to Dr. Pampalone by changing the source of the monthly payments on the loan to a bank account held specifically in the name of the old company (“Capital Collision GP”), terminating that old company, failing to provide Dr. Pampalone with notice of that termination, and then secretly funding that old company’s account and quietly continuing to make payments to Dr. Pampalone from that account until the statutory period for suing a terminated entity expired, leaving her with— presumably—no one to sue. But Eric Hinojosa’s efforts were too little, too late. Not only did his new company, Austin Capital Collision, LLC, assume the loan to Dr. Pampalone (as the trial court correctly found and concluded), but, as a matter of law, Eric Hinojosa is liable on the loan in his individual capacity, too: the trial court’s findings of fact and the undisputed evidence establish that, as the managing member and 99% owner of Austin Capital Collision, LLC, the separation between both companies 15 and Eric Hinojosa had ceased to exist, and Mr. Hinojosa further caused each company to be used to perpetrate a fraud against Dr. Pampalone. In satisfaction of this last point, the findings of fact and undisputed facts show that Eric Hinojosa used the corporate form to intentionally defraud Dr. Pampalone. He lulled her into a sense of normalcy as she received regular monthly payments from “Capital Collision” for years, and without any clue that the company for which she had mortgaged her house in order to make an $80,000 loan had been terminated, and a brand new company had taken over. This is exactly the type of controlling, misleading behavior that the alter ego theory is intended to prevent. And moreover, even if this Court concludes that Eric Hinojosa’s deceit was not intentional, such a conclusion is not fatal to a piercing claim. Rather, intentionality is not needed for the limited purposes of showing “actual fraud” under the alter ego theory where the elements of the Texas fraudulent transfer statute are also satisfied. Here, the findings of fact and undisputed facts indeed satisfy the elements of a fraudulent transfer, as they show, more simply, that (a) Eric Hinojosa’s new company took control of the assets of the old company, and (b) (by Mr. Hinojosa’s own admission), the old company was insolvent at the time of its termination. 16 ARGUMENT A. De Novo Standard of Review Under Texas law, factual disputes related to the bases for alter ego liability are questions of fact for the factfinder. Phillips v. Carlton Energy Group, LLC, No. 12-0255, 2015 WL 2148951, at *15 (Tex. May 8, 2015). However, as the Texas Supreme Court has recently made clear, once the factfinder has resolved those disputes, or when the facts are not disputed, the imposition of alter ego liability becomes a matter of law for the court. Id. 1 Where, as here, the trial court’s factual findings are adequately supported, an appellate court should accept those factual findings as true, but review the trial court’s application of the law to those findings de novo. Remington Arms Co., Inc. v. Luna, 966 S.W.2d 641, 643 (Tex. App.—San Antonio 1998, pet. denied). By contrast, in those few places where the trial court made no findings of fact, this Court should look to the undisputed evidence presented at trial. Phillips, 2015 WL 2148951, at *15. B. The trial court judgment should be reformed to impose liability on Eric Hinojosa because the trial court erred in failing to impose alter ego liability based on its factual findings and the undisputed evidence. 1 Applying this standard in Phillips, the Texas Supreme Court both affirmed a jury verdict finding alter ego liability, and explicitly declared that such liability was established by the evidence as a matter of law. Phillips, 2015 WL 2148951. 17 Here, this Court should defer to the findings of fact that the trial court did make, which explicitly support the conclusions of law made by the trial court and additionally support disregarding the corporate fiction and holding Eric Hinojosa liable individually on the breach of contract claim. Phillips, 2015 WL 2148951, at *15. And to the extent that the trial court made no finding of fact, this Court should look to the undisputed evidence in the trial record. Id. Courts will pierce the corporate veil and hold an individual shareholder personally liable for the acts of a corporation where the evidence shows that a corporation is organized and operated as a mere tool or business conduit of the shareholder. Castleberry v. Branscrum, 721 S.W.2d 270, 271 (Tex. 1986), superseded by statute on other grounds. The touchstone of a successful alter ego claim is a “blurring of identities, or a blurring of lines of distinction, both formal and substantive, between two corporations or between an individual and a corporation.” Hideca Petroleum Corp. v. Tampimex Oil Intern., Ltd. 740 S.W.2d 838, 843 (Tex. App.—Houston [1st Dist.] 1987, no writ). In other words, a finding of “alter ego” is justified when “there is such a unity between the corporation and individual . . . that the separateness between the two has ceased, and holding only the corporation or just one of the corporations liable would result in injustice.” Id. Importantly, an alter ego relationship may be shown from the total dealings of the 18 corporation and the individual. Mancorp, Inc. v. Culpepper, 802 S.W.2d 226, 228 (Tex. 1990). Since Castleberry, three elements requisite for setting aside the corporate form and holding an individual liable on the basis of the alter ego doctrine have emerged: (1) The defendant must have some financial interest, ownership, or control of the corporation, Stewart & Stevenson Services, Inc. v. Serv-Ttech, Inc., 879 S.W.2d 89 (Tex. App.—Houston [14th Dist.] 1994, pet denied); (2) There must be such a unity between the corporation and the individual that the separateness of the single corporation has ceased, see Tex. PJC 108.2; Mancorp, 802 S.W.2d at 228; and (3) It would result in an injustice to hold only the corporation liable, id. 2 Furthermore, where the underlying cause of action for which the plaintiff seeks to hold the defendant liable is based on or relates to a contract, the plaintiff must show that the defendant: (4) Caused the corporation to be used for the purpose of perpetrating an actual fraud; and (5) Perpetrated an actual fraud on the plaintiff primarily for the defendant’s direct personal benefit. TEX. BUS. ORG. CODE § 21.223(b)3; Tex. PJC 108.2. However, in this limited context, there are 2 See also O’Connor’s Texas Causes of Action, Chapter 38-F, Principal-Agent Liability, Piercing the Corporate Veil, § 2 (2015) (outlining the three elements of an alter ego claim). 3 Section 21.223(b) of the Texas Business Organizations code provides that liability of “any affiliate of the corporation” will be limited with respect to “any contractual obligation of the corporation or any matter relating to or arising from the obligation on the basis that the . . . affiliate is or was the alter ego of the corporation,” unless the plaintiff demonstrates that the 19 multiple ways in which a plaintiff can show “actual fraud,” and a plaintiff need not necessarily prove that the defendant had an actual intent to defraud the plaintiff. But rather, where the plaintiff can merely show that the elements of the Texas fraudulent transfer statute are satisfied (none of which call for a particular mental state), the actual fraud requirement of an alter ego claim is likewise satisfied. Harco Energy, Inc. v. Re-Entry People, Inc., 23 S.W.3d 389, 393 (Tex. App.— Amarillo 2000, no pet.). 1. The trial court correctly found that Eric Hinojosa completely owned and controlled both companies during the relevant time periods. The findings of fact explicitly note that “[a]t the time of termination of the HABP [Hinojosa Auto Body & Paint, Inc.] Entities and the formation of Austin Capital Collision, LLC, all entities were operated solely by Defendant Eric Hinojosa.” Appx:2, ¶29. And even Mr. Hinojosa himself expressly admitted his exclusive control of the old company: Q: And at the time the [old] company was terminated, you were the sole shareholder, right? A: Correct. Q: And you’re also the sole officer and director? A: Correct. .... Q: So the company was essentially just you? A: Correct. “affiliate caused the corporation to be used for the purpose of perpetrating and did perpetrate an actual fraud on the oblige primarily for the direct personal benefit of the . . . affiliate.”). See also Farr v. Sun World Savings Ass’n, 810 S.W.2d 294, 296 (Tex. App.—El Paso), no writ). 20 2RR:173 (emphasis added). Mr. Hinojosa further testified as to his exclusive control of the new company, Austin Capital Collision, LLC: Q: Now, Austin Capital Collision, LLC was formed in June of 2009; is that correct? .... A: Yes. Q: And you’re the managing member of that company? A: Yes. Q: You have a 99 percent ownership? A: Correct. Q: And your wife has 1 percent? A: Correct. Q: So the company is, basically, you? A: Correct. 2RR:173-74 (emphasis added). Moreover, the trial court found that Mr. Hinojosa’s new company, Austin Capital Collision, LLC, took control over the bank accounts of his old company, Capital Collision GP. Appx:2, ¶29. Additionally, the trial court made the factual finding that Mr. Hinojosa intentionally put money into one of the bank accounts owned and controlled by Austin Capital Collision (the account held in the names of “Eric Hinojosa” and “Capital Collision, GP”) to pay Dr. Pampalone on the loan made to the old company. Appx:2, ¶33. These findings of fact and the undisputed evidence supporting these findings establish, as a matter of law, that Mr. Hinojosa had some “financial interest, ownership, or control of the corporation.” See 21 Schlueter v. Carey, 112 S.W.3d 164, 170 (Tex. App.—Fort Worth 2003, pet. denied). In Schlueter, the Court held that the defendant exercised “control” over a corporation where the defendant owned all of the stock in the corporation, was one of its only two officers, and had personally signed a lease on behalf of the corporation that was now being sued for premises liability. Id. Applying a similar threshold for “control,” Mr. Hinojosa clearly controlled both the old and new companies. Appx:2, ¶27. He was the only shareholder, officer, and director of the old company, and he was the majority owner and managing member of the new company. 2RR:173-74. Furthermore, as the managing member of Austin Capital Collision, LLC, he controlled all of the loan payments being made to Dr. Pampalone. These facts are very similar to those warranting a finding in Schlueter that the defendant “controlled” the corporation for the purposes of piercing the veil and reaching the defendant’s personal assets. 4 2. The trial court correctly found that Eric Hinojosa commingled personal and corporate assets and obligations. Courts look to a number of factors in deciding whether there exists such a unity between a defendant and the corporation that the separateness of the two has 4 Other courts examining similar facts have more recently reached the same conclusion. For instance, in MBR & Associates, Inc. v. Lile, 02-11-00431-CV, 2012 WL 4661665, (Tex. App.— Fort Worth Oct. 4, 2012, pet. denied), the court of appeals found that the following factors supported an alter ego finding: that the defendant’s individual property was not kept separate from the corporation’s, that the corporation was used for the personal purpose of holding the defendant’s home, and that “the defendant was the sole shareholder and owner of the corporation.” Id., at *6. 22 ceased: (1) whether there is a commingling of corporate and personal funds, Mancorp, 802 S.W.2d at 228; (2) the amount of control the individual maintains over the corporation, id.; (3) whether the corporation has been used for individual purposes, id.. Furthermore, evidence serving as proof of alter ego can include: (1) “payment of alleged corporate debts with personal checks or other commingling of funds,” Dodd v. Savino, 426 S.W.3d 275, 291 (Tex. App.—Houston [14 Dist.] 2014, no pet.); (2) “representations that the individual will financially back the corporation,” id.; (3) “diversion of company profits to the individual for the individual’s personal use,” id.; (4) “inadequate capitalization,” id.; and (5) “any other failure to keep corporate and personal assets separate,” id. No single factor or combination of factors is necessarily dispositive and the list is not exclusive. Dodd, 426 S.W.3d at 291 (indicating that alter ego is shown from the total dealings of the corporation, and these are some factors included among those factors that courts examine in determining whether to pierce the corporate veil). Additionally, the Schlueter court found the fact that the individual defendant often referred “to himself and [the corporation] interchangeably” to be persuasive evidence, along with other evidence, that “there was a unity between them that the separateness of [the corporation] had ceased and [the defendant] operated the corporation as a mere business tool or conduit for himself.” 112 S.W.3d 164, 170 (Tex. App.—Fort Worth 2003, pet. denied). 23 The courts’ prior rulings in at least two cases should persuade this Court to, as a matter of law, pierce the veil and hold Mr. Hinojosa individually liable. In Mancorp v. Culpepper, a seminal Texas Supreme Court case on alter ego liability, the Court affirmed a jury finding of alter ego liability on a breach of contract claim where the following evidence was presented to the jury: (a) checks showing payment of corporate debts with the individual defendant’s personal funds; (b) the individual’s business card, which bore words that might show he considered himself to be indistinguishable from the corporation (specifically, the card read “Culpepper Properties, Inc., John C. Culpepper, Jr., his self”); and (c) evidence that he had personally guaranteed the loan in question and had behaved in such a way that showed he personally backed the loan made. 802 S.W.2d at 228. In Cappuccitti v. Gulf Industrial Products, Inc, a case very similar to the one at hand, Cappuccitti, the individual defendant and president of the corporation, Minerec, had signed an agreement with the plaintiff in his capacity as president. 222 S.W.3d 468 (Tex. App.—Houston [1st Dist.] 2007, no pet.). At some point during his time as president of Minerec, the defendant paid at least one debt of Minerec’s with a personal check. Id. at 475. He then later transferred ownership of Minerec’s assets to a company called Flottec, leaving the first company insolvent and unable to pay its debt on the agreement to the plaintiff. Id. at 476. He was the sole owner of the new company, Flottec, which was a 90% owner of 24 the old company, Minerec. Id. at 482. The court found that this, in addition to the fact that Cappuccitti had originally backed Minerec with a personal line of credit, sufficient for finding that the old company, new company, and individual defendant were so intertwined that piercing the corporate veil was justified. Cappuccitti, 222 S.W.3d 468. Similarly, in the instant case, the findings of fact and undisputed evidence show that Mr. Hinojosa commingled corporate and personal funds (2RR:248-49), held two bank accounts in both his name and the company name (one in the name of “Eric Hinojosa” and “Capital Collision,” and a second in the name of “Eric Hinojosa” and “Capital Collision GP”) (Appx:2, ¶33), paid alleged corporate debts with personal funds (id.; 2RR:248-49), completely controlled both companies (Appx:2, ¶29), and admitted at trial that both companies were just him (2RR:173- 74). These facts are more than sufficient to pierce the corporate veil as a matter of law. 3. Limiting liability would work an injustice because it is undisputed that Eric Hinojosa emptied the original debtor to make a new company without telling anyone. “Where a corporate entity is owned or controlled by an individual who operates the company in a manner indistinguishable from his personal affairs and in a manner calculated to mislead those dealing with him to their detriment, the corporate fiction may be disregarded in order to prevent injustice.” Mancorp, 802 25 S.W.2d at 229 (internal quotation omitted). But as the Texas Supreme Court has explained, “injustice” does not require “a subjective perception of unfairness by an individual judge or juror”; rather, it is merely a “shorthand reference[] for the kinds of abuse . . . that the corporate structure should not shield—fraud, evasion of existing obligations, circumvention of statutes, monopolization, criminal conduct, and the like.” SSP Partners v. Gladstrong Investments (USA) Corporation, 275 S.W.3d 444, 454-55 (Tex. 2008). In the instant case, Mr. Hinojosa’s penchant for deceit and dishonesty was readily apparent to the trial court, which noted that Mr. Hinojosa lacked credibility, especially in light of his attempt to change so many of his answers at trial. Appx:2, ¶48. And the trial court’s findings of fact and the undisputed evidence establish that Mr. Hinojosa laid behind the log, maintaining regular payments to Dr. Pampalone while silently terminating the company she had loaned the money to in an effort to wipe away that company’s debts. Appx:2, ¶ 22-39; 2RR:175-6. Mr. Hinojosa continued payments to Dr. Pampalone for the three-year statutory period for winding up, made one final, lump sum payment, and then—with the old company Dr. Pampalone had originally loaned the money to officially off the books—disavowed the debt. Appx:2, ¶26, 33,38; 2RR:239-42; TEX. BUS. ORG. § 11.356. Because these actions were undertaken by Mr. Hinojosa, it would be unjust to hold only Austin Capital Collision, LLC, which assumed the debt, liable. 26 Mr. Hinojosa’s actions and conduct misled Dr. Pampalone as to the status of the first company and her rights as a creditor. 2RR:78-79. And even the trial court explicitly noted in its findings of facts that Barbara Pampalone had no reason to suspect that the old company had been terminated and a new company had been formed. Appx:2, ¶30. Further, it is undisputed that Dr. Pampalone cannot be paid back by the old company, as that company no longer exists. As a matter of law, these undisputed facts warrant piercing the corporate veil in order to prevent injustice on Dr. Pampalone. Mancorp, 802 S.W.2d at 229; SSP Partners, 275 S.W.3d at 454-55. 4. The requirement of fraud is established by the trial court’s findings and the undisputed evidence at trial because the findings and undisputed evidence established as a matter of law (a) a fraudulent transfer under Tex. Bus. & Com. Code § 24.006(a), and (b) that Eric Hinojosa intentionally used the companies to deceive his creditor for his personal benefit. Section 21.223 of the Texas Business Organizations Code requires that before the corporate form can be disregarded in a breach of contract action, a plaintiff must establish the defendant used the corporate form to perpetrate actual fraud for his or her own benefit. TEX. BUS. ORGS. CODE § 21.223(b). A defendant commits actual fraud when the defendant, among other things, either (a) makes a fraudulent transfer under Section 24.006 of the Texas Business and Commerce 27 Code, Harco Energy, Inc. 23 S.W.3d at 393;5 or (b) commits actual fraud as defined by the Supreme Court in Castleberry, Farr, 810 S.W.2d at 297-98. a. Eric Hinojosa effected a fraudulent transfer under Section 24.006 of the Texas Business and Commerce Code Section 24.006(a) provides: A transfer made . . . by a debtor is fraudulent as to a creditor whose claim arose before the transfer was made . . . if the debtor made the transfer . . . without receiving a reasonably equivalent value in exchange for the transfer . . . and the debtor was insolvent at that time or the debtor became insolvent as a result of the transfer . . . . TEX. BUS. & COM. CODE § 24.006(a). Here, the trial court judge found, and the undisputed evidence established, that Eric Hinojosa transferred all of the assets of his old company to the new company without any consideration or asset purchase agreement (and, tellingly, without informing the creditors of his old company). The transfer of assets left the old company insolvent, to the extent it was not already. Indeed, as Mr. Hinojosa himself explained it: Q: You don’t have an asset purchase agreement, do you, between Austin Capital Collision, LLC, and Hinojosa Auto Body & Paint, Inc. Texas or Nevada? A: There were no assets. 5 See also O’Connor’s Texas Causes of Action, Chapter 38-F, Principal-Agent Liability-Piercing the Corporate Veil, § 2 (2015). 28 Q: And there’s—so there’s no asset purchase agreement at all, is there? A: There were no assets, no. 2RR:176. Similarly, the trial court found that Mr. Hinojosa’s new company took control of the assets of his old company—including the bank accounts, name, goodwill, and general business—“although there was no formal purchase or transfer of assets between Austin Capital Collision, LLC, and the HABP Entities.” Appx:2, ¶29. By his own admission, the old company was insolvent at the time Mr. Hinojosa left. 2RR:176. Moreover, the trial court found that he in fact took over not only the bank accounts of the old company, but essentially the goodwill of the old company, as it assumed the same business name (Capital Collision), the same email address, retained some of the same employees, and “operated the same general business.” 2RR:57; Appx:2, ¶57. Accordingly, the trial court’s finding of facts coupled with the undisputed evidence show that Mr. Hinojosa effected a fraudulent transfer of the assets of the old company, as he (a) (according to the trial judge’s findings), took control of those assets to use for the new company, and (b) (by his own admission), apparently left the old company with no assets. And as if this was not enough and although certainly not a necessary fact on this point even Mr. Hinojosa himself stated during his deposition (introduced at trial) that there 29 was only one reason to create the new company: “to close” his “old debt.” 2RR:176. b. Eric Hinojosa used the companies to deceive his creditor for his personal benefit Additionally, the findings of fact and undisputed evidence are sufficient, as a matter of law, to set aside the corporate fiction on the grounds that Mr. Hinojosa committed actual fraud. For purposes of piercing, actual fraud “involves dishonesty of purpose or intent to deceive.”6 Castleberry, 721 S.W.2d at 273. Furthermore, it does not require findings on the traditional common law elements of fraud by misrepresentation or omission. Dick’s Last Resort of West End, Inc. v. Market/Ross, Ltd., 273 S.W.3d 905, 908-10 (Tex. App.—Dallas 2008, pet. denied). Fraudulent intent may be deduced from all of the facts and circumstances. Spring Street Partners-IV, L.P. v. Lam, 730 F.3d 427, 443 (5th Cir. 2013). The findings of fact coupled with the undisputed facts show, as a matter of law, that Eric Hinojosa was dishonest regarding his purpose and personal intentions for the companies’ uses, that he intended to deceive Dr. Pampalone, and 6 While “intent to deceive” is not clearly defined anywhere, in Farr v. Sun World Savings Association, the El Paso Court of Appeals found that the following facts gave rise to “an intent to deceive”: (1) the defendant, a mortgage company, had been transacting with a third party, Fannie Mae, despite not conforming to government regulations for engaging in such transactions; (2) the mortgage company was in bad standing with two other banks in town; (3) the individual defendant operating the mortgage company did not follow Texas laws governing the accounting and holding of funds received from plaintiff; (4) proceeds that the mortgage company received were used to pay other obligations, including some of the individual defendant’s personal obligations, as opposed to plaintiff; and (5) the individual defendant was “running behind,” so it knew when it took plaintiff’s money that it would not be repaying plaintiff. 810 S.W.2d 294, 297 (Tex. App.—El Paso 1991, no writ). 30 that he did so for his personal gain. Mr. Hinojosa himself admitted that he exercised complete control over both companies, and that the old company did not have the money to repay Dr. Pampalone. 2RR:173-74, 176. But money was owed to Dr. Pampalone, so Eric Hinojosa personally made deposits into a bank account held in the old company’s name, and from that account made monthly payments to Dr. Pampalone for up to three years following the dissolution of the old company. Appx:2, ¶26, 33,38; 2RR:239-42. Three years, of course, is the length of time that a domestic filing entity survives for the limited purposes of suing and being sued following termination. TEX. BUS. ORG. § 11.356. By continuing payments on the loan from a bank account that belonged to a defunct entity for three years following that entity’s termination, Mr. Hinojosa was clearly hoping to nullify the debt. Tellingly, however, Mr. Hinojosa never gave notice to Dr. Pampalone that he was winding down his old company. TEX. BUS. ORG. § 11.052 (requiring written notice of winding up by the corporate general partners). Furthermore, he continued to receive her loan statements at the same email address he had always used, even once responding to one of her inquiries from that same email address. 2RR:125-27, 223-25. Accordingly, as the trial court found, Dr. Pampalone had no reason to suspect anything was awry. Appx:2, ¶30. In the meantime, Hinojosa’s new company took control of the old company’s accounts, business operations, goodwill, and employees, and continued to operate without a hitch. Appx:2, ¶29. 31 Exactly three years after he “terminated” the old company, exactly when the statutory wind-down and look-back period was up, Eric Hinojosa ceased all payments to Ms. Pampalone. See, e.g., Farr v. Sun World, 810 S.W.2d 294, 297 (Tex. App.—El Paso 1991, no writ) (finding that where an individual defendant knew or should have known ahead of time that he would not be paying a plaintiff because the company was behind on its payments, this supported finding that the defendant had an “intent to deceive” the plaintiff when it took plaintiff’s money). As 99% shareholder, Eric Hinojosa personally profited from his scheme, as he essentially, and intentionally, effected his own bankruptcy completely outside of the court system, and in the process scraped off at least one major creditor (if not more), Barbara Pampalone. C. The proper remedy is to reform and render the judgment. Because the issue before the court is a question of law, rather than a question of fact, this Court should reform and render the judgment to pierce the corporate veil and hold Eric Hinojosa liable, rather than remand the question to the trial court. Generally, on finding that the trial court’s judgment should be reversed, the court of appeals must render the judgment the lower court should have rendered, except where remanding to the lower court for further proceedings is necessary. Tex. R. App. P. 43.3; see also 6 McDonald & Carlson Tex. Civ. Prac. App. Prac. § 33:10 (2d ed.). Here, there is nothing that must by necessity be determined by the 32 trial court, as it has made the factual findings sufficient for this Court to render a judgment against Eric Hinojosa individually. CONCLUSION For the above reasons, applying the alter ego doctrine, this Court should as a matter of law pierce the corporate veil and hold Eric Hinojosa personally liable for the debt owed on the loan made by Ms. Pampalone to Capital Collision. The factual findings and undisputed facts show that Hinojosa controlled both companies, that the separation between the companies and Hinojosa had long- ceased to exist, that it would be unjust to hold only Austin Capital Collision liable for the debt owed to Ms. Pampalone, that Eric Hinojosa never intended to pay Ms. Pampalone the full amount of loan at the time he formed Austin Capital Collision, and that Eric Hinojosa effected a fraudulent transfer of assets, leaving the old company unable to pay off its obligations. PRAYER For the foregoing reasons, Cross-Appellant Barbara Pampalone respectfully requests that this Court reform and render judgment against Cross-Appellee Eric Hinojosa individually. Cross-Appellant Barbara Pampalone further requests this Court grant it such other and further relief to which it may be entitled in law or in equity. 33 Respectfully submitted, MCGINNIS, LOCHRIDGE & KILGORE, L.L.P. Nelia J. Robbi State Bar No. 24052296 Joe Lea State Bar No. 24013257 Stephanie N. Duff-O’Bryan State Bar No. 24087448 600 Congress Avenue, Suite 2100 Austin, Texas 78701 (512) 495-6000 (512) 495-6093 FAX nrobbi@mcginnislaw.com /s/ Nelia J. Robbi Nelia J. Robbi State Bar No. 24052296 ATTORNEYS FOR BARBARA PAMPALONE 34 CERTIFICATE OF SERVICE I hereby certify that on the 25th day of November, 2015, I electronically filed the foregoing Amended Brief of Cross-Appellant Barbara Pampalone, with the Clerk of the Court using the CM/ECF system which will send notification of such filing to the following: Michael Truesdale mike@truesdalelaw.com 801 West Avenue, Suite 201 Austin, Texas 78701 (512) 482-8671 (866)-847-8719 FAX Adam Pugh apugh@slaterpugh.com 8400 N. Mopac Expressway, Suite 100 Austin, Texas 78759 (512) 472-2431 (512) 472-0432 FAX Attorneys for Eric Hinojosa /s/ Nelia J. Robbi Nelia J. Robbi Joe Lea Stephanie N. Duff-O’Bryan Attorneys for Barbara Pampalone 35 CERTIFICATE OF COMPLIANCE I certify that the foregoing Amended Cross-Appellant’s Brief was prepared with Microsoft Word 2007, and that, according to that program’s word-count function, the sections covered by TEX. R. APP. P. 9.4(i)(1) contains 7,417 words. I further certify that this brief complies with the typeface requirements of TEX. R. APP. P. 9.4(e). /s/ Nelia J. Robbi Nelia J. Robbi Joe Lea Stephanie N. Duff O-Bryan Attorneys for Barbara Pampalone Date: November 25, 2015 36 APPENDIX 1. Final Judgment 2. Findings of Fact and Conclusions of Law 3. TEX. BUS ORG. CODE § 11.052 4. TEX. BUS. ORG. CODE § 11.356 5. TEX. BUS. ORG. CODE § 21.223 6. TEX. BUS. & COMM. CODE § 24.006 7. TEX. R. APP. P. 43.3 8. Plaintiff’s Exhibit 3 (summary of payments) 9. Excerpts of Plaintiff’s Exhibit 3A (transfers) 10. Excerpts of Plaintiff’s Exhibit 3A (end of payments) 11. Stipulation of the Parties 37 APPENDIX 1 DC BK15175 PG1024 Filed in The District Court of Travis County, Texas JUN 1 8 2015 Cf). At 02/ 4-lJJ. ~M. Velva L. Prlco, District C~rk NO. D-I-GN-14-003207 BARBARA PAMP ALONI;, § IN THE DISTRICT COURT § Plaintiff, § § V. § TRA VIS COUNTY, TEXAS § ERIC IIINOJOSA AND AUSTIN § CAPITAL COLLISION, LLC, § § Defendants. § 419TII JUDICIAL DISTRICT FINAL JUDGMENT On June 8,2015, this case was called for trial. Plaintiff Barbara Pampalone appeared in person and announced ready for trial. Defendant Eric Hinojosa appeared in person and announced ready for trial. Defendant Austin Capital Collision, LLC, appeared through its representative, Eric Hinojosa, and announced ready for trial. All matters in controversy, legal and factual, were submitted to the Court for its determination. The Court heard the evidence and arguments of counsel and announced its decision for Plaintiff Barbara Pampalone. The Court orally RENDERED judgment for Plaintiff Barbara Pampalone and against Defendant Austin Capital Collision, LLC, on June 8, 2015, and this written judgment memorializes that rendition. IT IS THEREFORE ORDERED that Plaintiff recover the following from Defendant Austin Capital Collision, LLC: 1. Actual damages in the amount of$56,758.68; 2. Plus reasonable and necessary attorneys' fees in the amount of$43,241.32; plus 3. Post-judgment interest at the rate of 5.0%, compounded annually from the date this judgment is entered until all amounts are paid in full. 1111111111\\ 11\\\ 111\\ 11\1\ 11\11 11111 11\\111111 \\1\ 111\ 004080302 50 DC BK15175 PG1025 It is further ORDERED that Defendants take nothing. It is further ORDERED that if Defendant Austin Capital Collision, LLC, unsuccessfully appeals this judgment to an intermediate court of appeals, Plaintiff Barbara Pampalone will additionally recover from Defendant Austin Capital Collision, LLC, the amount of $20,000.00, representing the anticipated reasonable and necessary fees and expenses that would be incurred by Plaintiff in defending the appeal. It is further ORDERED that if Defendant Austin Capital Collision, LLC, unsuccessfully appeals this judgment to the Texas Supreme Court, Plaintiff Barbara Pampalone will additionally recover from Defendant Austin Capital Collision, LLC, the amount of $20,000.00, representing the anticipated reasonable and necessary fees and expenses that would be incurred by Plaintiff in defending the appeal. It is further ORDERED that Plaintiff may have all writs, orders and executions necessary for collection of this judgment, which may issue immediately. It is further ORDERED that except as specifically provided herein, all relief not expressly granted is hereby DENIED. This judgment finally disposes of all parties and all claims and is appealable. SIGNED this \ of Decisions (5) V. T. C. A., Business Organizations Code § 11.052, TX BUS ORO § 11.052 Current through the end of the 2015 Regular Session of the 84th Legislature t, 2015 Thomson Reuters. No claim to original ( .S. Govcrnmcru \\ orb 4 § 11.356. Limited Survival After Termination, TX BUS OFW § 11.356 Vernon's Texas Statutes and Codes Annotated Business Organizations Code (Refs & Annos) Title 1. General Provisions (Refs & Annos) Chapter 11. Winding up and Termination of Domestic Subchapter H. Claims Resolution on Termination V.T.C.A., Business Organizations Code § 11.356 § 11.356. Limited Survival After Termination Effective: January 1, 2006 Currentness (a) Notwithstanding the termination of a domestic filing entity under this chapter, the terminated filing entity continues in existence until the third anniversary of the effective date of the entity's termination only for purposes of: (1) prosecuting or defending in the terminated filing entity's name an action or proceeding brought by or against the terminated entity; (2) permitting the survival of an existing claim by or against the terminated filing entity; (3) holding title to and liquidating property that remained with the terminated filing entity at the time of termination or property that is collected by the terminated filing entity after termination; (4) applying or distributing property, or its proceeds, as provided by Section 11.05.3; and (5) settling affairs not completed before termination. (b) A terminated filing entity may not continue its existence for the purpose of continuing the business or affairs for which the terminated filing entity was formed unless the terminated filing entity is reinstated under Subchapter E. 1 (c) If an action on an existing claim by or against a terminated filing entity has been brought before the expiration of the three- year period after the date of the entity's termination and the claim was not extinguished under Section 11.359, the terminated filing entity continues to survive for purposes of: (1) the action until all judgments, orders, and decrees have been fully executed; and (2) the application or distribution of any property of the terminated filing entity as provided by Section 11.053 until the property has been applied or distributed. § 11.35(:;' Limited Survival After Termination, TX BUS ORG § 11.356 Credits ,\c(s 2003, 781h Leg" ch. 182, S I, eff Jan. 1.2006. Footnotes V. lr, ..'\.. Business Ori!ani/alions Code ~ II.lOl ct seq. V. T. C. A., Business Organizations Code § 11.356, TX BUS ORO § 11.356 Current through the end of the 20 IS Regular Session of the 84th Legislature (30vern!Ylent \lVork~:;, 5 § 21,22::1. Limitation of for TX BUS ORG § 21,223 'Vernon's Texas Statutes and Codes Annotated Business Organizations Code (Refs & Annos) Title 2, Corporations (Refs & Annes) Chapter 21. For-Profit Corporations (Refs & Annos) Sllbcbapter K Shareholder Rights and Restrictions V.T.C.A., Business Organizations Code § 21.223 § 21.223. Limitation of Liability for Obligations Effective: September 1, 2007 Currentness (a) A holder of shares, an owner of any beneficial interest in shares, or a subscriber for shares whose subscription has been accepted, or any affiliate of such a holder, owner, or subscriber or of the corporation, may not be held liable to the corporation or its obligees with respect to: (1) the shares, other than the obligation to pay to the corporation the full amount of consideration, fixed in compliance with Sections 21,157-21,162, for which the shares were or are to be issued; (2) any contractual obligation of the corporation or any matter relating to or arising from the obligation on the basis that the holder, beneficial owner, subscriber, or affiliate is or was the alter ego of the corporation or on the basis of actual or constructive fraud, a sham to perpetrate a fraud, or other similar theory; or (3) any obligation of the corporation on the basis of the failure ofthe corporation to observe any corporate formality, including the failure to: (A) comply with this code or the certificate of formation or bylaws of the corporation; or (B) observe any requirement prescribed by this code or the certificate of formation or bylaws of the corporation for acts to be taken by the corporation or its directors or shareholders. (b) Subsection (a)(2) does not prevent or limit the liability of a holder, beneficial owner, subscriber, or affiliate if the obligee demonstrates that the holder, beneficial owner, subscriber, or affiliate caused the corporation to be used for the purpose of perpetrating and did perpetrate an actual fraud on the obligee primarily for the direct personal benefit of the holder, beneficial owner, subscriber, or affiliate. Credits Acts 2003, 78th Leg" ch. 182, § L eff Jan, 1,2006. Amended by Acts 2007, 80th Leg" ch. 688, § 74, eff. Sept 1,2007, ,'\Oles of Decisions (2 J 3) § 21.223. Limitation of Liability for Obligations, TX BUS ORG § 21.223 V. T. C. A., Business Organizations Code § 21.223, TX BUS ORG § 21.223 Current through the end of the 2015 Regular Session of the 84th Legislature 6 § 24.006, Transfers Fraudulent as to Present Creditors, TX BUS s COM § 24,006 KeyCite Yellow Flag - Negative Treatment Unconstitutional or Preempted Negative Treatment Vacated by Gullcv v. Sunbclt Sav., F.S.IL 5th Cir.f'Tex.), June 01, 1990 Vernon's Texas Statutes and Codes Annotated Business and Commerce Code (Refs &: Annes) Title 3, Insolvency, Fraudulent Transfers, and Fraud Chapter 24. Uniform Fraudulent Transfer Act (Refs & Annos) V.T.C.A., Bus. & C. § 24.006 Formerly cited as V.T.C.A., Bus. & C. Code § 24.03 § 24.006. Transfers Fraudulent as to Present Creditors Currentness (a) A transfer made or obligation incurred by a debtor is fraudulent as to a creditor whose claim arose before the transfer was made or the obligation was incurred if the debtor made the transfer or incurred the obligation without receiving a reasonably equivalent value in exchange for the transfer or obligation and the debtor was insolvent at that time or the debtor became insolvent as a result of the transfer or obligation. (b) A transfer made by a debtor is fraudulent as to a creditor whose claim arose before the transfer was made if the transfer was made to an insider for an antecedent debt, the debtor was insolvent at that time, and the insider had reasonable cause to believe that the debtor was insolvent. Credits Amended by Acts 1987, 70th Leg., ch. 1004, § I, eff Sept. 1, 1987. Notes of Decisions (253) V. T. C. A., Bus. & C. § 24.006, TX BUS & COM § 24.006 Current through the end ofthe 2015 Regular Session of the 84th Legislature End of Document 7 43.3. Rendition TX R !\PP Ru!e 43.3 Vernon's Texas Rules Annotated Texas Rules of Appellate Procedure Section Two ..Appeals from Trial Court Judgments and Orders (Ret's & Annos) Rule 43. Judgment oftho Court of Appeals (Refs &. Annos) TX Rules App.Proc., Rule 43.3 43.~i. Rendition Appropriate Unless Remand Necessary Current ness When reversing a trial court's judgment, the cOUlimust render the judgment that the trial court should have rendered, except when: (a) a remand is necessary for further proceedings; or (b) the interests of justice require a remand for another trial. Credits Eff. Sept. 1, 1997. Notes of Decisions (52) Rules App. Proc., Rule 43.3, TX R APP Rule 43.3 Rules of Civil Procedure, Rules of Evidence, and Rules of Appellate Procedure are current with amendments received through September 1, 2015. Bar Rules, Rules of Disciplinary Procedure, Code of Judicial Conduct, and Rules of Judicial Administration are current with amendments received through September 1, 2015. Other state court rules and selected county rules are current with rules verified through June I, 2015. 8 CAUSE NO. D-I-GN-14-003207 BARBARA PAMP ALONE, § IN THE DISTRICT COURT § Plaintiff, § § v. § TRAVIS COUNTY, TEXAS § ERIC HINOJOSA AND AUSTIN § CAPITAL COLLISION, LLC, § § Defendants. § 419TH JUDICIAL DISTRICT Summary of Payments Made by Defendants to Plaintiff No. Date Amount Bank Account 1. 05/20/2005 $675.09 2. 06/20/2005 $675.09 3. 07/20/2005 $675.09 Bank of America Business Advantage 4. 08/1912005 $675.09 Checking Account No. XXXX XXXX 5. 09/2012005 $675.09 9118 6. 10/20/2005 $675.09 7. 11118/2005 $675.09 Capital Collision 8. 12/20/2005 $675.09 Eric A. Hinojosa 9. 01120/2006 $675.09 10. 02/17/2006 $675.09 11. 0312012006 $675.09 12. 04/2012006 $675.09 13. 05/1912006 $675.09 14. 06120/2006 $675.09 15. 07/20/2006 $675.09 16. 08/18/2006 $675.09 17. 09/2012006 $675.09 18. o 10/20/2006 $675.09 19. 11120/2006 $675.09 20. 12120/2006 $675.09 21. 01119/2007 $675.09 22. 02/2012007 $675.09 23 .: 03/20/2007 $675.09 24. 0412012007 $675.09 25. 05/18/2007 $675.09 26. 0612012007 $675.09 27. 0712012007 $675.09 28. 08/06/2007 $505.07 08/20/2007 $170.02 r- No. Date Amount Bank Account \ 29. 09/2012007 $675.09 30. 10/1912007 $675.09 31. 11/20/2007 $675.09 32. 1212012007 $675.09 33. 01118/2008 $675.09 34. 02/20/2008 $675.09 35. 03/20/2008 $675.09 36. 04/18/2008 $675.09 37. 05120/2008 $675.09 38. 06/20/2008 $675.09 39. 07/18/2008 $675.09 40. 08/20/2008 $675.09 41. 09119/2008 $675.09 42. 10/20/2008 $675.09 43. 11120/2008 $675.09 44. 12/19/2008 $675.09 45. 01/20/2009 $675.09 46. 02/20/2009 $675.09 47. 03/20/2009 $675.09 48. 04/20/2009 $675.09 49. 05/20/2009 $675.09 50. 06/19/2009 $675.09 51. 07/20/2009 $675.09 52. 08/20/2009 $675.09 53. 09118/2009 $675.09 54. 10120/2009 $675.09 55. 11120/2009 $675.09 56. 12/20/2009 $675.09 57. 01120/2010 $675.09 58. 02119/2010 $67S.09 59. 03119/2010 $675.09 60. 04/20/2010 $675.09 Bank of America Business Advantage 61. OS/20/2010 $675.09 Checking Account No. XXXX XXXX 62. 06118/2010 $675.09 4193 63. 0712012010 $675.09 64. 08120/2010 $675.09 Capital Collision GP 65. 09120/2010 $67S.09 Eric A. Hinojosa 66. 1012012010 $67S.09 67. 11119/2010 $675.09 68. 12/20/2010 $675.09 69. 01120/2011 $675.09 70. 02/18/2011 $675.09 03/--/2011 -- 04/--/2011 -- Page 2 of3 r No. Date 051--/2011 Amount -- Bank Account 71. 06/1012011 $675.00 72. 06/20/2011 $675.00 73. 07/20/2011 $675.00 74. 08/19/2011 $675.00 75. 09120/2011 $675.00 76. 10/20/2011 $675.00 77. 11/18/2011 $675.00 78. 12/2012011 $675.00 79. 01120/2012 $675.00 80. 02/17/2012 $675.00 81. 03/2012012 $675.00 82. 04/20/2012 $675.00 83. 05/1812012 $675.00 84. 0612012012 $675.00 85. 07/2012012 $675.00 86. 08/20/2012 $675.00 87. 09/20/2012 $675.00 88. 10/19/2012 $675.00 89. 1112012012 $675.00 90. 12/2012012 $675.00 91. 01118/2013 $675.00 92. 02120/2013 $675.00 93. 03120/2013 $675.00 94. 04/19/2013 $675.00 051--/2013 06/--/2013 07/--/2013 08/--/2013 09/--/2013 95. 10/25/2013 $6,000.00 r: Page 3 of3 9 H :'.~. Il>nk of Amer ica , !'I.A. "'.)~t-, Page I or 4 1'.0. no, 2~IIU Statement Period "IoIIIP3. f t, n(,2~·5IllS O~.'Oi:HJ Ill: ougll U:' ~:j I\. "0 l' I'll 0); 48 OI4UC)') Enctosu res 0 Account ~umbcl It :0,11 I.,!i,: ,,. III••,1,111" ,1.11:uI. IIt .1,I.: \'\11 1••1.' I: 01059 001 SCM999 I ~ 4 0 CAPITAl, COJ,!.ISION ERIC A HINOJOSA 4)04 BURCH DR DEL VALLE T'l:.7:..'i~:O~9J.:IOnline Banking transfer from Chk 4193 957202167505928 Confirmationa 0136551719 02119 300.00 Overdraft Protection From 68711022401299 080602190005922 02122 100.00 Overdraft Protection From 68711022401299 0806022200 I1991 02125 200.00 Bank Card Dcs:Merch Sell 10:430134840051477 902556010903684 IndniCaph al Collision Co 1D:1210001923 Ccd H Page 3 0(4 SI~I"mCnl Period CAPITAl. COLLISION 02101110 rhrouch 0212&1)0 EIlIC " HINOJOSA HI I' PE ()~ 48 CndCl$UrCS 0 _ ACCOUIII Number Withdrawals lind Dcblts OlItCI' Debits Date Uank Posted Amount (S) J)cscripi ion Reference 02101 436.45 Mitchell International Bill Pavmcnt 943202010008790 02/01 71.15 l3ankCard DcstMer ch Fccs ID:1I3013'184()OSln7 902532006926873 Indn:Capital Collision Co 1D:321U001923 Ccd 02101 6.47 Milchel! International Bill Payment ~43202010003800 02/02 39.95 Discover Network DcstScu lcmcnt 1D:601101323c;56387 902532010206729 Indn:Eric A. Hinojosa, Dba Co 10:1510020270 C~U 02/04 l,!lOO.UO Online Banking transfer to Chk 419. 957102:)47530162 Confirmntionfi 3932735010 02/04 700.00 H orne Depot Dcs:Onlinc Pint 1D:56002S980320388 902534010998444 Indn:Capitul Collision Gr Co ID:Citiccsweb Web 02/05 500.00 Ge Money Des.Payment 1O:504662UI4 152661 902535005381136 Indn:Hinojosa,Eric Co 10:1061537262 Web 02/05 200.00 Mbna Credit Cards Rill Payment 943202050008802 02/03 516.35 Exxonmobil Comm Dcs:Onlinc Pmt 10:560030703322458 902536010818361 l.ndn:Capilnl Collision Co ID:Cilioilweb Web 02109 1,600.00 Online Banking transfer to Ch k 4193 957202097591378 Confirmn tionll 03757641;44 02116 3,211.69 Online Banking transfer 10 Chic 4193 957302167513449 Confirmation# 6228127454 02116 1,146.06 2 Pawnee Lensing Des.Lease Pmt 1D:320955 902547007520285 Indn:Capitul Collision G.P. Co ID:3840884553 Ppd r IV> J 02122 '16 10.00 Dell Commercial Credit Bill Pavment 943202160008797 943202190008795 080602190005923 080602220011992 Card Account 02{01 02101 /I t.Ji 8.04 905701291164022 905701290007749 02104 79.80 905702020337081 02104 43.24 905702020739800 02122 121.22 905702200677744 Subto tut 278.21 Dully Ledger Batanc es Dale Balance (5) Date Balance ($) Dalc Balance ($) 02101 3,163.22 02108 3,862.07 02/19 43.94 02/02 3,123.27 02109 3,890.53 02/22 12.72 02/04 3,322.42 02111 4,211.69 02/25 212.72 02105 4,378.42 02/16 429.03 • "., .. ... 83nk of Amer ica, N .11. P.O. DOl1:926905116 20156" 261.63 02124 813009592563760 20131" 95JiO 02/05 III 3009R92 124599 20157 178.14 02/23 813009292733366 20139" 671.25 02/0S 813003892194461 20159· 6.109.14 02122 813008992027080 20140 116.65 02102 313005992002173 20161° 2.198.63 02122 313006092750085 20141 747.:;1 02104 813009592350002 20\62 406.48 02125 813004092553813 20143° 600.('.0 02l0ll 813008792668691 20163 1.829.41 02122 813002992359349 20144 3.272.55 02/0S &13007692811653 20164 360.80 02122 813204730398781 20145 172.00 02/08 813008792910492 20170" 192.57 02f26 813009992586446 20147° 64.88 ()2112 813009992791685 Of h er Debits Dale Bank Posted Amount (S) DcscriQI ion Reference 02104 303.00 Oal;! Check DesRcdcpchcek ID:020085 902535001904590 IndnCapiral Collision Gp Co 10:1261961596 Rck 02104 32.48 Data Check Des:NSF Fee 10:020085 902535001904592 Indn:Capital Collision Gp Co 10:1261961596 Ppd 02109 400.00 Online Bunking ~~~mcnl to l.oc 1299 957302095105249 Q"f!6 ti7~ 02 8~1~;mJ:!~ok,,;fn,,29 H " " CAPITAl. COI.L1SION ERIC A HINOJOSA Page 30f4 Statement Period tl3/01110 Ihrough EO I' PE OF. 48 03131110 Ilnc10surcs () Account Number Withdrawals and Debits - Co n t lu ucd Ot h er Debits Date Bank Posted Amount (S) Description Reference Suhtolul 590.85 Daily Ledger Balances Dale Balance ($) Date Baln nce ($) D:J.tc Balance ($) 03/01 144.87 03/01l 1.819.39 03/29 741.00 03/02 54.97 03117 4,025.70 03/31 0.00 03/04 1,919.39 03/18 0.00 r . H B.nk of Amodeo, N.A. rage I of4 1'.0. Box 25118 Statement Period 1·"mI'3. FL 33622·5 lIS OllOl/11l through 03131/10 ue P PB Oil 44 03.18980 Account Numb., _ 11'1\11"1.. 11",, ,111... 1.,II! ,.I,lIull .. ll. I. 1,.1.1.. 1.. 1.' o l05~ 001 SG!~39 ri 0 CAPITAL COLLISION GP ERIC A HINOJOSA 4304 BURCH DR DEL VALLE TX 78617-3273 Our (ree: Online Bank ing service aUnw$ yun (0 check bulances, tr3ck account ;lcliv1ly. P3Y bills and mor e. With O"lIne Banking you CUD ~h(\ vi~,y up 10 18 months or Ihis SlQI~mcnl .. nl\n~. Enroll at www.b;.nl:of3mCTica.co.nlsmallbusiM.~. '" '\ Business Advantage Checking CAPITAl. COLLISION Gl' ERIC A HINOJOSA al a Glance Account Number Statement Beginning Balance 57,009.76 Statement Period 03/011 Amount of Deposits/Credits 516.351.41 Number of Deposits/Credits Amount of Wilhdrawals/Debits 521;525.79 Number of Withdrawals/Debits Statement Ending Balance SI,841.38 Number of Deposited Items Average: Ledger Balance 53.195.62 Number of Days in Cycle 31 Service Charge 529.95 Help avoid Overdraft & NSF: Rcwmcd Item fees. Use Alerts to get messages by email or text to inform you when your balance is low. Usc Overdraft Protection to transfer available funds from linked savings. credit card. or credit line to your checking account to help cover items that would overdraw your account. Call us for details. H 1"1:" 2 of .. Sli1h:menl Petiod CAPITAL COLLISIOr. or 0"01110 IhrouSh O~lJlIIO !;RIC A IIINOJOSA 1:0 I' PO OU "-1 Account Number _ Account Account Q\'al:fy:ns Type of Namt: I urn rer Bu lancc S 13"I;'ncc Date Business Advantngc hccking 3.532.49 Average 03-30 l'otnl Qunllfying Blljanc~ :S3,SB2.t.lS 6as~d on your combined batsnee o~ $3,582,119, :!Ilur Business Advllnt;:::ga acecum has been chDrgcd n monthly matntcnance 'e~, You cl:n avoid (his ra:: in tho rutura by maintaining S35.001) in combinctl balances. ----- Deposit:i ,:nit Credits ate 13alltlHc> 0 Account :'\umbcl _ (I: I:\)ulllll"12: III: :IIIIIIII,ltlh.: t"UII,I. ,I,! I!I" t,1 0309~ O~l SCMQ99 1 2 1 U CP.?ITI\T.COLLISION ERIC 1\ m:;OJOSA 4304 BURC:J DR DRL VALLP. TX 78617-3273 VIII free Online H.nking service allows you In (heel ha l au eus, tr ack account act rvity, I'''Y bills "lit! 1II(I'e. Wlill On lin e Bunl"n!: )'ou CDn III~o vlcw U!' til 13 mont:.. of tl,b st at e m e at I>nllll~. l-:ulo11 Oll www.1.3nkof3merica.com/~manbu$jncs.s. ,.' ;;;,1;; i(n~lj~j;::;~~:l~~;'~iQi:~~~~;~~;~~ :.~~ :·t··~i~·~:{·.r~·yt: :-,;;;, ',:·'.,'. ;,;"i;/,', t::;, , ..~:-f~(ad~fit~Qi\atj~f9rlH!itioii'iO~?:~_?i·¥.i.¢:cn15"!i$~~Y:'·~·~11~ .. Y6ij.i)~'ixY·:.\;i"r·itii.·tO::i:· ':: 'i,!..'~ !.. ~~',,: P. ~;: '~+.: : ',.:;. r .... :':': ~ .. r .. t·~g;:a.bS1RE'S31'R888i"S7··%:m"I.";.., ..,.".,\ :.i:;'i;t:,i8X;;;iil;¥:' !.11ji;~"~;1f~~R;ii:~·~i;~!~,t' ..'~N;,~;: .•.•~:f;.r{;~~~~~~IIf~~M;~: ;:·.: .,,; ,, "fEt"''''':-n "k -A ':N ..•·· '''' .. :~;~.::::~:t.;.?;:)~f:f~'?H:!:;j+;;.~::·L~i~X~2%~r.}'~}:;;i:f('?i~~~p'?·~,%:~~~~~~·.:::~\g~·.V.E:HOi':~:!::;·;~ Business Advantage Checking CAPITAL COLLISION ERIC A HINOJOSA You, Account ot 1: Glan ce Account Number Statement Beginning Balance $0.00 Statement Period 04101/10 through 04/30110 Amount of Deposits/Credits $:;,686.37 Number of Deposits/Credits 3 Amount of WilhdrawalslDebits S8,716.32 Number of Withdrawals/Debits 6 Statement Ending Balance S29.95- Number of Deposited Items 0 Average Ledger Bulance S9.74- Number or Days in Cycle 30 Service Charge $29.95 Your account has overdraft protection provided by Line of Credit number 6~;71 10224012')9. '" \, ~ H ~, I'a!;c 2 of 4 Statement Per iod CAPITAL COLLISION 0410t1tO Ihrou~h 04/30.'10 ERIC A HINOJOSA EO P PI; 01: 48 I!nclosures 0 Account Number Your Bus ln cs s Advantngc Pricing Rclulionsllip Account Account Qualifying Type: of Name Number Balance . Balance Date Business Advantage Checking -9.74 Average 04-29 Tut o l Qualifying Balance - S9.74 Based on your combined balance of S9.74-, your Business Advantage account has been charged a monthly maintenance tee. Vou can avoid this fee in the future by maintaining $35.000 In combined balances. Deposits lind Credits ale an' Posted Amount (S) De~cript ion Reference 04/01 70.05 Online Banking transfer from Chk 4193 957104017596899 Con flrmai ions 3813438100 04113 82.31 Online Banking transfer from Chk 4193 957304137545894 Confirmat ionn 6217702175 04119 ll,534.01 Online Ranking transfer from Chk 4193 957204197556974 Contirmat ions 156S911673 ,,. , :( .te Withdrawllls and Debits Ot h e r I>cbits B.wk Posted Amount ($) Description Reference 04/01 70.05 BankCard Dcs:Merch Fees 10:4301348400$1477 902591009342190 In dn.Capita l Collision Co 10:3210001923 Ccd 04/13 35.00 Over druft Item Fee For Activity or 04-12 934804120008265 Electronic Transaction 04119 35.00 Extended Overdrawn Balance Charge 971404190000102 04/19 8,464.01 IRS Des:U sataxpymt 10:270050900391617 902509010633189 ln dn iCapita l Collision Gp Co 10:3387702000 Ccd 04/30 29.95 Monlhly Ml1il1t~noncc Fee Curd Account #: 04112 11",,)1 Check Card 0410 Waterfront Restaurant 905704101027032 Su btot al 82.31 To t a l Ovcrdrnft Fees nnd NSF: Returned Item Fees 101;1\ lor T olar , This Period Year-to-Date ! Total Overdraft Fees S70.00 S70.00 T()tal NSF: Returned Item Fees SO.OO SO.OO \: '" . ..:... . ~-. ',. ~. .-~ .-, ~ _ - . I • H '~t?'l" ,: ' Page 3 uf 4 . Statement Period CAl'lTAI.. COI.J.JSION ().l/OIlIO through 04/30110 ERIC A HINOI0SA EO P PE O£ 48 0128303 enclosures 0 Account Number Daily Ledger Balances Dale Balance ($) Dnte Balance (S) . 04/12 82.31- 04/19 0.00 i 04/13 35.00 - 04/30 29.95 - I ':~~k i : " !,, I ; : ! . \ I I I I !~ (. I r:,,··:· :::.v. ;:~!.:;.',;....: '?i(> -.of Irt.~ H ~ Bonle or "!naic a, N .A. Pase I of 4 1'.0. Bnx 25118 Statement Pcriod TDm!," , FL )3('22·~1I1l iJ~·C"'(J IhIO~t:h ~'I..lO·HI EO I' I'B 06 44 0340S1~ Account Numb er _ II" ,iI••1"II ..... lll:a!., 11'11I,ll:" 1.,11,1.1,,1tllll"l:! n)n!?9 ot'! S~~9? ! :2 ., (\ CAP:r.TJl..L CQI.,LISTON GP ERIC A HINOJOSA 4304 BURCH DR DEL VALLE TX 78617-3273 OUf free Online B:lnkiult s cr v ice a lfows you lO check batanccs, 1([tck account c:.clivily. pay bins and more, Wltlt Online nDnhlnll yDIO e e n .111 .1 ww\Y.b.n!(or.m''fic~.coml.m"lIbu.incu. r ~~II'l"'lllltl'lllrlll\lIIJltti!:!!t~,~ ::ttf;:f;~~}1.~f;~!~fhl{~!~~W~~:;~~ti~&f~:l:~~Y\~m~j:~i.~L;:f1::::;~t,!,:;:r.~~~~!f;:~?¥.g~l#F~~~).~::\:~k~:k~ Buslneas Advantage Checldng CAPITAL COLJ.lSJON OP ERIC A HINOJOSA at a GInn ce Account Number Statement Beginning Balance Sl,841.3~ Statement Period 04101110 through 04/30/10 Amount of Deposits/Credits $15,241.47 Number of Dcposlrs/Crcdits 5 Amount of Withdrawals/Debits S]7,458.75 Number of WithdrawalslDcbits 18 Statement ~nding. Balance S375.9(). Number of Deposited hems 4 Average Ledger Balance S2,736.'J3 Number of Days in Cycle 30 Service Charge S29.95 !-I3Ip avoid Overdraft 8: NSF: Returned Item tees, Use Alens to gel messages by cmnil or text to Inform you when your balanco is 1011/.U'.le Overdraft Protection to transter available funds from lint(ed stlvings, credit card. or credit line to your chcclling account to help cover Ite:ns that would overdraw your account. Cnl! us lor details. I :'" t" r H Page 2 of 4 SIDlemcnl Period CAP 1'1 hi. COLLISION UP 04/01/10 IhrouL:h ()4130/IO F.HIC A IlINOJOSl\ EO P I'[J 011 44 Account Number Pl-jClr-V Account Name Dale Business Advantap.c Checking 04·29 Besed on your combined balance of $2,809.84. your Businoss AdvDnt1l9~ account has been :1111rged II mOOlt:,ly Maintenance fee. YOLI can 04/19 813009992337563 20lSI SOO.OO 04116 813204730341334 Other Debits Date Bank POSh-:11'.r el"Gl'rule Thl$ a.lance $hCuld mAIClI your flCW AccOtJnl RcgiMct a.'lMC~ wItMt~'K.Ils •. 1(O'n Su~tolol .•.. • S ======= Upo.'1 rec:otp of your 5lat~mcnt. (f:Uctent.,., ... any. shout:J be repOftl'd 10 100 h.,/\4 Pfomj;l~ly 'n v:tth:1g:u--d In aC:Ccu1:1uct: ....'Ittl provI5!o'~S in your (1O~1t o;)fA:call u~ .0. I~f! 'f:f~hcnc numller listed M Ihe fron1 of Ihi~ !ol\\ICr:lr."· Itl It:U uS about I'll thongs of ndd/es,!" UCpo,J1 Agreement. \\"'CO yctJ ope!1td )'Qu" 3cccur.t. you tE:oi ..... et! " Cepc»ll tlgrcernem an:: fCQ>SdlOO'ukJ ord cg."ced Ihoa: ~'Cur lICCC\.-rn\'.'Cult! be g:wrrnP'd by the It!fm~ cI ~e 1.1.:CUtn4'tlt~. :t~ v..e may nnu:Jld L~ rr:.>mti'llC 1(1 111i,e'.lh~l· dccurnC1\l'5 are P"" cf Ute ccnlrl)C~ ror )'Ollt deposit ,;,ccc,nrnl a"td 9O'ICfn ~II :r;)ns~ttiOtl$ rel~ing 10 your :!rc:::(X,J~~irc.!udIf\9 :\11 ~(Y.;,!S :::nd \.wildrilWi:lIS. COpie.s:~ b-01hthe (JcPOStl ~!JtCItmtr.t .nr.d fee SChci;fut8. \\lli(h c~Din the CU1ftml velsicn of tho let.ft!a, :tn!t; Cont:tllo~ a: )"tXJf accu-urc rc:l~N)1Y..Jup. may lJIt!' tb"..!Jinefj tal ::w banking a:n1t'f$ (lee1r(lf1'C: Tr3ns1ers: In easo or ~ro.S or '1ueslicns tslwut your electronic "Ans'et5 II you tnlnk your S12ltfl".~s artC nlJI11t:J~rIiSled on tho franc of this $t3ttn10nt DS SOOn ~s ;YO.J ~on. Wa mUSI l1e1.:rftcm yoa "0 t~tct th3:'l 6.'l day.5 alter we. ~t!ru ~(X. the fiRS, T ~10:crner.t (:"1 wf\ic.tl thd cner or p!'cbk-n" cl'P2llrtd. • Ttl' us YCKJr n3:M o!ltl aCCQ1:nl numb<>f. • Cc:;cri~ tne Crto:" or the u~fe: you arc ~me ~b:)l.f.. ~rd c"plo:in .:lS CI(~Hly l!~ yw eM \'~h'1 yeu bcl~t tnc!C I!\. ~n ~rrO" c: \'thy roo ne:d I1\.Cfe infOI.n~tiDn. • Tell u51he dellar a-noum ollhe SU$f.l'Cted etto,. for COf'l~\l""et accOur.\s tl$oeJ primQrily for pcr!.Cnl;ll. tamtly cr "~\.Is-ehold p.urpo~. VJi! Vtltl IflveSti9ate y~JJ cerr·p!nin~ ~!'\d will c.orreet eny errtlr ",,,,,,pUy. 1/ We :a~o mCfR than 10 bUSlno~~ d~ys (10 CDr.ndor d~~ If you ~ro , M.SS~ChUSOIlS cus10mcrl 120 llusm '·II!o. we VJ!1l 'ec.redit your :\C.Cnunt 1M tho arno,lN yO\. thtt'lk l! '" Ctret. SO that ycu Will t"cW'c u5C ef 1l1Cmor.cy dl..;tlOg !lta! m~ it tno(,c~us to ccmptetQ cur lfl·.-eo:.ttg.lt1cn ror lltt~r o«e&.J1"J.s. \\1!' it'Ive5tigate. aM al \Vo r,r.d \w! h.,v.: m;.r'oP. an erro". '/IC. (Itdl. 'fOJI CY.cOt;o: at It~e CcrclU~.o1l of oar ir."'C~'fC}"tt OIl Rcp01tir.g Other ProhJotns. You mus' eA-Dmlt\U }'Otr' ~~1e'N'f.! c.utefuUy 8.r\d Vou OfC I~ 'he Dt!.l ~·:l~tje. to dl!.COVCf ptO!'TIptl)'. e:·CfS 2nd unauthOtlzed u.,,,sacuOtlS on Y~.ite"'TWlt 10 ttft:: CiJ! Ir HLe ~po~it Y.'~S mtldc ot1.~ !cM:1u~td. " \ H Bank or Amceica, ?V.A. raga I of 3 P.O. Bolt 25118 Stat"",uut Period 'ruml''', FI, 33622·5118 05/01/13 through 05/31/13 1:.'0 t: I'll EJl 44 Account NWllber _ 1111,11,,1,,11 "1111111,,, III til 01099 EOl SC~:99!) 0 CAPITAL COLLISION GP ERIC A HINOJOSA 4304 BURCH DR STE A4 DEL VALLE, TX 78617-3275 Our Online nanking service allows you to cheek balances, track account activity and more. With Onlhle B:wlting you can nlso view up to 18 months of tl.is ti'Cntcment euline, Enroll nI. www.bankofomeric3.com/smnlJbu.inQss. Good News! In response to customer feedback we've made some changes to your statements to make them easier to read. Soon you will notice color and graphics to highlight account details and draw attention to notifications and special offers. Over the next rew months, a guide will be included with your new statement that will detail the enhancements. Stay tuned! P.O. nll;\ 15!!~~ Customer service intorrnaticn 1'£ tf1~!jn \Villnil'lt!ha:;.. ® Customer service: 1.8S8.BUSINESS G bankotamerlca.corn ~ Bank of Americn, N.A. CAPITAL COLLISION GP P.O. Box 25118 ERIC A HINOJOSA Tampa, FL 3362;;>·5118 1950 nUTlA.~D DR AUSTIN.TX 7875&5420 Your Business Fundamentals Chk for October 1. 2013 to October 31. 2013 Account number: Account summary Beginning balance on October 1. 2013 $21. 79 Ii of deooshs/credrts: 1 Deposits and oll'er credits 6.050_00 ------ ·6.0n.20 It of \·.ilhdrawah;/deblls: 2 ----------.---- Checks --. ----- ·0.00 1/01 deposited l:ems: 0 ----._--------- ·0.00 t! or days in cycle: 31 .-.-- ._------------- SClViCC fecs -.----- Ending balance on October 31. 2013 S50.59 Averngc ledger balance: $598.04 r . I CAPITAt COLLISION GP I Aecount -------------------=~~~~=- October 01. 201310 October 31, 2013 IMPORTANT INFORMATION: BANK DEPOSIT ACCOUNTS Cnange of address - Please call us at the telephone number listed on the front of this statement to tell us about a chilrge of address. Deposit agreement - \;\11enyeu opened your account, you received a deposit agreement and fee scneduts and agreed that your account would be governed by the terms of these documents. as we may amend them from time to lime. These documents are part of the contract for your deposit account and govern all transactions relating to your account. including all deposits and withdrawals. Copies of both the deposit agreement and fee schedule which contain the current version of the tenns and conditlons of your account retatlonsblp may be obtained at our banlling centers. Electlonic transfers: tn case of errors or Questions about your electronic transfers - If you think your statement or receipt is wrong or you need more Intormation about an electronic transfer (e.g .• ATM transactions, direct deposits or witlldrawals, pclnt-ot-sale transactions) on the statement or receipt, telephone or write us at the address end number listed on the front of this statement as SOOI1 as you can. We must hear from you no later than 60 days after we sent you the FIRST statement on which the error or problem appeared. Tell us your name and account number. Describe the error or transfer you are unsure about, and explain as clearly as you can why you believe there is an error Of why you need 1110reinformation. Tell us the dollar amount of the suspected error. For consumer accounts used primarily for personal, family or household purposes, we will investigate your complaint and will correct any error promptly. If we take more than 10 business days (10 calendar days If you are a Massachusetts customer) (20 business da~'s if you are a new customer. for electronic transfers occurring during the first 30 days after the first deposit is made to your occount) to do this, we will credit your account for the amount you think is in error. so that you will have use ot the money during the time it will tal October 01. :1013 to October 3!.. 2_0_13 ~ Deposits and other credits Onte DosCTipticn Amount 10/22/13 Ceposlt 6,050.00 Total depcslts and other credits $6,050.00 10/02/13 CHECKCARO 1001 EXPERIAN ~CREDITREPO 877-2847942 CA .21.20 2435:1.783274003500053331\ RECURRING CKCD 5968 46357200071461i32 4635 7200 07146432 ~SU~b~tQ~rn~18i~Qr~c~a~m1a~~~o\~!Oit]#DI""""""""II==========~================::====::~~i2212o ~ Tetalwithdrawalsand other debits -.----------------------~-~~ -$6,021.20 Dally ledger balances r Doto lOlOl 10£02 Balanee ($I 21.79 0.59 Date 10L22 .~---.-~ B81ancc($) 61050.59 D8te 10/25 aalance{$) 50.59 '" \ Page30( 4 C,\PITAL COLLISION GP I AcCQunt 1/ I October 01, 2013 to October 31. 2013 This page Intentionally left blanl~ page 4 of 4 11 NOTICE THIS DOCUMENT CONTAINS SENSITIVE DATA 6/8/2015 8:29:09 AM Velva L. Price District Clerk Travis County D-1-GN-14-003207 NO. D-I-GN-14-003207 BARBARA PAMP ALONE, § IN THE DISTRICT COURT § Plaintiff, § § v. § TRAVIS COUNTY, TEXAS § ERIC HINOJOSA AND AUSTIN § CAPITAL COLLISION, LLC, § § Defendants. § 419TH JUDICIAL DISTRICT STIPULATION OF THE PARTIES Plaintiff Barbara Pampalone and Defendants Eric Hinojosa and Austin Capital Collision, LLC, hereby agree and stipulate as follows: 1. If Plaintiff is entitled to damages arising from default on the loan she has alleged, then the amount of damages is $56,758.68 as of June 8, 2015. This amount is calculated pursuant to the amortization schedule attached as Exhibit A to Plaintiff's Second Amended Petition, and is exclusive of attorneys' fees and other pleaded for relief. 2. The attorneys' fees and costs incurred by Plaintiff through April 2015 total $44,950.30. This amount is established by the documents Bates-labeled BP_ 000403-BP _00431. These documents are preadmitted for the purposes of attorneys' fees testimony and the hourly rates reflected therein are reasonable. Further, Nelia J. Robbi may testify as to attorneys' fees in lieu of Plaintiff's designated testifying expert, Joe Lea. Ms. Robbi is qualified in all respects to present testimony as to attorneys' fees and costs on behalf of Plaintiff and may present direct testimony in the narrative form. This agreement shall not preclude Plaintiff from offering testimony and evidence as to attorneys' fees incurred and/or anticipated after April 20 15. 3. Any document produced by any Party in this lawsuit and used at trial as an exhibit by any Party shall be preadmitted; the Parties reserve relevancy objections. This agreement shall apply to 41 those documents which have been produced by the Parties as of the date of this stipulation, 4, The Summary of Payments to Plaintiffs, attached hereto as Exhibit A, is a true and accurate reflection of the information it purports to summarize. 5, There is no signed promissory note for the loan at issue in this lawsuit. Respectfully submitted, McGINNIS LOCHRIDGE 600 Congress Avenue, Suite 2100 Austin, Texas 78701 (512) 495-6065 (512) 495-6093 (Fax) .By~'~~~J\.LJ Joe Lea '-~~ State Bar No, 12082000 llei\(f..~?m9£irll.!isla,..W.tQQm. Nelia J. Robbi State Bar No, 24052296 mobbila)mcginnislaw.com Jordan K. Mullins State Bar No. 24070308 jmullins@'!,mQginnislaw.eom ATTORNEYS FORBARBARAPAMPALONE SLATER PUGH,Ltd,LLP 8400 N, Mopac Expressway Suite 100 Austin', Texas 78759 TelePh~ne (5 2) Te1ecopi· (5 2)472~;' 47~2i~ifo By: ..,..-=-- _. . _&.._ .... A am Pugh State Bar No. 24044341 i'lllYJ?Mi)slatel'pu 1m, com 2 CJWTIFICATE OF SERVICE I hereby certify that a true and correct copy of the foregoing document was served via 5 facsimile and/or electronic mail on this the ThJune 2015 on the following: Adam Pugh 8400 N. Mopac Expressway Suite 100 Austin, Texas 78759 (5i2) 472-2431 (512) 472-0432 fax 3 Exhibit A CAUSE NO. D-I-GN-14-003207 BARBARA PAl'v1}J ALONE, § IN rm: DISTIUCT COURT § Plaintiff, § § V. § 'I'RA VIS COUNTY, TEXAS § BlUC HINOJOSA AND AUSTIN § CAPITAL COLLISION, LLC, § § Defendants. § 419TH JUDICIAL DISTRICT Summary of Payments to Plaintiff .jjiJ?;i/'+, .; ;-,'n.at~',':";;:;':1;:'(: \~~:' ::'::iL;Y~;·:!~6ib'upf;;:h,::~?:~t~~~j.:;. 1. 05/20/2005 $675.09 2. 06/20/2005 $675.09 3. 07/20/2005 $675.09 Dm lie of America Business Advantage 4. 08119/2005 .- .. $675.09 Che eking Account No. XXXX xx:xx 5. 09/20/2005 ------$675.09 911 8 6. 10/20/2005 $675.09 7. 11/18/2005 $675.09 Cap ital Collision 8. 12/20/2005 $675.09 Eric A. Hinojosa .---- ..... ---~ .. f---- 9. 01/20/2006 $675.09 10. 02/1712006 $675.09 11. . 03/20/2006 $675.09 12. 04/20/2006 $675.09 - 13. 05/19/2006 $675.09 -~.- 14. 06/20/2006- $675.09 15. 07/20/2006 $675.09 16. 08/18/2006 $675.09 17. 09/20/2006 $675.09 18. 10/20/2006 $675.09 19. 11/20/2006 $675.09 i----.---"-'---- 20. 12/20/2006 $675.09 2l. 01119/2007 $675.09 22. 02/20/2007 $675.09 23. 03/20/2007 $675.09 24. -----,-",-,---,-, " 04/20/2007 $675.09 25. 05/18/2007 $675.09 26. 06/20/2007 $675.09 27. 07/20/2007 $675.09 28. 08/06/2007 $505.07 08/20/2007 $170.02 -- --, -- 05m:¢>\' .~;.'.-" .:~...'",-''_:;.~..'.'....~i: 09/2o/2007 ~?.5.09 10/19/2007 $675.09 ----- ---- '--,----- 11/20/2007 $675.09 ~-------~~--~.~ 12/20/2007 .':-'----t-..:c.:...;.,----- $675.09 -_.--.--- 33. 01118/2008 $675.09 34. 02/20/2008 -,---- ..-.----. $675.09 35. 03/2012008 $675.09 36. 04118/2008 $675.09 37. OS/20/2008 $675.09 38. "------ - 06/20/2008 $675.09 -~-.----------- 39. 07/1812008 $675.09 40. 08/2012008 $675.09 41: 09/19/2008 $675.09 __ 42_.__ . 10/20/209~ -.1~~~~92,_ 43. _J.lL~Q!2008 $67~_ 44. 12/19/2008 $675.09 4S. 01/20/2009 $67S.09 46. 02/20/2009 $675.09 47. 03/20/2009 $675.09 48. 04/20/2009 $675.09 49. OS/20/2009 $675.09 50. 06/19/2009 $675.09 ~--- 5l. 07/20/2009 $675.09 52. 08/20/2009 $675.09 53. 09/18/2009 $675.09' 54. 10/20/2009 $675.09 55, 11120/2009 $675.09 56. 12/20/2009 $675.09 57. 0112012010 __~-$67S.09 58. 02/19/2010 $67S.09 ~--~~~--r--------------- ___~ ,_ 03/19/2010 $675.09 . 60. 04/20/2010 $675.09 Bank of America Business Advantage 61. OS/20/2010 $675.09 Checking Account No. XXXX XXXX 62. 06/1812010 $675.09 4193 ~-----~~~----~---~~~-4 63, 07120/2010 $675.09 64, 08/20/2010 $675.09 Capital Collision GP 65, 09/20/2010 $675,09 Eric A. Hinojosa 66. ----_ .. _----- .-.-_.--- 10/20/2010 ----~.-~- ..-- ... - .. $675.09 ---~~.-.-.~.---------- 67. 11/19/2010 $675.09 68. 12/20/2010 $675.09 69, 01120/2011 $675.09 --"-------- 70. 02/1812011 $675.09 03/--/2011 04/--/2011 -----'----- ------------ Page 2 of3 46 ~_73 " __ 1-:';-2-:'-O/-02C-::-=11:....::.1-+ 1.-::0-,::,7 -::$--=:6-'::-c7 5:-.O,-:0----j ___ 74:._. 75. -_.-----/---.--......,...-- 08119/2011 $675.00 09/20/20 1··-c1·--t------:-$-:c67-:05-. --j---,-----j ° 76. 10/20/2011 $675.00 77. 11/18/2011 $675.00 __ .J.3: ...... I_l_2c.../2_0'--/2....... 0;.;.cll"--I-__ ..... $675.00 79. 01/20/2012 $675.00 80. 02/1712012 $675.00 81. 03/20/2012 $675.00 ------:8c'-'-2'--. ----I---cO:..:c.:4/·20/2012 $675.00 1---_ 8_3 . -t--:c-0 5-;-;/1::-:8-;:/2-::0-,12:--+ __ --=$::-::6:-,::,7 5,:-,-'0:-::0 __ 84. 0612012012 $675.00 85. 07/20/2012 $675.00 86. 08120/20'--':1'':-2-1-----::-$--:-:67=-'=5-'-::.0--:.--0---1 .. 87 ....__ -/--0,-,,::9.:.,-,12-::0/,-:::-2--:.--01,-:2,.-+ __ -::$:-,:-67,::-:5:,-:.0:-,:-0----; 88. 10119/2012 $675.00 89. 11/20/2012 $675.00 f---_9:,-:0:..:.... _-+...::.:12:::.,/::.;20:.:.,:/2::..:0...::..12=--1 __ '_$675.00 91. ~.----+-~-----+----~---~ 01118/2013 $675.00 92. 02/20/2013 $675.00 93. 03120/2013 $675.00 _-'9....... 4,~. ~.~0.4/...::..1~9/~20~1~3-+ ...... ..~$~15.0_0__ 05/ ..../2013 061 ..../2013 09/ ....12013 95. $6,000.00 10125/2013 ~---------~----~~-~----------------------~ Page 3 af3 47 --- Source: Frix Law Library, https://www.frixlaw.com/law-library/cases/4075776. Public record. Not legal advice.