Judge Bill Whitehill
The Business Court has dismissed a non-resident individual from a Texas business dispute for lack of personal jurisdiction,
CWK Management, Inc., for itself and derivatively on behalf of CWKCWE Management, LLC; and Vincent Carfora v. Deno Maggi; Terrall Hill; Bill Poland; Texas Express Wash, LLC; Texas Wash Holdings, LLC; BWE II, LLC; Clearwater Express Wash, LLC; and CWE Partners, LLC (2026 Tex. Bus. 48; July 21, 2026) arose from the dispute over the sale of BWE’s car wash businesses to entities owned by Maggi and Hill in violation of CWKCWE’s Limited Liability Company Agreement. Poland, a California resident, filed a special appearance. Plaintiffs asserted specific jurisdiction over Poland, who Plaintiffs alleged was BWE’s manager. Poland confirmed that his dealings with Plaintiffs were solely as BWE’s agent, but Plaintiffs couldn’t show that Poland committed a tortious act in whole or in part inTexas that would support personal liability against him. Rather, Plaintiffs improperly imputed BWE’s conduct to Poland. It was BWE that entered into the transaction, not its agent Poland. Addtionally, “without piercing the corporate veil, allegations against BWE cannot be imputed to Poland” (citations omitted).
In Judge Whitehill’s view, Plaintiffs further produced no evidence that “Poland acted in his personal capacity during the negotiations or independently committed any allegedly tortious acts inTexas.” Plaintiffs’ claims that “Poland ‘concocted’ or ‘orchestrated’ the disputed transaction in his personal capacity are conclusory” and unsupported by the evidence. The court thus dismissed Poland from the case with prejudice.
