Michael Munson v. Henifff Transportation Systems, LLC

STATE OF LOUISIANA
COURT OF APPEAL
FIRST CIRCUIT

2025 CA 0022 and
2025 CW 0085

MICHAEL MUNSON, INDIVIDUALLY AND ON BEHALF OF HIS MINOR
CHILD, ETHAN MUNSON, AND KELLY MUNSON

VERSUS
HENIFF TRANSPORTATION SYSTEMS, LLC, MILLER TRANSPORTERS,

INC., ZSCHIMMER & SCHWARTZ, INC., AND EXPRESS CONTAINER
SERVICES OF ATLANTA, LLC

Judgment Rendered: JUN 03 2025
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| ON APPEAL FROM THE
ph EIGHTEENTH JUDICIAL DISTRICT COURT, DIVISION C
y IN AND FOR THE PARISH OF IBERVILLE
STATE OF LOUISIANA
DOCKET NUMBER 81558
7 HONORABLE ALVIN BATISTE, JR., JUDGE PRESIDING
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Roy H. Maughan, Jr. Attorneys for Plaintiffs-Appellants
Namisha D. Patel Michael Munson, Individually and on
Joshua D. Roy Behalf of his Minor Child, Ethan
Connor S. Thomas Munson, and Kelly Munson
Baton Rouge, Louisiana
Sidney W. Degan, III Attorneys for Defendants-Appellees
New Orleans, Louisiana Express Container Services of
Atlanta, LLC and Nautilus Insurance

And Company

Mandy A. Simon
Lafayette, Louisiana

BEFORE: PENZATO, STROMBERG, AND FIELDS, JJ.

FIELDS, J.

Plaintiffs, Michael Munson, individually and on behalf of his minor child,
Ethan Munson, and Kelly Munson, appeal the June 20, 2024 judgment of the trial
court sustaining the declinatory exception raising the objection of lack of personal
jurisdiction in favor of Express Container Services of Atlanta, LLC (Express-
Atlanta) and dismissing Express-Atlanta from this suit with prejudice. In a related
request for supervisory review, Nautilus Insurance Company (Nautilus) challenges
the trial court’s December 20, 2024 ruling denying its peremptory exception raising
the objection of no right of action.’ For the following reasons, we reverse the trial
court’s June 20, 2024 judgment sustaining the declinatory exception raising the
objection of lack of personal jurisdiction and dismissing Express-Atlanta from this
suit with prejudice. We further deny Nautilus’ application for supervisory writs
seeking review and reversal of the December 20, 2024 ruling denying Nautilus’
peremptory exception raising the objection of no right of action.

FACTS AND PROCEDURAL HISTORY

On March 16, 2022, plaintiff, Michael Munson, was preparing to offload the
contents of a pressurized tanker trailer when he discovered air was leaking from the
metal cap of a clean-out pipe on top of the tanker. Upon investigating the leak, the
metal cap allegedly blew off and struck Mr. Munson in the face, causing injuries.
Thereafter, plaintiffs filed a petition for damages naming Express-Atlanta, the party
which negligently cleaned and inspected the tanker for transport, as one of several
defendants.

Following service on Express-Atlanta in Georgia pursuant to the Louisiana

long-arm statute, Express-Atlanta filed a declinatory exception raising the objection

' Nautilus filed a writ application, docket number 2025 CW 0085, seeking review of the denial of
its peremptory exception raising the objection of no right of action, which was referred to this
panel for review in conjunction with the appeal of the June 20, 2024 judgment. See order dated
March 20, 2025.

of lack of personal jurisdiction. In support of its exception, Express-Atlanta asserted
it was a Georgia corporation which neither does business nor is authorized to do
business in Louisiana. Express-Atlanta further averred that plaintiffs were unable to
identify the requisite connections between Express-Atlanta and Louisiana in order
to support a finding of personal jurisdiction. The hearing on this exception was
scheduled for April 27, 2023, but was continued to allow an opportunity for
jurisdictional discovery.

On August 21, 2023, plaintiffs filed their first supplemental and amending
petition, again naming Express-Atlanta as a defendant, and adding as defendant
Express-Atlanta’s insurer, Nautilus. In the supplemental and amending petition,
plaintiffs averred that the tanker trailer at issue was cleaned and inspected by an
employee of Express-Atlanta in March of 2022, prior to the tanker trailer being
loaded and shipped to Louisiana. Plaintiffs alleged that Express-Atlanta failed to
properly inspect the tanker trailer and failed to alert the affected parties of any
defects in the tanker trailer, and therefore Express-Atlanta was liable to plaintiffs for
its negligence. Plaintiffs then asserted that at the time of the incident, Express-
Atlanta was doing business in Louisiana and acting as an alter ego of Express
Container Services of Iberville, LLC, Express Container Services of Louisiana,
LLC, Express Container Services of Reserve, LA, LLC and/or Express Container
Services of St. Gabriel, LLC (collectively, the Louisiana Entities), each of which are
Louisiana limited liability companies. Plaintiffs further averred that Express-Atlanta
engages in the same business activities and utilizes the same trade name as the
Louisiana Entities, uses the same logo and marketing materials, and shares the same
marketing department, accounting services, and insurance policy provided by
Nautilus. With regard to Nautilus, plaintiffs alleged that it was Express-Atlanta’s
insurer at the time of the incident, and was therefore liable in solido with Express-

Atlanta for all damages.

In response to plaintiffs’ first supplemental and amending petition, Express-
Atlanta and Nautilus filed a declinatory exception raising the objection of lack of
personal jurisdiction or, alternatively, the peremptory exception raising the objection
of no cause of action. Express-Atlanta once again argued that it did not possess the
requisite minimum contacts with Louisiana for a Louisiana court to exercise
personal jurisdiction over it and not offend traditional notions of fair play and
substantial justice. With respect to Nautilus, it asserted that if plaintiffs were unable
to demonstrate that the court had jurisdiction over Express-Atlanta, then a suit
against it and Express-Atlanta, in solido, was impossible. Nautilus further contended
that the plaintiffs did not assert facts to demonstrate that an action against just
Nautilus could be maintained under the direct action statute. Therefore, Express-
Atlanta and Nautilus prayed that the court sustain their exceptions and dismiss them
from this suit.

In support of their exceptions, Express-Atlanta and Nautilus attached to their
memorandum, plaintiffs’ original as well as supplemental and amending petitions.
Also attached was the affidavit of Shane Soldinger, a regional manager of Express
Container Services, which provided in pertinent part, that Express-Atlanta is a
limited liability company authorized to do and doing business in Georgia, and
domiciled in Georgia, and that is has never been authorized to do nor has it actually
done business in Louisiana. The affidavit further provided that any business that
Express-Atlanta may conduct occurs outside of Louisiana, that it does not contract
to supply services or things in Louisiana, does not own immovable property in
Louisiana, does not manufacture any products or component parts in Louisiana, and
does not market its services to Louisiana residents or companies.

Plaintiffs opposed these exceptions asserting that Louisiana had jurisdiction
over Express-Atlanta under the Louisiana long-arm statute, La. R.S. 13:3201(A)(4).
Specifically, plaintiffs argued that Express-Atlanta had caused injury in this state by

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an offense or quasi offense committed through an act or omission outside of this
state, and that Express Container Services regularly does or solicits business in this
state. Plaintiffs explained that Express-Atlanta is one of a number of interrelated
entities, including the Louisiana Entities, operating under the name “Express
Container Services,” and that these entities made up a single business enterprise.
Thus, personal jurisdiction over the Louisiana Entities should be imputed to Express-
Atlanta in this matter. As for Nautilus, plaintiffs argued that even if Express-Atlanta
were to be dismissed for want of personal jurisdiction, Nautilus could still be liable
under the direct action statute, La. R.S. 22:1269.

Plaintiffs attached several exhibits to their memorandum in opposition to
Express-Atlanta and Nautilus’ exceptions, including Express-Atlanta’s responses to
discovery, which provided that Express-Atlanta and the Louisiana Entities offer
some of the same services or engage in similar business activities, use the same logo,
flyers, and marketing department located in Ohio, as well as the same accounting
services. Plaintiffs also included a printout of “Express Container Service”
locations, which listed both Express-Atlanta and the Louisiana Entities. The
corporate filings of Express-Atlanta and the Louisiana Entities were also attached
and demonstrated the close proximity of the business locations as Express-Atlanta’s
principal office is located at 200 Essex Ave. East, Avenel, New Jersey, while the
mailing address for Express Container Services of Iberville is 210 Essex Ave. East,
Avenel, New Jersey. Plaintiffs also attached the deposition of Mr. Soldinger who
provided testimony as the corporate representative of Express-Atlanta. With regards
to corporate structure, Mr. Soldinger testified that Ronald Dana is the sole owner of
all of the individual Express Container LLCs nationwide, and there is one general
manager, Matt Moser, over all the locations. There are two regional managers, Mr.
Soldinger, who oversees locations in the East, and Ronald Parrott, who oversees the

locations in the Gulf, which includes the Louisiana Entities. There is one common

human resources director utilized by all of the Express Container Services locations,
who also provides all of the marketing materials that are used for all of the Express
Container Services locations. Mr. Soldinger also testified that he is the sole safety
coordinator for all of the companies, and that recently one national salesman had
been hired to promote the services of all of the LLCs. Mr. Soldinger described
Express Container Services as having a hybrid accounting system with bills
generated by each individual location and sent to customers who in turn remit
payments to the Avenel, New Jersey office for disbursement into the corresponding
LLC’s accounts. Mr. Soldinger further testified that each individual LLC had its
own administrative office and employees who worked at a particular location, and
emphasized that despite any common accounting office, each business had its own
separate bank accounts, operated at a profit, and did not fund any of the other or new
locations. However, he was unaware of how new LLCs were formed and
capitalized.

The hearing on these exceptions took place on May 30, 2024. The trial court
admitted both parties’ memoranda and attached exhibits into evidence. Following
party arguments, the trial court sustained Express-Atlanta’s exception raising the
objection of lack of personal jurisdiction finding that Express-Atlanta was a Georgia
corporation that had abided by proper corporate formalities and had not engaged
with Louisiana in such a way as to confer personal jurisdiction over itself to
Louisiana courts. The trial court further denied plaintiffs leave to amend because
plaintiffs had already amended their petition once following jurisdictional discovery
in order to assert allegations demonstrating personal jurisdiction. The trial court also
sustained the peremptory exception raising the objection of no cause of action on
behalf of Nautilus, but allowed plaintiffs leave to amend their petition in order to

state a cause of action against Nautilus.

On June 20, 2024, the trial court executed a judgment reflecting its ruling,
sustaining Express-Atlanta’s declinatory exception raising the objection of lack of
personal jurisdiction and dismissing it from this case; the judgment further sustained
Nautilus’ peremptory exception raising the objection of no cause of action, but
allowed plaintiffs thirty days to amend.’

Plaintiffs filed the instant appeal arguing that the trial court erred in finding
that the court did not have personal jurisdiction over Express-Atlanta, thereby
sustaining Express-Atlanta’s exception and dismissing Express-Atlanta with
prejudice from this suit.

ANALYSIS

In Louisiana, an objection to a court’s lack of jurisdiction over the person is
raised through a declinatory exception. La. Code Civ. P. art. 925(A)(5). Louisiana
Code of Civil Procedure article 930 provides that at a trial on a declinatory exception,
evidence may be introduced to support or controvert any of the objections pleaded,
when the grounds thereof do not appear from the petition, citation, or return thereon.
When a contradictory evidentiary hearing is held on the objection of personal
jurisdiction, the plaintiff must prove facts showing that the assertion of jurisdiction
over the defendant is proper by a preponderance of the evidence. de Reyes v.
Marine Management and Consulting, Ltd., 586 So.2d 103, 109 (La. 1991).
Appellate courts use the de novo standard in determining the legal issue of whether
a Louisiana court may assert personal jurisdiction over a nonresident. Northshore

Regional Medical Center, L.L.C. v. Dill, 2011-2271 (La. App. Ist Cir. 6/8/12), 94

2 Plaintiffs amended their petition to restate their allegations against Nautilus. Nautilus, in turn,
filed a peremptory exception raising the objection of no right of action asserting that because
plaintiffs’ action against Nautilus’ insured had been dismissed after a finding of lack of personal
jurisdiction, a standalone action could not be maintained against Nautilus, even under the direct
action statute as none of the exceptions set forth in the statute were applicable. Therefore, Nautilus
prayed that its exception be granted and that it be dismissed from the suit.

The hearing on Nautilus’ exception was held on December 20, 2024. After hearing party
arguments, the trial court denied Nautilus’ exception. It is from this ruling that Nautilus sought
this courts review and reversal by timely filing an application for supervisory review, docket
number 2025 CW 0085.

So.3d 155, 161, writ denied, 2012-1494 (La. 10/8/12), 98 So.3d 862. In this case, a
hearing on the declinatory exception was held, during which the parties’ evidence
was admitted.
Louisiana’s law governing personal jurisdiction over nonresidents is found at
La. R.S. 13:3201, which provides in pertinent part:
A. A court may exercise personal jurisdiction over a nonresident, who
acts directly or by an agent, as to a cause of action arising from any
one of the following activities performed by the nonresident:
(1) Transacting any business in this state.

(2) Contracting to supply services or things in this state.

(3) Causing injury or damage by an offense or quasi offense
committed through an act or omission in this state.

(4) Causing injury or damage in this state by an offense or quasi
offense committed through an act or omission outside of this state if
he regularly does or solicits business, or engages in any other
persistent course of conduct, or derives revenue from goods used or
consumed or services rendered in this state.

(5) Having an interest in, using or possessing a real right on
immovable property in this state.

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B. In addition to the provisions of Subsection A, a court of this state
may exercise personal jurisdiction over a nonresident on any basis
consistent with the constitution of this state and of the Constitution
of the United States.
Pursuant to La. R.S. 13:3201(B), Louisiana courts can exercise personal
jurisdiction over nonresidents to the fullest extent allowed by the United States
Constitution, regardless of whether the nonresident’s conduct is specifically listed

in the provisions of La. R.S. 13:3201(A). Ruckstuhl v. Owens Corning Fiberglas

Corporation, 98-1126 (La. 4/13/99), 731 So.2d 881, 885, cert. denied, 528 U.S.

1019, 120 S.Ct. 526, 145 L.Ed.2d 407 (1999). Accordingly, the limits of the

Louisiana long-arm statute and the limits of constitutional due process are

coextensive. Id., citing Petroleum Helicopters, Inc. v. Avco Corp., 513 So.2d
1188, 1192 (La. 1987).

In order to subject a nonresident defendant to personal jurisdiction, the
defendant must have: 1) certain “minimum contacts” with the forum state such that
2) the maintenance of the suit does not offend “traditional notions of fair play and
substantial justice.” International Shoe Co. v. Washington, 326 U.S. 310, 66 S.Ct.
154, 90 L.Ed. 95 (1945); de Reyes, 586 So.2d at 105. This fundamental
constitutional due process test requires a court to evaluate the quality and nature of
activities in the forum state and to determine whether such contacts justify the state’s
exercise of personal jurisdiction over the defendant. Witter v. Sanibel Yacht &
Slip, LLC, 2019-1031 (La. App. 1st Cir. 6/24/20), 307 So.3d 1053, 1058.

The “minimum contacts” prong is satisfied by a single act or actions by which
the defendant “purposefully avails itself of the privilege of conducting activities
within the forum [s]tate, thus invoking the benefits and protections of its laws.”
Burger King Corp. v. Rudzewicz, 471 U.S. 462, 475, 105 S.Ct. 2174, 2183, 85
L.Ed.2d 528 (1985). “Purposeful availment” must be such that the defendant
“should reasonably anticipate being haled into court” in the forum state. Ruckstuhl,
731 So.2d at 885. Thus, where the defendant deliberately engaged in significant
activities within a state, or has created continuing obligations between himself and
residents of the forum, he manifestly has availed himself of the privilege of
conducting business there, and because his activities are shielded by the benefits and
protections of the forum’s laws it is presumptively not unreasonable to require the
defendant to submit to the burdens of litigation in that forum as well. de Reyes, 586
So.2d at 106.

The second prong of the due process test focuses on the fairness of asserting
jurisdiction over a defendant. See, de Reyes, 586 So.2d at 107. Even when
minimum contacts exist, the exercise of personal jurisdiction over a nonresident

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defendant will fail to satisfy due process requirements if the assertion of jurisdiction
offends “traditional notions of fair play and substantial justice.” Id.

Importantly, the burden of proof shifts between the opposing parties during
the due process analysis. The burden of showing minimum contacts lies with the
party claiming jurisdiction to be proper. Once this burden is met, a presumption of
reasonableness of jurisdiction arises. The burden then shifts to the opposing party
to prove the assertion of jurisdiction would be unreasonable in light of traditional
notions of fair play and substantial justice, thus overcoming the presumption of
reasonableness created by the defendant’s minimum contacts with the forum. de
Reyes, 586 So.2d at 107°; citing, Wright and Miller, Federal Practice and
Procedure § 1067, pp. 301-2.

In their appeal, as before the trial court, plaintiffs argue that because Express-
Atlanta is in a single business enterprise with the Louisiana Entities, over which
Louisiana courts have personal jurisdiction, that same jurisdiction may be imputed
to Express-Atlanta without offending the notions of fair play or substantial justice.

Single Business Enterprise

Under the single business enterprise theory, the legal fiction of a distinct
corporate entity is disregarded when a corporation is so organized and controlled as
to make it merely an instrumentality or adjunct of another corporation. Hill
International, Inc. v. JTS Realty Corporation, 2021-0157 (La. App. Ist Cir.

10/20/22), 370 So.3d 16, 30, citing Green v. Champion Ins. Co., 577 So.2d 249,

3 Both the United States Supreme Court and the Louisiana Supreme Court have recognized two
distinctive types of personal jurisdiction — “general” and “specific” jurisdiction. de Reyes, 586
So.2d at 105. A finding of “specific jurisdiction” is proper when the defendant has purposefully
directed his activities at residents of the forum and the litigation results from the alleged injuries
that arise out of or relate to those activities. Id. at 106. The court should determine whether
through conduct within the forum state, the defendant has availed itself of the privileges of the
forum state invoking the benefits and protections of the forum’s laws. Id. In contrast, “general
jurisdiction” attaches where the nonresident defendant’s contacts with the forum state, are
determined to be “continuous and systematic.” Id. at 108. We find specific jurisdiction to be at
issue in the present appeal.

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257 (La. App. Ist Cir.), writ denied, 580 So.2d 668 (La. 1991). The single business
enterprise doctrine permits multiple companies to be treated as a single entity—but
still an entity separate from its human owners—as if all of the different companies
within an affiliated group had been organized as just one, all-encompassing
corporation or LLC. Id. citing Glenn G. Morris and Wendell H. Holmes, 8 LA. CIV.

L. TREATISE, Business Organizations § 32:15 (2022). The single business

enterprise doctrine may be used to establish personal jurisdiction over nonresident
companies. See In re Chinese-Manufactured Drywall Products Liability
Litigation, 09-03047, 2017 WL 1476595, at *37 (unpublished) (E.D. La. 4/21/17),
affirmed, 811 F. App’x 910 (5th Cir. 2020); US Fire Pump Co., LLC v. Alert
Disaster Control (Middle E.) Ltd., 19-335, 2021 WL 296073, at *13 (unpublished)
(M.D. La. 1/28/21). The following factors have been used to support an argument
that a group of entities constitute a “single business enterprise.”

1. Corporations with identity or substantial identity of ownership, i.e.,
ownership of sufficient stock to give actual working control;

2. Common directors or officers;

3. Unified administrative control of corporations whose business
functions are similar or supplementary;

4. Directors and officers of one corporation act independently in the
interest of that corporation;

5. Corporation financing another corporation;
6. Inadequate capitalization;

7. Corporation causing the incorporation of another affiliated
corporation;

8. Corporation paying the salaries and other expenses or losses of
another corporation;

9. Receiving no business other than that given to it by its affiliated
corporations;

10. Corporation using the property of another corporation as its own;
11. Noncompliance with corporate formalities;

1]

12. Common employees;

13. Services rendered by the employees of one corporation on behalf of
another corporation;

14. Common offices;

15. Centralized accounting;

16. Undocumented transfers of funds between corporations;

17. Unclear allocation of profits and losses between corporations; and

18. Excessive fragmentation of a single enterprise into separate
corporations.

Hill, 370 So.3d at 31. This list is illustrative and is not intended as an exhaustive
list of relevant factors. No one factor is dispositive of the issue of “single business
enterprise.” Green, 577 So.2d at 258. Rather, “the totality of the circumstances”
should be considered in evaluating the existence of a single business enterprise. Hill,
370 So.3d at 32.

After comparing the evidence with the factors set out in Green, we conclude
the record contains ample evidence to support a finding of personal jurisdiction over
Express-Atlanta. Express-Atlanta and the Louisiana Entities clearly have identity of
ownership as well as common officers, as the sole owner and only listed
member/officer of the LLCs is Ronald Dana. Moreover, there is only one general
manager, one human resources employee, one safety coordinator, and one national
salesperson, which are shared by all of the companies. All of the entities are in the
tanker-cleaning business, although the range of services may differ between
individual sites. Furthermore, there is a centralized office for accounting purposes,
which receives all the payments owed by customers to each facility, and which
distributes payments to each facility in kind. This central accounting office also bills
each facility its virile share for services provided, such as salary for one of the
common employees, or insurance premiums for the common policy shared by all of
the facilities. Moreover, the flyer provided demonstrates that Express Container

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Services is advertised as one business with many convenient locations for customers,
rather than individual entities unto themselves.

Despite each of the facilities maintaining separate bank accounts and
employees working at each location, we find the totality of the circumstances weighs
in favor of finding a single business enterprise. Thus, because Express Container
Services has availed itself of the laws and protections of this State, by establishing
the Louisiana Entities, which it runs as part of its tanker cleaning business, the courts
of this State likewise have jurisdiction over all of Express Container Services,
including Express-Atlanta.

CONCLUSION

For the above and forgoing reasons, the June 20, 2024 judgment sustaining
the declinatory exception raising the objection of lack of personal jurisdiction in
favor of Express Container Services of Atlanta, LLC and dismissing it from this suit
with prejudice is reversed. We further deny Nautilus Insurance Company’s
application for supervisory writs from the December 20, 2024 ruling denying
Nautilus’ peremptory exception raising the objection of no right of action. All costs
of this appeal are assessed to defendant/appellee Express Container Services of
Atlanta, LLC.

REVERSED. WRIT APPLICATION DENIED.

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