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Hon. Bill Whitehill
Judge · Seat 1B
Texas Business Court · First Business Court Division (Dallas)
Biography
Bill Whitehill is an inaugural Judge of the Texas Business Court First Division, Dallas. He came to the Court from Condon Tobin Sladek Thornton Nerenberg PLLC, where he was a member and led the firm’s Appellate Section. Before joining the Business Court, Bill served as a Justice on the Texas Fifth District Court of Appeals, where he authored over 600 substantive opinions. Bill was an associate and partner at Gardere Wynne Sewell, LLP, now known as Foley & Lardner, LLP for thirty-three years. At Gardere, he handled commercial, antitrust, securities, intellectual property, and fiduciary trials and appeals. He is a sustaining life fellow of the Texas Bar Foundation, and fellow of the Dallas Bar Foundation. He is a homeless kitchen volunteer for Cornerstone Baptist Church and is a former co-teacher and mentor at Cornerstone Crossroads Academy. Bill received a Bachelor of Business Administration in Finance from The University of Texas at Austin and a Juris Doctor with honors from the SMU Dedman School of Law and an Order of the Coif member.
Opinions by Judge Whitehill (4)
Personal Jurisdiction Over Corporate Agents Requires Allegations of Personal Tortious Acts, Not Imputed Corporate Conduct
In CWK Management v. Maggi, the Texas Business Court granted a nonresident shareholder's special appearance, holding that specific personal jurisdiction does not exist where plaintiffs allege only that the defendant "concocted" or "orchestrated" a transaction through an LLC, without alleging personal tortious acts in Texas or seeking to pierce the corporate veil. The court rejected imputation of the LLC's contacts to the individual defendant, emphasizing that conclusory group pleading cannot satisfy the plaintiff's jurisdictional burden.
Promissory Note Held Not a Security Under Texas Securities Act After Reves Analysis
In Thompson v. Anchor Capital GP, the Texas Business Court granted summary judgment to defendants, holding that a promissory note issued to finance a private equity partner buyout was a loan, not a security under the Texas Securities Act. Applying the four-factor Reves v. Ernst & Young test, Judge Whitehill concluded plaintiffs' TSA claims failed as a matter of law.
Business Court Clarifies Removal Procedure, Internal Affairs Jurisdiction, and Amount-in-Controversy Scope in Real Estate Development Dispute
In Chaudhry v. Stillwater Capital Investments, Division 1 held that defendants need not file separate removal notices to benefit from removal, that fraud-in-the-inducement claims regarding LLC company agreements fall within the court's subject matter jurisdiction over internal affairs and governing documents, and that the amount-in-controversy requirement applies case-wide including counterclaims. The court also rejected non-statutory grounds for declining to exercise subject matter jurisdiction.
Partnership Agreement Liability Waiver Shields Non-Partners from Derivative Claims Despite Third-Party Beneficiary Disclaimer
In Primexx Energy Opportunity Fund, LP v. Primexx Energy Corporation, the Business Court of Texas addressed whether TAPA § 13.9's liability waiver for "Partner Affiliates" shields CEO Christopher Doyle and Blackstone entity defendants from conspiracy, aiding and abetting, and knowing participation claims related to the Callon sale. The central dispute turns on whether § 13.9's protections apply notwithstanding TAPA § 13.2's provision disclaiming third-party beneficiaries, with Doyle citing Pratt-Shaw v. Pilgrim's Pride Corp. to support his position as a protected non-partner affiliate.