TLS Management and Marketing Services LLC v. Ricky Rodríguez-Toledo et al. - Opinion in a Non-Jury Trial

Sep 16, 2026

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Court opinion resolving claims brought by TLS Management and Marketing Services LLC against multiple defendants, including Ricky Rodríguez-Toledo and related entities, for alleged violations of the Electronic Communications Privacy Act and Puerto Rico trade secret and civil code provisions. The opinion addresses which causes of action survive after earlier rulings, recounts stipulated and proven findings of fact from a five-day non-jury trial, and evaluates appropriate remedies. Key issues include contract breach, disclosure and use of buy-sell and loan program materials, and alleged conversion and tortious interference.

LanguageEnglish

CategoryLetters

FormatPDF

Pages40

Reading Time14 min

AccessFree to download

Findings of Fact

Parties and corporate structure

Consulting and Puerto Rico divisions

Tax strategies and related documents

Subcontractor agreement and confidentiality

Proceedings and surviving claims

Case 3:15-cv-02121-BJM Document 535 Filed 09/28/18 Page 1 of 40 TLS MANAGEMENT AND MARKETING SERVICES LLC, Plaintiff, v. RICKY RODRÍGUEZ-TOLEDO, et al., Defendants. Civil No. 15–2121 (BJM) OPINION INA NON-JURY TRIAL TLS Management and Marketing Services LLC (“TLS”) brought this action under the court’s federal question and supplemental jurisdiction against Ricky Rodríguez-Toledo (“Rodríguez”), Lorraine Ramos (“Ramos”), Miguel Santo Domingo-Ortiz (“Santo Domingo”), ASG Accounting Solutions Group, Inc. (“ASG”), and Global Outsourcing Services LLC (“GOS”), alleging violations of Titles I and II of the Electronic Communications Privacy Act (“ECPA”); violations ofthe Puerto Rico Commercial and Industrial Trade Secret Protection Act, (the “Trade Secret Act”), 10 L.P.R.A. §§ 4131–4141; breach of contract, under Articles 1044, 1054, 1077 and 1206 of the Puerto Rico Civil Code, 31 L.P.R.A. §§ 2994, 3018, 3052, 3371; conversion, under Article 1802 of the Puerto Rico Civil Code, 31 L.P.R.A. § 5141; and tortious interference with various contracts, under Article 1802 of the Puerto Rico Civil Code. 31 L.P.R.A. § 5141. Dkt. 74. I dismissed TLS ’s claims under Title II of ECPA, the Stored Communications Act. Dkt. 173 at 12. I denied summary judgment on TLS ’s claims under Title I ofECPA (the “Wiretap Act”) and the Trade Secret Act. I also denied summary judgment on TLS ’s breach of contract claims against Rodríguez, ASG, and GOS for use and disclosure of the buy-sell agreement and the loan program. I granted TLS ’s motions for summary judgment on its breach of contract claims against Rodríguez, ASG, and GOS for disclosure of the loan agreement and operating agreement, and against Rodríguez and ASG for disclosure of the U.S. Possession Strategy and retention of TLS ’s Confidential Information. I also granted GOS ’s motion for summary judgment on TLS ’s breach of contract claims against it for disclosure of the U.S. Possession Strategy and retention of TLS ’s Case 3:15-cv-02121-BJM Document 535 Filed 09/28/18 Page 2 of 40 Confidential Information. I granted Defendants’motion for summary judgment on TLS ’s conversion claim and tortious interference claims. I dismissed TLS ’s causes of action against Ramos except for those under the Wiretap Act. Dkt. 383 at 27. And I dismissed TLS ’s causes of action again Santo Domingo. Dkt. 507. The case proceeded to a five-day, non-jury trial on the surviving claims. The parties submitted post-trial briefs. Dkts. 524, 525. The case is before me on consent of the parties. Dkt. 93. Remaining are TLS ’s claims under the Wiretap Act against Ramos, Rodríguez, ASG, and GOS; under the Trade Secret Act against Rodríguez, ASG, and GOS; and for breach of contract against Rodríguez, ASG, and GOS for the use of buy-sell agreements and loan programs. The court also considers what, if any, remedies are appropriate. FINDINGS OF FACT The following findings of fact were stipulated by the parties in their proposed pretrial order or proven by a preponderance of the evidence at trial. See Dkt. 419. 1. Tax Law Solutions, LLC, was formed in Puerto Rico on June 28, 2010. In 2012, it changed its name to TLS Management and Marketing Services, LLC (“TLS”) . 2. TLS is a Puerto Rico-based tax planning and consulting firm divided into the Consulting Division and the Puerto Rico Division. 3. TLS ’s principals are DavidA. Runge and Richard M. Colombik. 4. Colombik testified that, in his opinion, the Consulting Division is valued at about $4.8 million and the Puerto Rico Division is valued at about $30 million. 5. The Consulting Division creates a personalized Capital Preservation Report (“CPR”) for its clients to advise them on how to reduce tax liability. The CPR is the Consulting Division’s main product and has been revised about sixty times. 6. TLS ’s Puerto Rico Division offers a U.S. Possession Strategy (“the Strategy”) . Case 3:15-cv-02121-BJM Document 535 Filed 09/28/18 Page 3 of 40 7. T

FAQs

What claims did TLS Management bring in this case?

TLS brought claims alleging violations of Titles I and II of the Electronic Communications Privacy Act, violations of Puerto Rico’s trade secret protection statute, breach of contract, conversion, and tortious interference with various contracts.

Which claims survived for a five-day non-jury trial?

The surviving claims were TLS’s Wiretap Act claims against Ramos, Rodríguez, ASG, and GOS; TLS’s Trade Secret Act claims against Rodríguez, ASG, and GOS; and TLS’s breach of contract claims against Rodríguez, ASG, and GOS related to use of buy-sell agreements and loan programs.

What major evidence and factual topics does the opinion address under the findings of fact?

The opinion covers TLS’s corporate formation and divisions, the CPR and U.S. Possession Strategy, how the strategy is implemented through documents, the trade-secret allegations tied to strategy methods and client materials, and the subcontractor agreement including confidentiality restrictions.

Sep 16, 2026

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