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Fiduciary Duty TX Supreme Court

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Texas Supreme Court Reverses Order In Trust Dispute Granting A Constructive Trust

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In In re Trust A & Trust C, a beneficiary sued a trustee for breach of fiduciary duty and sought a constructive trust over assets that were transferred out of the trust. 690 S.W.3d 80 (Tex. 2024)....more

Charles E. Rounds, Jr. - Suffolk University...

Trustee in breach of trust conveys trust property to a third party: Is the transferee a necessary party to an action for breach...

If the trustee in breach of trust conveys the trust property to a third party to the trust relationship, would the transferee be a necessary party to any action for breach of trust that the trust beneficiaries might bring?...more

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Who Has The Duty To Prepare An Accounting When The Trustee Dies Or Becomes Incapacitated?

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Beneficiaries of trust can face a difficult situation when the trustee of their trust either dies or becomes incapacitated. They may have many questions about the trust, such as what assets are in the trust or should be in...more

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Federal Court Denies Summary Judgment On Breach Of Fiduciary Duty Claim Against Former Employee

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In Eho360 LLC v. Opalich, an employer sued its former employee for breaching fiduciary duties and other related claims regarding the former employee setting up a competing business. No. 3:21-CV-0724-B, 2023 U.S. Dist. LEXIS...more

Butler Snow LLP

Why Exercise is Important to a Healthy Legal Diet: Texas’s Discovery Rule will not save a party owed a fiduciary duty if it does...

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In Texas, the Discovery Rule defers accrual of a cause of action, and thus delays the running of the statute of limitations, until a party knows or, if exercising reasonable diligence, should have known about the facts that...more

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Texas Supreme Court Affirms The Release In A Family Settlement Agreement That Protected A Former Trustee’s Estate From Claims And...

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In Austin Trust Co. v. Houren, beneficiaries of a trust executed a family settlement agreement with the former trustee’s estate. No. 21-0355, 2023 Tex. LEXIS 285 (Tex. March 23, 2023)....more

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The Texas Supreme Court Affirms A Summary Judgment For A Fiduciary Defendant Based On The Statute Of Limitations And The Duty To...

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The Court noted that a claim generally accrues when the defendant’s wrongful conduct causes the claimant to suffer a legal injury. Id. The Court also noted that the discovery rule can defer accrual of limitations...more

Freeman Law

Texas Law Update: Statute of Limitations, the Discovery Rule, and Fraudulent Concealment

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On January 13, 2023, the Texas Supreme Court issued its opinion in Marcus & Millichap Real Estate Investment Services of Nevada, Inc. v. Triex Texas Holdings, LLC, __ S.W.3d __, 2023 WL __ (Tex. Jan. 13, 2023) (per curiam)...more

Patterson Belknap Webb & Tyler LLP

Delaware Court Finds Texas’s Trust Fund Doctrine Lives, but Debtor’s Fiduciary Claims Dead on Arrival

A Delaware bankruptcy court recently held that Texas’s “trust fund doctrine” remains applicable for companies that have not availed themselves of Texas’s formal dissolution process.  Nonetheless, fiduciary claims by a...more

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Texas Supreme Court Holds That A Director Of A Corporation Cannot Hold An Informal Fiduciary Duty To A Stockowner

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In In re Estate of Poe, shortly before his death, Dick, who was the sole director of Poe Management, Inc. (PMI), authorized the corporation to issue new shares that he bought for $3.2 million. No. 20-0178, 2022 Tex. LEXIS 544...more

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Texas Supreme Court Holds That A Director Of A Corporation Cannot Hold An Informal Fiduciary Duty To A Stockholder

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In In re Estate of Poe, shortly before his death, Dick, who was the sole director of Poe Management, Inc. (PMI), authorized the corporation to issue new shares that he bought for $3.2 million. No. 20-0178, 2022 Tex. LEXIS 544...more

Butler Snow LLP

Texas Supreme Court Clarifies Proper Service on Out-of-State Financial Institutions

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The Texas Estates Code requires an out-of-state fiduciary to appoint the Secretary of State as the fiduciary’s agent for service of process. The Texas Civil Practice and Remedies Code, however, states that an out-of-state...more

Freeman Law

The Business Judgment Rule in Texas

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Corporate officers and directors owe a fiduciary duty to the corporation that they serve, and they can be held liable if they breach that fiduciary duty. Fiduciary duties are not codified in the Texas Business Organizations...more

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The Plight of Oppressed Private Company Minority Investors:  No Legal Escape Available Without a Buy-Sell Agreement in Place

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The legal front remains forbidding for private company minority investors who seek to secure a buyout of their ownership stake based on claims for oppression against the company’s majority owners. It has been six years since...more

King & Spalding

Freedom of Contract Cited as the Reason for Texas Supreme Court's Affirmation of Court of Appeals Judgment in ETP v. Enterprise

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On January 31, 2020, the Texas Supreme Court (the “Court”) affirmed the 2017 judgment of the Dallas Court of Appeals that Texas law upholds the rights of contracting parties to agree not to be partners unless certain...more

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Texas Supreme Court Holds That  Parties Can Conclusively Agree That, As Between Themselves, No Partnership Will Exist Unless...

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In Energy Transfer Partners, L.P. v. Enter. Prods. Partners, L.P., one pipeline company sued another for breaching a duty of loyalty that allegedly arose out of a partnership to develop a pipeline. No. 17-0862, 2020 Tex....more

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Business Owners Take Note as Enterprise Completes Its Mission: Supreme Court Holds No Common Law Partnership Was Formed with ETP

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The long-running legal saga between Enterprise Products Partners (“Enterprise”) and Energy Transfer Partners (“ETP”) may finally be nearing its end after the Texas Supreme Court issued a unanimous decision last Friday,...more

Jackson Walker

In Major Partnership Decision, Texas Supreme Court Affirms That Businesses Can Contract for Conditions Precedent to Preclude the...

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Disputes often arise over whether parties have agreed to, or by their conduct they have, committed themselves to a transaction. On January 31, 2020, the Texas Supreme Court delivered its decision in Energy Transfer Partners,...more

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The Texas Legislature Has Limited Discovery Of A Defendant’s Net Worth For Exemplary Damage Claims

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Plaintiffs in civil litigation often seek punitive or exemplary damages. “Exemplary damages” means any damages awarded as a penalty or by way of punishment but not for compensatory purposes....more

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ETP v. Enterprise: Texas Partnership Created by Conduct — A Dog That Won’t Hunt

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Following Supreme Court arguments last month, the final chapter in the long-running legal battle between Energy Transfer Partners LP (“ETP”) and Enterprise Products Partners (“Enterprise”) is finally coming to an end. ETP is...more

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Shareholder Oppression Claims: Looking Past the Urban Myth to Remedies that Continue to Survive in The Real World of Texas Law

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Many Texas lawyers and their private company clients continue to refer to the claim for shareholder oppression as if it remains a viable cause of action under Texas law. And yet, for all practical purposes, the claim for...more

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Trustee Compensation in Texas - Presentation

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Areas of Discussion: - In this Presentation, we will discuss the following: - Duty of loyalty; - Authority for trustee compensation; - Factors for reasonable compensation; - Other issues arising from trustee...more

A&O Shearman

Texas Supreme Court Agrees to Review Controversial Ruling Regarding Texas Partnerships

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On June 28, 2019, the Texas Supreme Court agreed to review a ruling from the Fifth Court of Appeals in Dallas in the case of Energy Transfer Partners LP et al. v. Enterprise Products Partners LP et al, No. 529 S.W.3d 531...more

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Melancholy Minority Shareholders: Five-Years after Ritchie v. Rupe, No Cause for Celebration by Texas Private Company Investors

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Almost five years have passed since the Texas Supreme issued its decision in Ritchie v. Rupe in 2014 abolishing shareholder oppression as a claim under common law by minority shareholders in private Texas companies....more

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Texas Supreme Court Holds That A Fraud-By-Nondisclosure Claim Can Apply Outside Of A Fiduciary Or Confidential Relationship

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In Bombardier Aero. Corp. v. Spep Aircraft Holdings, a plaintiff who had purchased an aircraft sued the defendant for fraud associated with representations regarding whether the aircraft was new or used. No. 17-0578, 2019...more

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