Fiduciary Duties

Corporate Fiduciary Duties in Texas

“Corporation officers and directors are fiduciaries.” “Directors, or those acting as directors, owe a fiduciary duty to the corporation in their directorial actions.”Traditional Formulation of Fiduciary...
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503 Hits

Can Fiduciary Duties Be Waived in a Settlement

Waiving Fiduciary DutiesSettlements of shareholder disputes may later be attacked and set aside if the settlement violated fiduciary duties owed by the defendant to the plaintiff....
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601 Hits

Disclaimers of Reliance in Shareholder Settlements

Settlement agreements that disclaim reliance may provide a defense against a subsequent fraud claim.But not always. When are disclaimers of reliance effective and enforceable? How do...
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318 Hits

Attacking Shareholder Settlements

How can you buy-out a fellow shareholder (or have the company do so) and make sure that the deal is final? The law makes it very...
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327 Hits

Abusive Use of Buy-Sell Agreements

While shareholder agreements—in particular, Buy-Sell provisions—may provide some protection for minority shareholders against shareholder oppression, ordinarily they are not. More often, the Buy-Sell provision becomes the...
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334 Hits

Joint and Several Liability for Breach of Fiduciary Duty

When may a defendant be held jointly and severally liable for the tortious conduct of another? Civil Conspiracy, Aiding and Abetting, Knowing ParticipationThe classic statement was...
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1135 Hits

Texas Civil Practice and Remedies Code 38.001 for Breach of Fiduciary Duty

Can a Plaintiff Recover Attorney’s Fees Under Texas Civil Practice and Remedies Code 38.001 for a Tort Cause of ActionTexas is one of the more liberal...
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1364 Hits

Fiduciary Duties of the Limited Partnership General Partner in Texas

Are Officers of a Corporate General Partner Liable for Breach of Fiduciary Duties in a Texas Limited Partnership?A very common business organization structure in Texas is...
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1357 Hits