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 Action Texas is one of the more...

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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...

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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 Participation The classic statement...

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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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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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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...

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Can Fiduciary Duties Be Waived in a Settlement

Waiving Fiduciary Duties Settlements of shareholder disputes may later be attacked and set aside if the settlement violated fiduciary duties owed by the defendant to the...

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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...

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