Winstead PC

Winstead PC Blogs

Blog Authors

AB CDE F G HIJ K LMNO PQR S TUVWXYZ

Alex Allemann

Zachary B. Allie

Frank Amini, Ph.D.

Latest from Winstead PC

Texas Fiduciary Litigator

Texas Supreme Court Holds That Contractual Clauses That Waive The Statute Of Limitations May Be Enforceable

By David Fowler Johnson on June 18, 2019

In Godoy v. Wells Fargo Bank, N.A., a bank sued a guarantor to recover on a deficiency following a foreclosure sale. No. 18-0071, 2019 Tex. LEXIS 443 (Tex. May 10, 2019). The defendant guarantor alleged that any such claim was barred by the two-year statute of limitations. The lender argued that the guarantor waived the statute-of-limitations defense had been waived by provisions in the loan documents. The guarantor argued that a statute-of-limitations defense can only…

Texas Fiduciary Litigator

Fifth Circuit Affirmed Judgment Against A Company’s Former Officer For Breach Of Fiduciary Duty

By David Fowler Johnson on June 12, 2019

In Ebert v. Dejoria (In re Latitude Sols., Inc.), a bankruptcy trustee sued a company’s former officers for breach of fiduciary duty. No. 18-10382, 2019 U.S. App. LEXIS 13060 (5th Cir. April 30, 2019). The trustee asserted that LSI was a sham company set up to fail from the outset and a vehicle for the officers to participate in a securities-fraud scheme known as “pump-and-dump,” while the officers claimed LSI was legitimately founded to develop…

Texas Fiduciary Litigator

In A Trust Case, A Court Affirms Judgment Against A Beneficiary/Limited Partner’s Aiding-And-Abetting-Breach-Of-Fiduciary-Duty Claim For Distributions To A Trustee/Limited Partner

By David Fowler Johnson on June 12, 2019

In Marshall v. Ribosome L.P., a beneficiary of a trust sued a limited partnership of which the trustee was a partner. No. 01-18-00108-CV, 2019 Tex. App. LEXIS 3787 (Tex. App.—Houston [1st Dist.] May 9, 2019, no pet. history). The beneficiary asserted that the limited partnership aided and abetted a breach of fiduciary duty by making distributions to the trustee, when the trustee was refusing to make distributions to the beneficiary. The trial court granted summary…

Winstead Business Divorce

Partnership Blues: Can a Bad Business Partner be Removed by the Company’s Majority Owner When No Buy-Sell Agreement Exists?

By Ladd Hirsch on June 10, 2019

As we noted in a previous post (Read Here), the disruption and dysfunction caused by a bad business partner who holds a substantial minority stake in the company can lead to the ultimate failure of the business.[1] This is especially true when the company founder has no buy-sell agreement in place that will allow him/her to redeem the minority investor’s interest in the company. When the majority owner has no contract right…

Texas Fiduciary Litigator

Texas Statutes Now Allow A Court To Modify Or Reform An Unambiguous Will

By David Fowler Johnson on June 6, 2019

I. Introduction Historically, Texas courts could not resort to extrinsic evidence to construe an unambiguous will. San Antonio Area Foundation v. Lang, 35 S.W.3d 636 (Tex. 2000). The Texas Supreme Court stated as follows: In construing a will, the court’s focus is on the testatrix’s intent. This intent must be ascertained from the language found within the four corners of the will. The court should focus not on “what the testatrix intended to write, but…

Texas Fiduciary Litigator

Court Held That Heirs Had Standing To Participate In Estate Even After They Received The Assets They Were Due

By David Fowler Johnson on June 6, 2019

In In re Estate of Daniels, after the decedent’s death, his wife and his other heirs filed competing applications for independent administration of his estate. No. 06-18-00049-CV, 2019 Tex. App. LEXIS 2905 (Tex. App.—Texarkana April 11, 2019). After the homestead property was set aside and the temporary administrator conveyed the interests in that property to the wife and the heirs, the wife moved to dismiss the heirs and their pleadings for lack of standing because…

Winstead Business Divorce

Family Law Post–Maximizing Private Company Value in Divorce: Achieving a Successful Business Divorce When the Marriage Fails

By Ladd Hirsch on May 28, 2019

Family Law Max Private Company Value_770 x 330_

Navigating a successful business exit when a marriage ends in divorce often presents challenges for both parties. Leaving aside the emotional tensions present in divorce, resolving conflicts regarding the ownership of business interests in the marital estate is also daunting. This post therefore reviews options for divorcing spouses to in their divorce proceeding. If couples can ratchet down the emotions and the acrimony, the tools discussed in this post may help allow the couple to…

Texas Fiduciary Litigator

Court Affirms Finding Of Undue Influence Regarding Execution Of Will

By David Fowler Johnson on May 25, 2019

In In re Estate of Russey, the decedent was going through a divorce and signed a will. No. 12-18-00079-CV, 2019 Tex. App. LEXIS 1536 (Tex. App.—Tyler February 28, 2019, no pet. history). She died before the divorce was finalized. Her children took their father’s side on some issues. During this time, a sister of a friend of the decedent “swooped in,” befriended the decedent, began taking her to her medical appointments and to the hospital,…

Texas Fiduciary Litigator

Codicil Was Properly Rejected Because It Did Not Adequately Refer To Last Will And Testament

By David Fowler Johnson on May 19, 2019

In In the Estate of Hargrove, two daughters offered their mother’s last will and testament dated in 2017 for probate. No. 04-18-00355-CV, 2019 Tex. App. LEXIS 1703 (Tex. App.—San Antonio March 6, 2019, no pet. history). Their brother offered a subsequent codicil. After an evidentiary hearing, the trial court admitted the will to probate, issued letters testamentary to the daughters as co-independent executors, and denied the son’s application to admit the codicil to probate. The…

Texas Fiduciary Litigator

Federal Court Holds That Trust Beneficiaries’ Claims Against Brokerage Firm Should Not Be Compelled To Arbitration

By David Fowler Johnson on May 11, 2019

In Freeman v. Fid. Brokerage Servs., LLC, the mother of the plaintiffs executed a living trust agreement. No 3:18-CV-0947-G, 2019 U.S. Dist. LEXIS 34694 (N.D. Tex. March 5, 2019). Upon her death, the trust agreement directed that the trust assets were to be divided and allocated into trusts for the benefit of her husband if he was still living and for the benefit of the plaintiffs. Upon the death of the husband, his trust would…

Winstead PC

Winstead PC Blogs

Blog Authors

Texas Supreme Court Holds That Contractual Clauses That Waive The Statute Of Limitations May Be Enforceable

Fifth Circuit Affirmed Judgment Against A Company’s Former Officer For Breach Of Fiduciary Duty

In A Trust Case, A Court Affirms Judgment Against A Beneficiary/Limited Partner’s Aiding-And-Abetting-Breach-Of-Fiduciary-Duty Claim For Distributions To A Trustee/Limited Partner

Partnership Blues: Can a Bad Business Partner be Removed by the Company’s Majority Owner When No Buy-Sell Agreement Exists?

Texas Statutes Now Allow A Court To Modify Or Reform An Unambiguous Will

Court Held That Heirs Had Standing To Participate In Estate Even After They Received The Assets They Were Due

Family Law Post–Maximizing Private Company Value in Divorce: Achieving a Successful Business Divorce When the Marriage Fails

Court Affirms Finding Of Undue Influence Regarding Execution Of Will

Codicil Was Properly Rejected Because It Did Not Adequately Refer To Last Will And Testament

Federal Court Holds That Trust Beneficiaries’ Claims Against Brokerage Firm Should Not Be Compelled To Arbitration

Company

Support

New to the Network