Houston-Based Lawyers Experienced in Defending and Pursuing Fiduciary Liability Claims

A fiduciary duty is the highest duty imposed by law. Any claims of fiduciary liability will be complex and require a lawyer experienced in both defending and pursuing these claims. If you believe a breach of fiduciary duty has occurred, or have been accused of a breach, getting at the heart of the matter can be challenging. At Burford Perry, our lawyers have over 55 years of combined experience both helping clients pursue fiduciary liability claims and defending those accused of breaching fiduciary liability.

In D Bobbit Noel Jr. v Chief Energy and Devon Energy Holding, L.L.C., Robert Burford (co-counsel with Gibbs & Bruns) represented Vinson & Elkins attorney, D. Bobbitt Noel, in a fraud and breach of fiduciary duty case against billionaire Trevor Rees-Jones, Chief Energy, and Devon Energy. Noel alleged an old friend, Rees-Jones, cheated him when he bought out Noel’s stake in a highly successful shale gas company, Chief Energy. After a several week trial and favorable jury verdict, the trial court entered a $196 million judgment for Noel.

In Collins v. Martinez and CAROL Crane, Brent Perry prosecuted shareholder oppression and fiduciary duty claims for the minority owner of a construction services company. The two friends and owners were divided over whether to accept a $27 million buyout from a private equity firm. Brent Perry was able to settle the case for most of the claimed damages on the day before trial.

How Does The Law Define Fiduciary Duty?

It is impossible to give a comprehensive definition of fiduciary duties.[1] Individuals who take on fiduciary duties are usually officers, directors, agents, executors, administrators, or trustees –and are referred to as the fiduciary. Fiduciaries act on the behalf of a principal or party.

Fiduciaries have a duty to avoid any conflicts of interest between themselves and their principals or between the principals and any of the fiduciary’s own clients. The fiduciary duty holds that “a corporate officer or director must act in good faith and must not allow his or her personal interest to prevail over the interest of the corporation.”[2] Also, “the duty of loyalty places restrictions on a governing person’s ability to participate in transactions on behalf of the company when the person has a personal interest in the transaction.”[3]

Some common types of fiduciary relationships include:

  • Trustees and beneficiaries
  • Guardians and wards
  • Executors of estates and heirs
  • Directors/Officers and shareholders

These fiduciaries are expected to act in the utmost good faith, perfect candor, openness, honesty, and total absence of any concealment or deception. The fiduciary duty can be formal or informal. Facts indicating greater control by one party can be the basis for an informal fiduciary.[4] A fiduciary duty arises from a relationship of trust and confidence.

The duties of loyalty, care, and good faith are all elements of the fiduciary duty:

  • Duty of care – A duty of care is to act in the conduct of the business with the care an ordinarily prudent person would exercise in similar circumstances.[5] .
  • Duty of loyalty – The dutyof loyalty requires an extreme measure of candor, unselfishness, and good faith on the part of the officer or director.[6]
  • Duty of good faith – A fiduciary duty encompasses, at the very minimum, a duty of good faith and fair dealing.[7] Fiduciaries are expected not to violate laws and be fair and honest in fulfilling their duties.
  • Confidential duty – The law recognizes the existence of confidential relationships in those cases “in which influence has been acquired and abused, in which confidence has been reposed and betrayed.”[8]
  • Duty of prudence – Estate trustees and other fiduciaries must administer their duties with the care and caution a prudent trustee would exercise.[9]
  • Duty of disclosure – Fiduciaries are required to act with complete candor. A fiduciaryduty of full disclosure requires disclosure of all material facts known to the fiduciary that might affect the rights of the person to whom the duty is owed.[10]

Breach of Fiduciary Duty

Breach of fiduciary duty occurs when a fiduciary obtains profits or other advantages through self-dealing or causes a loss to the principal. Breach of fiduciary duty can take many forms, some of which are apparent, and others that require examination of fiduciary accounts and transactions in detail.

In determining whether a breach of fiduciary duty occurred, the principals or the party to which the fiduciary owes its duty must show: (1) a fiduciary duty existed at the time of the dispute or breach in question, (2) the breach was within the scope of the fiduciary’s relationship and duty, and (3) the breach caused the principal to suffer a loss.[11] Some common examples of a breach of fiduciary duty include:

  • A director or officer making a business decision to benefit himself personally, but that harms a company’s overall success.
  • A guardian taking and selling assets belonging to their ward.
  • An executor of an estate overpaying himself for services to the heirs.

Resolving Fiduciary Liability Claims

It is not easy to determine whether a fiduciary has breached his duties or acted improperly, especially where complex financial and business matters are involved. If a breach occurred, court proceedings may be necessary to remedy or to remove a fiduciary from his or her position. Sometimes, a fiduciary accused of breaching their duty needs a dogged defense team to protect the fiduciary’s best interests. Fiduciary liability cases should never be handled without the help of a lawyer.

Houston Attorneys for Fiduciary Liability Claims

The attorneys at Burford Perry LLP have extensive experience both as plaintiff and defense counsel in fiduciary liability cases. Our experience allows us to thoroughly evaluate a fiduciary’s actions to determine whether or not a breach occurred, and what, if any, damages would remedy the situation. While our attorneys have successfully obtained out of court settlements in fiduciary liability cases, we also have a proven track record of success in the courtroom. If you suspect a breach of fiduciary duty occurred, or if you have been accused of a breach, contact us today for a confidential consultation.

[1] Kinzbach Tool Co. v. Corbett-Wallace Corp, 160 S.W.2d 509, 512 (Tex. 1942).

[2] Landon v. S & H Marketing Group, Inc., 82 S.W.3d 666, 675 (Tex.App.—Eastland 2002, no pet.).

[3] Allen v. Devon Energy Holdings, 367 S.W.3d 355, 397 (Tex. App.—Houston [1st Dist.] 2012).

[4] See Redmon v. Griffith, 202 S.W.3d 225, 237 (Tex.App.-Tyler 2006, pet. denied).

[5] Tex. Bus. Org. Code § 152.206 (partnerships).

[6] Landon v. S & H Marketing Group, Inc., 82 S.W.3d 666, 675 (Tex.App.—Eastland 2002, no pet.).

[7] Crim Truck & Tractor Co. v. Navistar Intern. Transp. Corp., 823 S.W.2d 591, 593 (Tex. 1992).

[8] Texas Bank & Trust Co. v. Moore, 595 S.W.2d 502, 507 (Tex.1980).

[9] Tex. Bus. Org. Code § 152.206 (partnerships).

[10] Home Loan Corp. v. Texas American Title Co., 191 S.W.3d 728, 731 (Tex.App.—Houston [14th Dist.] 2006, pet. denied).

[11] National Plan Administrators, Inc. v. National Health Ins. Co., 235 S.W.3d 695, 701 (Tex. 2007).

Fiduciary Liability