363 results for 'cat:"Fiduciary Duty"'.
Per curiam, the appellate division finds that the lower court improperly dismissed the company's negligence and breach of fiduciary duty claims against the administrator of its employee healthcare insurance account. The complaint adequately alleged a relationship between the company and the administrator that gave rise to a fiduciary duty, supporting the company's claim that the administrator is responsible for hiring a third-party that fraudulently overcharged it millions of dollars. Reversed.
Court: New York Appellate Divisions, Judge: Per curiam, Filed On: March 6, 2024, Case #: 01192, Categories: fiduciary Duty, Negligence
Chancellor McCormick declines to dismiss class shareholder claims challenging the merger of Microsoft and Activision Blizzard, specifically the Activision board's failure to satisfy statutory provisions of Delaware corporate law, because the merger agreement may have been incompletely approved due to the failure to include essential merger material.
Court: Delaware Chancery Court, Judge: McCormick, Filed On: February 29, 2024, Case #: 2022-1001-KSJM, Categories: Civil Procedure, fiduciary Duty
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J. Nunley denies, in part, a mortgage company’s motion for summary judgment on a homeowner’s action arising from an insurance dispute. There are disputes of fact regarding her claims for violations of the Real Estate Settlement Procedures Act and for breach of fiduciary duty.
Court: USDC Eastern District of California, Judge: Nunley, Filed On: February 29, 2024, Case #: 2:22cv437, NOS: Insurance - Contract, Categories: Real Estate, fiduciary Duty, Banking / Lending
J. Mortensen finds that the trial court should have required trust beneficiaries to more adequately disclose their expected testimonies supporting a challenge to a trustee's handling of a trust, but the error was harmless because the trustee was allowed to depose them on the subjects of their testimony. Also, a computation of damages was not needed to remove the trustee for his refusal to distribute most of the trust assets, so its omission was harmless. Affirmed.
Court: Utah Court Of Appeals, Judge: Mortensen, Filed On: February 29, 2024, Case #: 20220699-CA, Categories: Trusts, fiduciary Duty
J. Jolivette Brown grants a request by an insurance company, dismissing a homeowner’s contract claims arising from her hurricane-related property damages. The policy was issued to the mortage lender. The homeowner, as mortgagor, has not established she is entitled to any benefits from the policy. She unsuccessfully argues the remaining balance on the mortgage is $695,000 and, because the policy limit of $1 million exceeds the mortgage balance by $387,000, the lower, remaining amount is intended to benefit her. The policy does not contain a provision stating that any excess payment would be given to the mortgagor.
Court: USDC Eastern District of Louisiana , Judge: Jolivette Brown, Filed On: February 28, 2024, Case #: 2:23cv6691, NOS: Insurance - Contract, Categories: Insurance, fiduciary Duty, Contract
J. Thrash denies the relator's motion to dismiss the medical equipment manufacturer's breach of fiduciary duty and breach of contract counterclaims in a False Claims Act action arising from the manufacturer's allegedly fraudulent claims for reimbursement and retaliation against the relator for trying to bring the manufacturer into compliance with the law. The breach of fiduciary duty counterclaim based on the relator's alleged mishandling of a license renewal application is not barred by public policy. A reasonable jury could find that misleading the manufacturer with respect to how the renewal process was going was sufficiently negligent to be considered a breach of the duty of care. However, the counterclaim based on the relator's used of confidential information is barred by public policy.
Court: USDC Northern District of Georgia, Judge: Thrash, Filed On: February 27, 2024, Case #: 1:20cv4181, NOS: Qui Tam (31 U.S.C. § 3729(a)) - Torts - Personal Property, Categories: fiduciary Duty, False Claims
J. Robinson preserves certain claims for breach of fiduciary duty, constructive fraud, negligence and violations of the North Carolina Securities Act in this lawsuit between 16 aging investors and related financial groups that allegedly recommended bad investments to the investors. Some of those allegations are well made, while others fail to warrant relief.
Court: North Carolina Business Court, Judge: Robinson, Filed On: February 26, 2024, Case #: 2024-NCBC-10, Categories: Fraud, Securities, fiduciary Duty
Vice Chancellor Laster grants summary judgment to a shareholder in claims challenging a stockholder agreement provision that abdicates control of the corporate board to the founder. The provision violates the "Abercrombie v. Davis" test for governance restrictions because the board cannot freely exercise its powers without first obtaining approval from the founder.
Court: Delaware Chancery Court, Judge: Laster, Filed On: February 23, 2024, Case #: 2023-0309-JTL, Categories: Corporations, fiduciary Duty
J. Theofanis finds that the trial court properly ruled in favor of a company in a contract case it filed against a co-founder of the company who attempted to execute parts of his stock options. The trial court ruled that the company acted “not in bad faith” to restrict the co-founder’s ability to execute parts of the option. On appeal, the co-founder argues that the trial court wrongfully dismissed his counterclaims for breach of contract, alleging that material fact issues made his claim viable. Upon review of the co-founder’s counterclaim, the record does not reflect a genuine fact issue. Affirmed.
Court: Texas Courts of Appeals, Judge: Theofanis, Filed On: February 23, 2024, Case #: 03-22-00632-CV, Categories: Corporations, fiduciary Duty
[Consolidated.] J. Clark finds that the lower court properly declined to dismiss fiduciary duty claims brought by 10 car dealerships after their founder unilaterally froze them out of individual bank accounts. The founder failed to accept the role of a management group he established after the group removed his sole authority over the dealerships, which impeded not only their access to bank accounts but to manufacturer accounts and approvals. The dealerships were properly granted a preliminary injunction, but they may not have been assessed an appropriate undertaking. The issue should be remanded to set a sum that accounts for potential damage to the founder. Affirmed in part.
Court: New York Appellate Divisions, Judge: Clark, Filed On: February 22, 2024, Case #: CV-22-1961, Categories: Damages, fiduciary Duty, Contract
J. Tostrud partially grants the employees' motion for judicial notice of a number of documents in their proposed class action alleging breaches of fiduciary duty and prohibited transactions in relation to their employer's 401(k) plan, and denies the employer and fiduciaries' motion to dismiss the suit. The employees' claims that the fiduciaries' use of particular preferred stock dividends rather than common stock to satisfy the employer's matching-contribution requirements were prohibited under ERISA are sufficient to plausibly allege claims under ERISA and for breach of fiduciary duty, and they have established that they have suffered an economic injury traceable to the allegedly unlawful conduct for standing purposes. As to the documents, the Plan is embraced by the pleadings and the remaining exhibits would not change the court's analysis.
Court: USDC Minnesota, Judge: Tostrud, Filed On: February 21, 2024, Case #: 0:22cv2354, NOS: Employee Retirement Income Security Act (ERISA) - Labor, Categories: Erisa, Securities, fiduciary Duty
J. Hendrix refuses to dismiss, in part, claims filed by a bank against former employees who allegedly schemed to sabotage the bank by providing a "Bank in a Box" to a competitor. The bank has sufficiently alleged claims for civil conspiracy, unfair competition, breach of fiduciary duties and tortious interference.
Court: USDC Northern District of Texas , Judge: Hendrix, Filed On: February 20, 2024, Case #: 5:23cv44, NOS: Defend Trade Secrets Act of 2016 (DTSA) - Property Rights, Categories: Unfair Competition, fiduciary Duty, Banking / Lending
Vice Chancellor Laster declines to dismiss shareholder claims challenging the conversion of a Delaware corporation into a Nevada corporation because the conversion constitutes a self-interested transaction by a controller that benefits fiduciaries while reducing stockholder litigation rights under Nevada law, and thus remains subject to the entire fairness standard.
Court: Delaware Chancery Court, Judge: Laster, Filed On: February 20, 2024, Case #: 2023-0449-JTL, Categories: fiduciary Duty, Conversion
J. Trauger denies the plaintiff nonprofit corporation's motion for a preliminary injunction and partially grants the fund defendants' dismissal motion in this lawsuit asserting claims under the federal Exchange Act, as well as the Tennessee Securities Act and the Tennessee Blue Sky Law. The complaint alleges that the defendants misrepresented that a certain fund was a success and that they failed to disclose that it "had been losing hundreds of thousands of dollars in 2021." However, the corporation fails to show irreparable harm, for purposes of the requested injunction, as it only entrusted money to the defendants. Accordingly, its alleged injury could be remedied "with economic damages at the conclusion of litigation."
Court: USDC Middle District of Tennessee , Judge: Trauger, Filed On: February 20, 2024, Case #: 3:23cv685, NOS: Securities/Commodities/Exchange - Other Suits, Categories: Fraud, Securities, fiduciary Duty
Vice Chancellor Will dismisses shareholder derivative claims contending Walgreens' audit committee board failed to provide oversight regarding overbilling for insulin pens. Demand was not excused since plaintiffs failed to plead the board acted in bad faith by failing to address the issue sooner.
Court: Delaware Chancery Court, Judge: Mitchell, Filed On: February 19, 2024, Case #: 2021-0240-LWW, Categories: fiduciary Duty
J. Hicks grants the Securities and Exchange Commission's motion for partial summary judgment in its case against a bestselling author and wealth coach that sold oil and gas securities as an unregistered broker. No question of material fact exists that she acted as an investment adviser who failed to disclose conflicts of interest such as her entitlement to compensation for the sales. Claimed exclusions do not exempt the coach and her associates from their fiduciary duties.
Court: USDC Nevada, Judge: Hicks, Filed On: February 16, 2024, Case #: 3:22cv269, NOS: Securities/Commodities/Exchange - Other Suits, Categories: Fraud, Securities, fiduciary Duty
J. Vance denies a property manager’s request to strike a former tenant’s claim he violated Louisiana law by failing to notify him for almost one year that his social security number and other personal data had been stolen, resulting in major corporations pursuing him for fraudulent purchases. The ex-landlord argues the former tenant knew his allegations were false based on correspondence between the litigants’ attorneys that included letters to the state’s attorney general. However, the correspondence does not clearly show the ex-tenant's state law claim is defective.
Court: USDC Eastern District of Louisiana , Judge: Vance, Filed On: February 15, 2024, Case #: 2:23cv1450, NOS: Other Contract - Contract, Categories: fiduciary Duty, Negligence, Privacy
J. Carlyle finds that the lower court properly granted summary judgment for the defendant law firm in this suit brought by a liquidating trustee alleging breach of fiduciary duty, legal malpractice, fraudulent transfer and participatory liability, based on the firm's involvement in a recapitalization plan. Summary judgment was appropriate "based on the absence of standing" regarding certain "allegedly assigned causes of action." Also, the firm negated an essential element of the breach of fiduciary duty claim, specifically as to an alleged improper benefit. Affirmed.
Court: Texas Courts of Appeals, Judge: Carlyle, Filed On: February 13, 2024, Case #: 05-23-00264-CV, Categories: Fraud, fiduciary Duty, Legal Malpractice
J. Carnes finds that the district court properly dismissed a breach of contract, fiduciary duty and negligence action brought by the estate and clinic against the insurers stemming from an insurance coverage dispute which arose after a $60 million consent judgement was entered in an underlying wrongful death action in favor of the deceased liposuction patient's estate and against the clinic. The district court correctly found that a four-year statute of limitations applied to the fiduciary duty claim and that the claim was barred by the statute of limitations. The insurance policy unambiguously includes a policy limit of $50,000 for a claim of professional liability. The insurer had already incurred expenses beyond that amount defending the estate claims, therefore the policy limit was exhausted. Affirmed.
Court: 11th Circuit, Judge: Carnes, Filed On: February 8, 2024, Case #: 22-10614, Categories: Insurance, fiduciary Duty, Contract
J. Chutich affirms the Court of Appeals' conclusion that the district court did not abuse its discretion by removing a trustee of the charitable trust, which also owns a major regional bank. District courts may remove trustees for a "serious breach of trust," and such a breach may be a series of smaller breaches which, taken together, justify removal even if none of them would justify it alone. The trustee's pattern of self-dealing with trust resources, including support for an attempted hostile takeover of the bank by outside investors and abusive treatment of a trust grantee, qualifies under this definition.
Court: Minnesota Supreme Court, Judge: Chutich, Filed On: February 7, 2024, Case #: A22-0906, Categories: Trusts, fiduciary Duty
J. Ahlers finds that the lower court properly held that defendants did not breach fiduciary duties after being appointed power of attorney for their elderly mother. The mother requested they buy a truck to transport her to medical appointments and wanted to pay one of her children since she did not wish to be seen as a "freeloader" after moving in with her. Affirmed.
Court: Iowa Court Of Appeals, Judge: Ahlers, Filed On: February 7, 2024, Case #: 23-0090, Categories: fiduciary Duty
J. Kennedy finds that the lower court properly granted summary judgment to the appellees on their fiduciary duty and securities claims against the appellant. Their petition alleged that certain material facts were misrepresented in connection with their investments. The lower court did not err "by refusing to withdraw the deemed admissions," as the appellant argues. Also, the evidence shows that the appellant was a "seller" under the Texas Securities Act. Affirmed.
Court: Texas Courts of Appeals, Judge: Kennedy, Filed On: February 7, 2024, Case #: 05-23-00238-CV, Categories: Securities, fiduciary Duty
J. Dever denies an engineering firm and associated individuals their motion for a partial dismissal of an alleged breach of fiduciary duty brought by the firm’s former president, who claims the owners mismanaged stock and ERISA funds for personal benefit. Although the former president did not hold that position at the time of this filing, he was still a member of the firm’s stock plan, so he has standing to bring the claim.
Court: USDC Eastern District of North Carolina, Judge: Dever, Filed On: February 6, 2024, Case #: 5:23cv324, NOS: Employee Retirement Income Security Act (ERISA) - Labor, Categories: Erisa, Trade, fiduciary Duty