367 results for 'cat:"Fiduciary Duty"'.
J. Anderson affirms the Court of Appeals' decision dismissing the shareholders' buyout claim, finding that while the shareholders' allegations supporting the shareholder status of the bank were sufficient to survive a motion for judgment on the pleadings, the Supreme Court is evenly divided (with J. Thissen taking no part) on the issue of whether beneficial owners of a closely held corporation may initiate an action for a buy-out of their interests. Affirmed in part.
Court: Minnesota Supreme Court, Judge: Anderson, Filed On: May 8, 2024, Case #: A22-0777, Categories: Corporations, fiduciary Duty
J. Trauger partially grants the former employee’s motion to dismiss for failure to state a claim in this lawsuit asserting claims for conversion, fraud, breach of fiduciary duty and unjust enrichment in connection with his alleged use of a skid steer “for his own personal or family benefit.” The court will dismiss the company’s fiduciary duty claim, as it has not shown that the claim is timely under the relevant statute.
Court: USDC Middle District of Tennessee , Judge: Trauger, Filed On: May 6, 2024, Case #: 3:23cv862, NOS: Other Personal Property Damage - Torts - Personal Property, Categories: Employment, fiduciary Duty, Conversion
Per curiam, the Oklahoma Supreme Court approves the Lee Griffin's resignation. Griffin is aware the bar is investigating grievances filed against her, including that she allegedly failed to disburse funds transferred to her upon the sale of marital property in three separate divorce proceedings, as well as failing to take action to seek grandchildren visitation rights on a client's behalf with attorney fees having been paid in advance. She also has pending criminal charges for embezzlement. The attorney's resignation was freely and voluntarily entered.
Court: Oklahoma Supreme Court, Judge: Per curiam, Filed On: May 6, 2024, Case #: SCBD-7650, Categories: Administrative Law, fiduciary Duty, Attorney Discipline
Vice Chancellor Glasscock dismisses claims against two fiduciaries of a video game developer for their roles in a tender offer because allegations they may have engaged in unauthorized communications with the controller are conclusory and insufficient to demonstrate breach of fiduciary duties.
Court: Delaware Chancery Court, Judge: Glasscock, Filed On: May 3, 2024, Case #: 2023-0396-SG, Categories: fiduciary Duty
J. Valihura finds that shareholders of a health care technology company were not adequately informed about its acquisition by a Swedish private equity firm. The trial court improperly held that the transaction satisfied the elements of "Khan v. M&F Worldwide Corp," and the transaction is reviewed under entire fairness.
Court: Delaware Supreme Court, Judge: Valihura, Filed On: May 1, 2024, Case #: 305, 2023, Categories: fiduciary Duty
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J. Robinson finds that the district court properly declined to compel arbitration in fiduciary duty claims an employee brought against the company and the trustee of the contribution retirement plan. The arbitration provision was unenforceable under ERISA because the provision limited relief available to an individual's account and barred a plan-wide remedy. Affirmed.
Court: 2nd Circuit, Judge: Robinson, Filed On: May 1, 2024, Case #: 21-2891-cv, Categories: Erisa, fiduciary Duty
Vice Chancellor Laster dismisses shareholder claims contending that Meta directors, officers, and controllers breached fiduciary duties by managing the company in a firm-specific manner at the expense of the economy as a whole because directors of Delaware corporations owe only firm-specific fiduciary duties.
Court: Delaware Chancery Court, Judge: Laster, Filed On: April 30, 2024, Case #: 2022-0890-JTL, Categories: fiduciary Duty
Chancellor McCormick rules that a series of transactions concerning the ownership percentage of interest in a Congolese palm oil production business do not pass the entire fairness standard for fair process and price, and thus investment funds prevail in breach of fiduciary and related claims.
Court: Delaware Chancery Court, Judge: McCormick, Filed On: April 30, 2024, Case #: 2021-0323-KSJM, Categories: fiduciary Duty
J. Wood partially rules in favor of the employee and the executive in a breach of contract and fiduciary duty action brought by the insurance brokerage firm for violating their employment agreements. The employee's motion for summary judgment is granted as to the firm's claims for breach of non-compete covenant and breach of confidentiality and non-disclosure covenants regarding all clients except one. However, the employee's motion is denied with respect to claims for breach of fiduciary duty, breach of non-solicitation, employee non-interference and confidentiality covenants for information on one client. Genuine issues of fact exist as to whether the employee breached his non-solicitation covenant but undisputed evidence shows that the executive did not breach hers. There is a factual dispute as to whether the executive violated her confidentiality and non-disclosure covenants.
Court: USDC Southern District of Georgia, Judge: Wood, Filed On: April 26, 2024, Case #: 4:23cv54, NOS: Other Contract - Contract, Categories: Employment, fiduciary Duty, Contract
J. Prescott grants the majority owner's motion to dismiss the appeal filed by the minority owners, ruling his motion to confirm an arbitration award was not stayed upon the filing of this appeal.That motion was separate from the underlying civil complaint and did not seek to "enforce or carry out a judgment," as required under the rules of civil procedure.
Court: Connecticut Court Of Appeals, Judge: Prescott, Filed On: April 26, 2024, Case #: AC56348, Categories: Arbitration, Civil Procedure, fiduciary Duty
J. Hassan finds that the trial court properly ruled against the majority shareholder of a corporation on third party claims against accounting firm parties stemming from a dispute with a partner in a hotel business. The shareholder failed to give evidence that the firm owed a fiduciary duty or that there was an alleged breach of any duty to him. Affirmed.
Court: Texas Courts of Appeals, Judge: Hassan, Filed On: April 25, 2024, Case #: 14-22-00769-CV, Categories: Corporations, fiduciary Duty
J. Coutiss dismisses this matter on grounds that the appellant failed to file a compliant brief. The lower court found in favor of appellee in her suit alleging trespass by try title, breach of fiduciary duty, fraud, fraudulent inducement, filing fraudulent deed and lien, unjust enrichment, money had and received, and declaratory judgment. Appellant appealed, but finding his brief deficient, he was granted the opportunity to file an amended brief. Because the amended brief also failed to comply with the Texas Rules of Appellate Procedure, the appeal is dismissed.
Court: Texas Courts of Appeals, Judge: Countiss, Filed On: April 25, 2024, Case #: 01-23-00783-CV, Categories: Civil Procedure, fiduciary Duty
J. Freudenberg finds the district court improperly dismissed the apartment owner's complaint. The owner alleges a notary public covered under the surety company’s bond improperly altered a property deed upon which the apartment owner is a grantee, and the court dismissed for failure to join the notary as a necessary party. Commas separating "notary" from “sureties” in the guiding statute suggest the legislature did not mean to require such a claim to group the notary public and the surety together in the same action. Reversed.
Court: Nebraska Supreme Court, Judge: Freudenberg , Filed On: April 25, 2024, Case #: S-23-357, Categories: Administrative Law, Property, fiduciary Duty
J. Smith finds that the trial court properly and improperly ruled in a breach of fiduciary duty case filed by the co-owner of a corporation against an attorney who represented the corporation in litigation. The co-owners alleged in their complaint that the attorney failed to inform the corporation's board of directors of a possible conflict of interest and aided another owner of the corporation in starting a competing firm. Nothing in the evidence establishes a relationship between the co-owner and the attorney. However, remaining questions on the award of attorney fees in this litigation still exist and should be adjudicated. Affirmed in part.
Court: Texas Courts of Appeals, Judge: Smith, Filed On: April 24, 2024, Case #: 03-22-00234-CV, Categories: Corporations, fiduciary Duty, Attorney Fees
J. Baker finds that the trial court improperly ruled against an interior design firm that a design communications company sued for breach of a promissory note. The design firm argues that genuine fact issues remain on their counterclaims, specifically, an affidavit purporting to challenge the notion that there was a joint venture between the entities, entitling the communications company to a promissory note from the design firm. The trial court did indeed err in excluding the affidavit. Furthermore, the company is not entitled to summary judgment on the firm's breach of fiduciary duty claims while these fact issues exist. Reversed.
Court: Texas Courts of Appeals, Judge: Baker, Filed On: April 24, 2024, Case #: 03-22-00451-CV, Categories: Corporations, Evidence, fiduciary Duty
J. Partida-Kipness finds that the lower court properly granted the appellees' pleas to the jurisdiction in this suit involving the appellant's property taxes and allegations that his payments were not properly applied against a judgment. The pro se appellant fails to adequately brief his issues, and the court additionally finds that the appellees were "entitled to dismissal" based on governmental immunity. Affirmed.
Court: Texas Courts of Appeals, Judge: Partida-Kipness, Filed On: April 24, 2024, Case #: 05-23-00224-CV, Categories: Tax, fiduciary Duty, Jurisdiction
J. Oliver grants, in part, the insurer's motion to dismiss, ruling the union's fiduciary duty claims fail. The alleged increased rates charged by the insurer were determined by the parties' contractual agreements and involved no discretion on the part of the insurer.
Court: USDC Connecticut, Judge: Oliver, Filed On: April 22, 2024, Case #: 3:22cv1541, NOS: Employee Retirement Income Security Act (ERISA) - Labor, Categories: Erisa, fiduciary Duty, Labor / Unions
Vice Chancellor Glasscock declines to dismiss contract claims stemming from a conversion agreement in which shares held by plaintiffs had been diluted because it was reasonably conceivable that plaintiffs had been promised equal shares would be maintained during the company's conversion into a Delaware entity. However, fraud claims should be dismissed for failure to plead the time and place that the representations had been made, and the fiduciary duty claim constitutes improper bootstrapping from the breach of contract claim.
Court: Delaware Chancery Court, Judge: Glasscock, Filed On: April 22, 2024, Case #: 2022-0665-SG, Categories: Fraud, fiduciary Duty, Contract
[Consolidated.] J. Wiley finds that the trial court erred in denying a motion to amend filed by a company's managing member who alleged his business partner cheated him out of the proceeds of a real estate sale. He may bring his claims on behalf of member entities and pursue his conspiracy claims against the business partner. Reversed in part.
Court: California Courts Of Appeal, Judge: Wiley, Filed On: April 19, 2024, Case #: B314426, Categories: Unfair Competition, fiduciary Duty, Contract
J. Oxley finds that the lower court properly dismissed fiduciary duty claims that minority shareholders in a family farming corporation brought against their brother and father because they failed to provide evidence indicating the brother acted as an agent for the operation. Even though he was the operations manager, the brother would have been acting in his own interests or as an employee.
Court: Iowa Supreme Court, Judge: Oxley, Filed On: April 19, 2024, Case #: 22-0259, Categories: Fraud, fiduciary Duty
J. Talwani grants in part a former company president’s motion for judgment as a matter of law against his former company, which successfully sued him for breach of fiduciary duty, breach of contract, misappropriation of trade secrets, trademark infringement and false designation. There wasn’t enough substantial evidence before the jury to determine that the former president improperly obtained meeting minutes from the company.
Court: USDC Massachusetts, Judge: Talwani, Filed On: April 19, 2024, Case #: 1:20cv10926, NOS: Trademark - Property Rights, Categories: Trade Secrets, Trademark, fiduciary Duty