Breach of Fiduciary Duty Claims Against Trustees/Managers of Closely-Held Businesses
Recording of a 90-minute CLE video webinar with Q&A
This CLE course will guide estate planning counsel, fiduciary advisers, and litigators in pursuing and defending breach of fiduciary duty claims against trustees whose trusts have significant or controlling interests in closely-held businesses. These circumstances often arise after the death of a principal owner or founder. The panel will discuss the risks of an employee or officer of a closely-held business serving as a trustee, detail possible issues concerning conflicts of interest, and describe various states' rules and approaches to claims against trustees/managers after the death of a principal owner of a closely-held corporation.
Outline
- Breach of fiduciary duty claims against trustees who are also officers or managers of closely-held businesses held in whole or in part by a trust
- Management decisions, including distribution, capital expenditures, diversification of business lines, and sale or divestiture of some or all of the business
- Improper delegation claims
- Conflict of interest claims
- Business judgment rule application, including legislative initiatives
- Enhanced scrutiny, fairness standard, and gross negligence in evaluating business decisionmaking
- Documentation to evaluate fiduciary's discretion
Benefits
The panel will review these and other critical topics:
- Identifying increased possibility of conflict of interest claims due to having to strike a balance between the duties owed as trustee and those owed as officer/manager
- How courts apply the standard of fiduciary duty and the business judgment rule in evaluating whether a trustee/manager acted correctly
- Business judgment rule presumptions relating to the good faith and ordinary care of the trustee serving as officer/manager and how to rebut those presumptions
- What types of documents and fact patterns impact whether the trustee/manager can demonstrate that they met their fiduciary duties and obligations
Faculty
![Fair, Kenneth](/img/t/4326f170b1894895ec8586582b6eceb4.jpg)
Kenneth J. Fair
Partner
Wright Close & Barger
Mr. Fair's practice focuses on in the area of general commercial litigation, with an emphasis on complex probate,... | Read More
Mr. Fair's practice focuses on in the area of general commercial litigation, with an emphasis on complex probate, trust, and fiduciary litigation. He represents executors, trustees, and beneficiaries in will contests, disputes over will and trust interpretation, removal actions, and fiduciary-liability actions. He has written and presented on trust, probate and guardianship issues.
Close![Johnson, David](/img/t/8c48b1337dabe04972d576f3b0a9076b.jpg)
David Fowler Johnson
Managing Shareholder/Fort Worth Office
Winstead
Mr. Johnson is widely recognized as one of the go-to fiduciary litigators in Texas. His practice focuses on trust,... | Read More
Mr. Johnson is widely recognized as one of the go-to fiduciary litigators in Texas. His practice focuses on trust, estate, and closely-held business disputes. A frequent writer and speaker, David is known around the state as a thought leader in the fiduciary area. Mr. Johnson’s experience in trust and estate disputes includes will contests, elder abuse, mental competency, undue influence, trust modification/reformation/clarification, breach of fiduciary duty and related claims. Additionally, he has a transactional practice for trust departments in providing legal opinions on the construction of trust documents, documenting release and consent agreements, resignations, successor appointments, modification of trusts, trust mergers, trust severances, etc.
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