Topic: characterized by ultra vires, fraudulent, and injurious pra… · Go Syfert
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Topic #18854

7 canonical passages across 3 cases, quoted by 22 opinions in total. These passages cluster together because the same opinions keep quoting them side by side — they state parts of one doctrine. The anchor passage is from Cates v. L. C. Sparkman & Wise County Coal Co..

#Case FlagCanonical passage Citers
1 Cates v. L. C. Sparkman & Wise County Coal Co. Anchor
tex · 1889
green “characterized by ultra vires, fraudulent, and injurious practices, abuse of power, and oppression on the part of the company or its controlling agency clearly subversive of the rights of the minority, or of a shareholder, and which, without such interference, would leave the lat…” 4
2 Cates v. L. C. Sparkman & Wise County Coal Co.
tex · 1889
green “regarded as indispensable as the basis for such a shareholder derivative suit: the company must refuse to sue; there must be a breach of duty; there must be injury to the stockholder.” 3
3 Cates v. L. C. Sparkman & Wise County Coal Co.
tex · 1889
green “under the business judgment rule, a shareholder cannot institute a derivative suit on the corporation's behalf by merely showing that the board's refusal to act was unwise, inexpedient, negligent, or imprudent.” 3
4 Commonwealth v. Davis
tex · 1942
green “must prove a personal cause of action and personal injury.” 3
5 Webre v. Sneed
texapp · 2011
green “equitable owner of stock in united salt because texas united owns all of the stock in united salt.” 3
6 Webre v. Sneed
texapp · 2011
green “sections (b) through (h) of article 5.14 do not apply to derivative suits filed on behalf of closely held corporations.” 3
7 Webre v. Sneed
texapp · 2011
green “to bring a derivative suit in the right of a corporation, a shareholder must show that the board of directors' refusal to act was governed by something beyond unsound business judgment.” 3

A red or yellow flag on a member means the underlying case has negative treatment — for those, check the case page before relying on the passage.

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