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Jeffrey M. Templeton, Director and Shareholder v. RKR Investments Inc., a Nevada Corp. RKR Operations, Inc., a Texas Corp. RKR Technologies, LTD., a Texas Limited Partnership And Bob Reece, as Trustee of the Bobby Neale Reece Revocable Trust
02-18-00024-CV
Tex. App.
May 24, 2018
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Background

  • RKR Investments, Inc. (Investments) is a Nevada corporation with two directors: appellant Jeffrey M. Templeton (≈40% shareholder) and Bob Reece (≈41% via trust). Templeton is a CPA seeking access to corporate books for an audit.
  • Templeton sued as a director to obtain financial records; parties placed a Rule 11 agreement on the record requiring monthly data pulls and a good-faith full-day mediation before further litigation.
  • Reece intervened and sought appointment of a receiver under Nevada law, alleging Templeton was blocking a previously agreed sale and that assets could be lost. Templeton contended a sale before an audit would destroy evidence.
  • At multiple hearings the parties and court agreed on the record that grounds existed for appointing a receiver, though they disagreed on the scope, governing law (Nevada v. Texas), and the specific appointee. Templeton both argued for appointment of a neutral (custodian) and submitted proposed receiver orders and candidate résumés.
  • The trial court received testimony (including that Investments incurred roughly $495,000 in litigation and accounting fees) and on December 28, 2017 appointed a receiver (J. Robert Forshey) with authority to, among other duties, evaluate sale of subsidiaries/divisions. Templeton appealed interlocutorily.

Issues

Issue Plaintiff's Argument (Templeton) Defendant's Argument (Reece/Investments) Held
Whether appointment of a receiver was an abuse of discretion Court abused discretion; receiver unnecessary/overbroad Parties stipulated facts justifying a receiver; litigation threatens corporate assets Overruled — no abuse. Stipulation and evidence support appointment.
Whether Reece lacked standing to intervene for a receiver because parties breached Rule 11 mediation requirement Reece violated Rule 11 (didn’t mediate), so intervention improper Challenge depends on compelling mediation; trial court didn’t deny mediation appealably Dismissed for lack of appellate jurisdiction — interlocutory orders referring to mediation are not reviewable.
Whether trial court erred by denying appointment of a custodian instead of receiver Requested custodian under Nevada law as narrower alternative Trial court properly appointed receiver; custody vs. receivership ruling not appealable interlocutorily Dismissed for lack of appellate jurisdiction — no statute authorizes interlocutory appeal of custodian denial.
Whether evidence was sufficient to support receivership (including alleged $495,000 fees) Evidence insufficient to show danger of sacrifice or loss to corporate assets Parties’ stipulations plus evidence of substantial litigation/accounting expenses support receivership under Nevada law Overruled — evidence and stipulated facts support appointment under Nev. Rev. Stat. § 78.650(e).

Key Cases Cited

  • Low v. Henry, 221 S.W.3d 609 (Tex. 2007) (standards for abuse of discretion review)
  • Cire v. Cummings, 134 S.W.3d 835 (Tex. 2004) (abuse-of-discretion standard explained)
  • In re Marriage of Davis, 418 S.W.3d 684 (Tex. App.—Texarkana 2012) (party who seeks appointment cannot later challenge jurisdiction to appoint)
  • Transcon. Oil Co. of Nev. v. Free, 391 P.2d 317 (Nev. 1964) (Nevada statute provides several bases for temporary receivership)
  • Spiritas v. Davidoff, 459 S.W.3d 224 (Tex. App.—Dallas 2015) (appointment/termination of receivership within trial court’s discretion)
  • Unifund CCR Partners v. Villa, 299 S.W.3d 92 (Tex. 2009) (no abuse where trial court relies on some probative evidence)
Read the full case

Case Details

Case Name: Jeffrey M. Templeton, Director and Shareholder v. RKR Investments Inc., a Nevada Corp. RKR Operations, Inc., a Texas Corp. RKR Technologies, LTD., a Texas Limited Partnership And Bob Reece, as Trustee of the Bobby Neale Reece Revocable Trust
Court Name: Court of Appeals of Texas
Date Published: May 24, 2018
Citation: 02-18-00024-CV
Docket Number: 02-18-00024-CV
Court Abbreviation: Tex. App.