Noell v. City of Carrollton, 431 S.W.3d 682

Background

Air Park Dallas is a residential community built around a privately owned, public-access airport; homeowners have easements and restrictive covenants guaranteeing access to a landing strip. Crow-Billingsley Air Park, Ltd. (CBA) holds record title; Noell (minority owner/operator) and other Homeowners assert rights under contracts, covenants, and easements.
CBA majority owner Billingsley sought redevelopment, caused annexation and municipal regulation by Carrollton; Carrollton adopted an airport ordinance requiring the “owner of the airport” to meet safety/management requirements.
Carrollton’s Property Standards Board (CPSB) found ordinance violations and ordered the airport closed unless the “owner of record” abated them; CPSB refused to accept abatement efforts by Homeowners, Noell, or the Zoning Committee because they were not the record owner.
Homeowners sued CBA, Billingsley, the Zoning Committee, the City, and CPSB asserting breaches of contract, fiduciary duty, interference with easements, and constitutional challenges to the Ordinance and the closure Order; parts of the case were decided on summary judgment and other claims tried to a jury.
Trial court: held the Ordinance facially valid but invalidated CPSB’s closure Order; jury found for Homeowners on contract, fiduciary, restrictive-covenant, and easement-interference claims; trial court awarded damages, declaratory relief, and injunctive relief (including duties on CBA to maintain/operate the airport).
Court of Appeals: affirmed invalidation of CPSB Order, reversed the trial court’s declaration that the Ordinance was facially valid, reversed and remanded portions of declaratory/injunctive relief against the City, and modified one injunction paragraph against CBA; otherwise affirmed trial judgment.

Issues

Issue	Plaintiff's Argument	Defendant's Argument	Held
Validity of CPSB closure Order (due process / nuisance)	Homeowners: CPSB’s Order deprived them of easement/property rights without due process because CPSB treated only record owner as able to abate violations and ignored Homeowners’/Zoning Committee’s efforts.	City/CPSB: CPSB reasonably applied Ordinance and may abate nuisances under police power; its decision deserves deference.	Court: Affirmed reversal of Order — CPSB’s action destroyed protected property/easement rights without due process; CPSB improperly treated record title as sole party able to abate.
Facial constitutionality and vagueness of the Ordinance	Noell/Homeowners: Ordinance is facially invalid/vague (esp. undefined term “owner”; vague adoption requirement of model rules) and authorizes deprivation without due process.	City: Ordinance is a valid exercise of police power to regulate/abate nuisances; CPSB’s conclusions were reasonable.	Court: Reverse trial court’s ruling that Ordinance is facially valid; Ordinance is unconstitutionally vague (term “owner” and model-rule consistency), and provisions allowed deprivation without due process — remand for further proceedings.
Whether Zoning Committee / Billingsley owed fiduciary duties and breached them	Homeowners: Zoning Committee and Billingsley had fiduciary duties arising from restrictive covenants/by-laws and abused their control to harm homeowners.	Billingsley appellants: No fiduciary relationship as a matter of law (commercial/business context); discretionary enforcement presumption under Prop. Code §202.004 shields them.	Court: Affirmed that a fiduciary relationship could exist given the Committee’s governance role; jury findings of breach sustained; §202.004 argument waived or insufficiently preserved.
Liability for breach of contract / duty to maintain and injunctive relief	Homeowners: CBA breached Note/Contract and covenants by failing to maintain/operate airport; injunctive relief needed to protect easements.	CBA/Billingsley: CBA didn’t expressly assume obligations, maintenance doesn’t require operation, injunction overbroad and unnecessary because monetary damages suffice.	Court: Jury verdict and trial court findings largely upheld; court construed maintenance obligation to require preservation (which may require operation to comply with ordinance), affirmed damages, modified injunction to reference Paragraph B of the Note and Contract, and left other injunction aspects for trial court discretion.

Key Cases Cited

Travelers Ins. Co. v. Joachim, 315 S.W.3d 860 (Tex. 2010) (standard for de novo review of summary judgment)
Nixon v. Mr. Prop. Mgmt. Co., 690 S.W.2d 546 (Tex. 1985) (summary judgment burden)
FM Props. Operating Co. v. City of Austin, 22 S.W.3d 868 (Tex. 2000) (competing summary judgments; appellate rendering)
City of Dallas v. Stewart, 361 S.W.3d 562 (Tex. 2012) (police power nuisance abatement vs. constitutional property protections)
City of Keller v. Wilson, 168 S.W.3d 802 (Tex. 2005) (legal-sufficiency review standard)
Grayned v. City of Rockford, 408 U.S. 104 (1972) (vagueness doctrine and danger of arbitrary enforcement)
Lucas v. South Carolina Coastal Council, 505 U.S. 1003 (1992) (limitations on using police power declarations to justify deprivations analogous to takings concerns)
Akin, Gump, Strauss, Hauer & Feld, L.L.P. v. Nat’l Dev. & Research Corp., 299 S.W.3d 106 (Tex. 2009) (circumstances in which prior attorney fees may be recovered as damages)
Crown Life Ins. Co. v. Casteel, 22 S.W.3d 378 (Tex. 2000) (harmless-error analysis for improperly submitted jury theories)