Walker v. F.D.I.C.
| Decision Date | 02 September 1992 |
| Docket Number | 89-2983,Nos. 89-2866,s. 89-2866 |
| Citation | 970 F.2d 114 |
| Parties | Ted G. WALKER and James D. Brunson, Plaintiffs-Appellants, v. FEDERAL DEPOSIT INSURANCE CORPORATION, etc., et al., Defendants-Appellees. Ted G. WALKER, et al., Plaintiffs-Appellants, v. MAINLAND SAVINGS ASSOCIATION, Defendant, the Federal Deposit Insurance Corporation, As Manager of the FSLIC Resolution Fund, As Successor to the Federal Savings and Loan Insurance Corporation, As Receiver for Mainland Savings Association, et al., Defendants-Appellees. |
| Court | U.S. Court of Appeals — Fifth Circuit |
Thomas Lee Bartlett, Coleman, Bartlett & Assoc., Houston, Tex., for plaintiffs-appellants.
Beatrice Valdez, Washington, D.C., Bruce Coulombe, Andrews & Kurth, Houston, Tex., for F.D.I.C.
Raymond M. Hill, pro se.
Douglas A. Sandvig, Houston, Tex., for appellee-Ronald F. Bearden.
Bruce R. Coulombe, Audrey Jean White, Houston, Tex., for Mainland Sav.
William D. Wood, Fulbright & Jaworski, Houston, Tex., for MMB-1, Ltd.
Appeals from the United States District Court for the Southern District of Texas.
Before POLITZ, Chief Judge, BROWN and JOHNSON, Circuit Judges.
In this swelter of multi-court lawsuits, removal, remand, re-removal, settlement and a long-awaited en banc decision, arising out of an atypical land transaction in which the lender allegedly fraudulently failed to make a loan as promised, these interrelated issues emerge: 1) whether the FDIC is a proper party which could remove; 2) whether the district court acquired jurisdiction after the FDIC removed the case from the state appellate court; 3) whether FIRREA applies to cases pending on the date of its enactment; 4) whether the FDIC's voluntary dismissal from the case bars federal jurisdiction; and 5) the merits (or demerits) of the claims against the lender's officers and agents, Hill and Bearden. The district court entertained jurisdiction and granted summary judgment in favor of the FDIC and the officers. First, due to the settlement of all claims involving the FDIC, we dismiss the FDIC from the case; second, we reverse the summary judgment in favor of Defendant Bearden on Walker/Brunson's fraud claim; and third, we affirm the summary judgment in favor of Defendants as to Walker/Brunson's fraud claim against Hill, and with respect to Walker/Brunson's conspiracy and deceptive trade practice claims.
Real estate developers Ted Walker and James Brunson (Walker/Brunson) brought suit in Texas state court against the Mainland Savings Association (Mainland) and two of its directors for Mainland's failure to provide a multi-million dollar loan to the developers in connection with Walker/Brunson's sale of a nine-story office building to Mainland. Two connected suits followed, and these were consolidated in state court. After Mainland was declared insolvent, the Federal Savings and Loan Insurance Corporation (FSLIC) was appointed receiver. The FSLIC removed the case to federal district court and the court remanded back to state court, where summary judgment was granted by the Texas trial court in favor of all the defendants. The case was then appealed to the Texas court of appeals by the losing plaintiffs. The Federal Deposit Insurance Corporation (FDIC) succeeded the FSLIC as receiver and the case was again removed to federal district court, which subsequently adopted the state court's orders. Walker/Brunson brought this appeal. We deferred action on this appeal to await the outcome in In re Meyerland Co., 960 F.2d 512 (5th Cir.1992) (en banc). While the en banc court's decision in Meyerland was pending, the FDIC and Walker/Brunson settled their dispute.
The events giving rise to this appeal center around the 1983 sale of the International Energy Center and surrounding property (IEC Building) to Mainland. Appellants Walker/Brunson allege that in October, 1982, they contacted Ron Bearden, a Mainland officer and director, offering to sell the IEC Building to Mainland. Months of negotiations followed, during which the parties discussed a multi-million dollar project development loan to Walker/Brunson. Walker/Brunson contend that this loan was to constitute substantial consideration for the sale of the IEC Building. It is undisputed, however, that no written loan agreement was ever signed by the parties.
Despite the fact that a loan agreement was not reached, the negotiations culminated in the tax-free exchange of the Building and property on August 8, 1983. According to Walker/Brunson, the transaction was drafted by appellee Raymond Hill, Mainland's attorney and an officer and director of the institution at the time. Walker/Brunson received $1 million cash in exchange for the title to the IEC Building and surrounding property. Walker/Brunson also executed a Warranty Deed with Vendor's Lien to Mainland in which they acknowledged receiving "cash ... in hand paid" as consideration for the sale.
In January, 1985, Walker/Brunson filed suit in state district court, Harris County (Houston), Texas, against Mainland and Hill and Bearden, Mainland's officers, for fraud and breach of contract in connection with the IEC Building sale. On March 25 of that year, Mainland sued separately in Harris County district court to collect on a note (the "Braeburn Hollow Note") executed by Walker/Brunson and Mainland. One week later, on April 2, 1985, Walker/Brunson filed yet another lawsuit in the Harris County district court seeking to enjoin Mainland from foreclosing on real estate collateral securing the Braeburn Hollow Note. Citing the probability of Walker/Brunson's success on the merits of that suit, the court granted a temporary injunction against the foreclosure on May 7, 1985. In July, 1985, these three cases were consolidated in the 190th Judicial District Court, Harris County.
In April 1986, Mainland was declared insolvent, and the Federal Home Loan Bank Board (FHLBB) appointed the Federal Savings and Loan Insurance Corporation (FSLIC) as receiver for the failed institution. The FSLIC then intervened in this case and removed it from the state district court to federal district court. On November 17, 1986, the district court remanded the entire action back to state court, reasoning in its Order that the case involved only state claims. Then, on December 15, 1987, the FSLIC filed a notice of voluntary dismissal without prejudice in state court with respect to its collection claim. Walker/Brunson's action against the FSLIC on the failed loan and the order enjoining the federal agency from foreclosing on the Braeburn Hollow security remained in the consolidated suit in the 190th Judicial District Court.
On July 26, 1989, that court granted the FSLIC's motion for summary judgment on Walker/Brunson's fraud/breach of contract claims in connection with the transfer of the IEC Building and dissolved the temporary injunction against the FSLIC, allowing the agency to go ahead with foreclosure proceedings against Walker/Brunson on the Braeburn Hollow Note. The court also granted summary judgment motions brought by the individual defendants Hill and Bearden, and intervenor MMB-1, Ltd. 1 Walker/Brunson appealed the court's orders to the state court of appeals.
On August 9, 1989, the Federal Institutions Reform, Recovery and Enforcement Act of 1989 (FIRREA) took effect abolishing the FSLIC and establishing the Federal Deposit Insurance Corporation (FDIC) as the successor to the interests of the FSLIC. 2 On August 29, 1989, the FDIC removed Walker/Brunson's state appeal of the summary judgment orders in favor of the FSLIC/FDIC and the other defendants to the U.S. District Court for the Southern District of Texas, Houston Division, under FIRREA § 209 (12 U.S.C. § 1819(b)(2)(B)). On September 1, Walker/Brunson obtained a temporary restraining order in the 234th Judicial District Court of Texas, Harris County, enjoining the FDIC from foreclosing on the collateral for the Braeburn Hollow Note. The same day, the federal district court vacated the state court injunction against the FDIC and adopted the 190th Judicial District Court's summary judgment denial of Walker/Brunson's fraud/breach of contract claims against the FSLIC/FDIC and the individual defendants.
Walker/Brunson then timely appealed to this court. On September 5, 1989, the FDIC foreclosed on the Braeburn Hollow property. After hearing oral arguments from all parties, we deferred decision in this case pending the outcome of In re Meyerland Co. (en banc). While awaiting final decision in that case, on July 2, 1991, the FDIC and Brunson/Walker informed this Court that they had settled all claims between them by filing a Joint Motion to Partially Dismiss Claims. We reserved action on this motion pending Meyerland's outcome. In May, 1992, the en banc court issued its opinion and we then requested the parties to file supplemental briefs in response to Meyerland.
We now grant the parties' joint motion to dismiss and order that all claims involving the FDIC be dismissed. 3 The remaining issue left in this lawsuit involves Brunson/Walker's claim against the officer Defendants. After first resolving at length some jurisdictional questions, we address on the merits the sole issue of whether the district court erred in adopting the state court's grant of summary judgment in favor of the officers.
Brunson/Walker urge on appeal that removal was improper and thus federal jurisdiction lacking. We briefly repeat the important procedural events in this appeal relevant to jurisdiction: (1) the state court's July 26, 1989 order granting summary judgment for the FDIC and other defendants, and simultaneous order dissolving the May 7, 1985, temporary injunction against the FSLIC's planned foreclosure on collateral securing the Braeburn Hollow Note; (2) Walker/Brunson's appeal to the state appellate court; (3) the FDIC's August 29, 1989 removal of Walker/Brunson's state appeal...
To continue reading
Request your trial
-
New Rock Asset Partners, L.P. v. Preferred Entity Advancements, Inc.
...without revisiting the issue. See, e.g., Bank One Tex. N.A. v. Morrison, 26 F.3d 544, 547 (5th Cir.1994); Walker v. Federal Deposit Ins. Corp., 970 F.2d 114, 120 (5th Cir.1992); Federal Sav. and Loan Ins. Corp. v. Mackie, 962 F.2d 1144, 1148 (5th Cir.1992). Other aspects of Fifth Circuit ju......
-
Elbar Invs., Inc. v. Okedokun (In re Okedokun)
...Tsai v. Chang , No. 05-00-00177-CV, 2001 WL 717807, at *7 (Tex. App.—Dallas June 27, 2001, pet. denied) ; see also Walker v. F.D.I.C. , 970 F.2d 114, 122 (5th Cir. 1992) ; LHC Nashua P'ship, Ltd. v. PDNED Sagamore Nashua, LLC , No. H-07-126, 2009 WL 10681043, at *13 (S.D. Tex. Apr. 9, 2009)......
-
Alliance for Good Gov't v. Coal. for Better Gov't
...F.2d 676, 679 (Fed. Cir. 1991) (internal quotation marks and citation omitted).20 Insituform , 385 F.3d at 1373 (citing Walker v. FDIC , 970 F.2d 114, 122 (5th Cir. 1992) ).21 See Baker , 821 F.3d at 623 n. 1 (explaining that the legislative history indicates that the purpose of the fee-shi......
-
Petri v. Gatlin
...if he did not personally violate the Act. For the most part, that is an accurate statement of Texas law. See Walker v. Federal Deposit Ins. Co., 970 F.2d 114, 122 (5th Cir.1992) (recognizing that an individual corporate agent may be held liable under the DTPA for "oral or written misreprese......