Wilshire Oil Company of Texas v. Riffe, No. 10049.

CourtUnited States Courts of Appeals. United States Court of Appeals (10th Circuit)
Writing for the CourtPHILLIPS, HILL, and SETH, Circuit
Citation406 F.2d 1061
Docket NumberNo. 10049.
Decision Date17 March 1969
PartiesWILSHIRE OIL COMPANY OF TEXAS, a corporation, Appellant, v. L. E. RIFFE, Appellee.

406 F.2d 1061 (1969)

WILSHIRE OIL COMPANY OF TEXAS, a corporation, Appellant,
v.
L. E. RIFFE, Appellee.

No. 10049.

United States Court of Appeals Tenth Circuit.

February 4, 1969.

Rehearing Denied March 17, 1969.


Richard H. Shaw, Denver, Colo. (Leland E. Modesitt, of Modesitt & Shaw, Denver, Colo., and Robert J. Woolsey, of Farmer, Woolsey, Flippo & Bailey, Tulsa, Okl., of counsel, with him on the brief), for appellant.

David M. Thornton, Tulsa, Okl. (Thornton, Stamper & Dalton, and Gerald

406 F.2d 1062
G. Stamper, Tulsa, Okl., with him on the brief), for appellee

Before PHILLIPS, HILL, and SETH, Circuit Judges.

SETH, Circuit Judge.

This is an appeal by the plaintiff-appellant from a portion of the judgment of the trial court in this action which was commenced by the plaintiff corporation against one of its former corporate officers. The suit was to recover profits made by the corporate officer by participating in competitive enterprises, in receiving personally commissions for corporate construction work, and to recover the compensation paid to the officer by the corporation during the period he was interested in a competitive corporation.

This is the second appeal. This court on the first appeal reversed and remanded the case, holding that the defendant had breached his duty to the corporation and had engaged in activities contrary to the terms of his contract of employment (Wilshire Oil Co. of Texas v. Riffe, 381 F.2d 646). On remand the trial court entered judgment on the claims for recovery of the profits made through participating in a competitive corporation, but denied the corporation recovery of the compensation it paid to the defendant for this period.

The nature and extent of the fiduciary duties owed by a corporate officer to the corporation he serves have been long established. This matter was considered at some length in the previous opinion in this case as it related to these facts and need not be repeated here. As stated in the first opinion the acts of the appellee also constituted a breach of his contract of employment. On the prior appeal all the basic and determinative issues were thus decided.

When a corporate officer engages in activities which constitute a breach of his duty of loyalty, or if it is a wilful breach of his contract of employment, he is not entitled to compensation for services during such a period of time although part of his services may have been properly performed. In the Restatement (Second),...

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19 practice notes
  • HTS, Inc. v. Boley, No. CV–12–835–PHX–SMM (BSB).
    • United States
    • U.S. District Court — District of Arizona
    • June 21, 2013
    ...to mandate forfeiture of all compensation paid during a period of disloyalty”) (emphasis in original); Wilshire Oil Co. of Tex. v. Riffe, 406 F.2d 1061, 1062–63 (10th Cir.1969) (relying on Restatement (Second) Agency § 469 to award corporation damages in the form of compensation paid to cor......
  • TA Pelsue Co. v. Grand Enterprises, Inc., Civ. A. No. 89-S-1645.
    • United States
    • United States District Courts. 10th Circuit. United States District Court of Colorado
    • June 25, 1991
    ...he engaged in activities constituting a breach of his fiduciary duty and his duty of loyalty to Pelsue Co. Wilshire Oil Co. v. Riffe, 406 F.2d 1061, 1061-62 (10th Cir.1969), cert. denied, 396 U.S. 843, 90 S.Ct. 105, 24 L.Ed.2d 92 (1969); Koontz, 787 P.2d at 197; Jet Courier, 771 P.2d at 500......
  • Lawson v. Baltimore Paint and Chemical Corporation, Civ. No. 18497.
    • United States
    • United States District Courts. 4th Circuit. United States District Court (Maryland)
    • May 31, 1972
    ...a wilful breach of his duty, full recovery by the plaintiff has generally been allowed. See e. g., Wilshire Oil Co. of Texas v. Riffe, 406 F.2d 1061 (10 Cir. 1969), cert. den. 396 U.S. 843, 90 S.Ct. 105, 24 L.Ed.2d 92 (1969); Backus v. Finkelstein, 23 F.2d 357 (D.Minn.1927). Where, however,......
  • Dick v. Koski Prof'l Grp., P.C., No. S-19-132.
    • United States
    • Supreme Court of Nebraska
    • October 30, 2020
    ...note 33.55 See, e.g., Wadsworth v. Adams , 138 U.S. 380, 11 S. Ct. 303, 34 L. Ed. 984 (1891) ; Wilshire Oil Company of Texas v. Riffe , 406 F.2d 1061 (10th Cir. 1969) ; Flint River Pecan Co. v. Fry , 29 F.2d 457 (5th Cir. 1928) ; Backus v. Finkelstein , 23 F.2d 357 (D. Minn. 1927) ; T.A. Pe......
  • Request a trial to view additional results
19 cases
  • HTS, Inc. v. Boley, No. CV–12–835–PHX–SMM (BSB).
    • United States
    • U.S. District Court — District of Arizona
    • June 21, 2013
    ...to mandate forfeiture of all compensation paid during a period of disloyalty”) (emphasis in original); Wilshire Oil Co. of Tex. v. Riffe, 406 F.2d 1061, 1062–63 (10th Cir.1969) (relying on Restatement (Second) Agency § 469 to award corporation damages in the form of compensation paid to cor......
  • TA Pelsue Co. v. Grand Enterprises, Inc., Civ. A. No. 89-S-1645.
    • United States
    • United States District Courts. 10th Circuit. United States District Court of Colorado
    • June 25, 1991
    ...he engaged in activities constituting a breach of his fiduciary duty and his duty of loyalty to Pelsue Co. Wilshire Oil Co. v. Riffe, 406 F.2d 1061, 1061-62 (10th Cir.1969), cert. denied, 396 U.S. 843, 90 S.Ct. 105, 24 L.Ed.2d 92 (1969); Koontz, 787 P.2d at 197; Jet Courier, 771 P.2d at 500......
  • Lawson v. Baltimore Paint and Chemical Corporation, Civ. No. 18497.
    • United States
    • United States District Courts. 4th Circuit. United States District Court (Maryland)
    • May 31, 1972
    ...a wilful breach of his duty, full recovery by the plaintiff has generally been allowed. See e. g., Wilshire Oil Co. of Texas v. Riffe, 406 F.2d 1061 (10 Cir. 1969), cert. den. 396 U.S. 843, 90 S.Ct. 105, 24 L.Ed.2d 92 (1969); Backus v. Finkelstein, 23 F.2d 357 (D.Minn.1927). Where, however,......
  • Dick v. Koski Prof'l Grp., P.C., No. S-19-132.
    • United States
    • Supreme Court of Nebraska
    • October 30, 2020
    ...note 33.55 See, e.g., Wadsworth v. Adams , 138 U.S. 380, 11 S. Ct. 303, 34 L. Ed. 984 (1891) ; Wilshire Oil Company of Texas v. Riffe , 406 F.2d 1061 (10th Cir. 1969) ; Flint River Pecan Co. v. Fry , 29 F.2d 457 (5th Cir. 1928) ; Backus v. Finkelstein , 23 F.2d 357 (D. Minn. 1927) ; T.A. Pe......
  • Request a trial to view additional results

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