Michael T. Willis, Francie Willis, Urban Retreat of Houston, Inc., and Willis Hite Enterprises, Inc., Petitioners…

Summary

The Texas Supreme Court held that Michael and Francie Willis are not personally liable for breach of contract or breach of fiduciary duty arising from the Urban Retreat letter agreement, reversing the lower courts' judgments against them and rendering a take‑nothing judgment. The Court affirmed the appellate court’s order remanding the contract claim against the corporations WHE and URH for a new trial and clarified that contract damages should be measured by fair market value of the stock.