Morris Andress v. Meah Investments No. 2, Ltd.

CourtCourt of Appeals of Texas
DecidedSeptember 10, 2009
Docket01-07-00792-CV
StatusPublished

This text of Morris Andress v. Meah Investments No. 2, Ltd. (Morris Andress v. Meah Investments No. 2, Ltd.) is published on Counsel Stack Legal Research, covering Court of Appeals of Texas primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
Morris Andress v. Meah Investments No. 2, Ltd., (Tex. Ct. App. 2009).

Opinion

Opinion issued September 10, 2009







In The

Court of Appeals

For The

First District of Texas



NO. 01-07-00792-CV



MORRIS ANDRESS, Appellant



V.



MEAH INVESTMENTS NO. 2, LTD., Appellee



On Appeal from the 239th District Court

Brazoria County, Texas

Trial Court Cause No. 17668JG



MEMORANDUM OPINION



Appellant Morris Andress appeals from a trial court judgment holding him personally liable for various corporate acts committed while he served as president and director of DesignCare, Inc. In five issues, Andress argues that: (1) the trial court erred in holding him personally liable to appellee, Meah Investments No. 2, Ltd. ("Meah Investments"), for the acts of DesignCare because there is no evidence that he acted outside his corporate capacity; (2) the trial court erred as a matter of law in holding that he was personally liable for breach of contract damages on a contract between DesignCare and Meah Investments; (3) the evidence presented at trial was insufficient to support the trial court's conclusion of law holding that he committed fraud against Meah Investments; (4) the trial court erred as a matter of law in awarding Meah Investments exemplary damages because there was no evidence or insufficient evidence to prove Andress committed fraud against it; and (5) the trial court erred as a matter of law in failing to specify the amount of damages assessed for each of the defendants at trial.

We affirm in part, reverse in part, and remand the case for further proceedings.

Background

DesignCare is a Texas corporation specializing in designing healthcare and assisted living facilities. Nizam Meah, a gastroenterologist practicing in Lake Jackson, Texas, was a partial owner and manager of Meah Investments. Meah Investments, a Texas limited partnership, served as an investor behind Dr. Meah's commercial real estate acquisitions.

Dr. Meah sought an architectural firm to design a 10,000 square foot ambulatory service center and medical office located at 109 Parking Way in Lake Jackson, Texas ("Meah Project"). After receiving a recommendation from a contractor, Dr. Meah contacted Andress to inquire about using DesignCare's services to design the Meah Project. After several preliminary conversations, DesignCare agreed to design the ambulatory service center.

On September 18, 2000, Meah Investments and DesignCare executed a contract, using a form contract written by the American Institute of Architects and attaching an addendum clarifying certain clauses in the contract. In the contract, Meah Investments was named as the owner of the Meah Project and DesignCare was named as the architect of the Meah Project. The contract also named Michael Horan, a licensed architect employed by DesignCare, as the "Architect's Designated Representative" for the Meah Project. In the contract, Meah Investments agreed to timely pay all monthly invoices and reimbursable expenses presented by DesignCare.

The parties signed the contract as follows: Dr. Meah signed over a signature block entitled "Owner." Below this signature block, the words "Meah Management No. 2, Ltd. by Meah Investments, LLC, Manager" were handwritten and the words "Nizam M. Meah, M.D." were typewritten. Andress signed over a signature block entitled "Architect." Below this signature block, the words "Morris Andress, President" were typewritten.

On September 22, 2000, the parties signed a letter addendum to the contract entitled "Revised-Fee Proposal for Ambulatory Service Center." Andress signed above a signature block reading "Morris Andress, President." Dr. Meah signed below a signature block reading "Agreed and Accepted, Meah Investments No. 2 by Meah Investments, LLC."

On October 6, 2000, DesignCare billed Meah Investments $11,205.00 for asbestos abatement coordination, a field survey, a building background drawing, and a preliminary floor plan. On November 10, 2000, DesignCare billed Meah Investments $15,787.50 for construction documents and architectural and computer-aided drafting work. On December 1, 2000, DesignCare billed Meah Investments $5,445.00 for construction documents and architectural and computer-aided drafting work. On December 29, 2000, DesignCare billed Meah Investments $29,311.76 for construction documents, third-party services, and various reimbursable expenses. Meah Investments timely paid all invoices as required under the contract terms. The sum of the billed invoices through December 29, 2000 totaled $61,749.26. According to DesignCare's records, DesignCare had completed work valued at $10,169.11 by December 29, 2000 that had already been invoiced.

On January 19, 2001, Dr. Meah and Andress engaged in an e-mail exchange concerning the slow progress of the Meah Project. In the exchange, Dr. Meah repeatedly asked about various timelines for completing the architectural work. Dr. Meah also wrote, "I was told that since this is not a multi-speciality surgical center, things are simple and straight forward and things could go a little faster." Andress replied that because DesignCare did not receive information from Meah Investments in a timely fashion, DesignCare's completion of the architectural work was delayed. Andress stated that DesignCare was "working very hard to get this done and we are very close to being completed. Try to understand these project[s] take time because all of [sic] the individuals and firms that are involved."

On May 24, 2001, DesignCare billed Meah Investments $22,865.92 for construction documents and reimbursable expenses. Dr. Meah disputed the invoice because of the construction delays on the Meah Project. DesignCare and Meah Investments agreed that Meah Investments would pay one-half of the invoiced amount. On June 12, 2001, Meah Investments paid $11,432.96 to DesignCare, as required under the terms of the payment arrangement agreement.

Between August 1, 2001 and September 1, 2001, DesignCare billed Meah Investments $12,305.05 for construction documents. Meah Investments did not pay these expenses and hired counsel to give notice to DesignCare that Meah Investments intended to terminate the contract due to DesignCare's "failure to substantially perform in accordance with the terms" of the contract. On October 21, 2001, Meah Investments filed suit against DesignCare, Andress, Melinda Andress, and Michael Horan. In its amended petition, Meah Investments alleged breach of contract, fraud, misrepresentation, negligence, professional malpractice, DTPA violations, and denudation of the corporation.

On November 13, 2001, DesignCare filed a mechanic's and materialman's lien against the property of the Meah Project to collect unpaid invoices then totaling $12,305.05.

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