Law Commons^™

Limited Partnership Status And The Imposition Of Fiduciary Duties In Texas, Colin P. Marks

Faculty Articles

To avoid liability, many investors in a partnership opt for the structure of a limited partnership. This structure insulates the limited partners from liability by creating a two-tier structure with a general partner and limited partners. The limited partners are at risk of losing only their investment so long as they are not acting as general partners.

Despite the popularity of the limited partnership structure, though, it remains unclear what duties are owed between the various partners. In a general partnership, all partners are fiduciaries to each other. The statutes governing limited partnerships make clear that general partners in a …

The Anticipation Misconception, Colin P. Marks

Faculty Articles

Many commentators and courts have cited to the Supreme Court decision of Hickman v. Taylor as the genesis of the work product doctrine and the requirement that, to be afforded protection, the material in question must be generated “in anticipation of litigation.” The oft quoted policy justification for the protection afforded is that attorneys should be allowed a “zone of privacy” within which to prepare their case for the client. This justification supports limiting protection only to work generated “in anticipation of litigation,” because, presumably, outside of this context there is no need for the “zone of privacy.” However, a …