In March 1937, G.E. Turner, an employee of Kinzbach Tool Co., walked into the office of E.B. Corbett, president of the Corbett-Wallace Corporation. The secret meeting had been arranged by Corbett. The Texas Supreme Court would go on to hold that during that meeting, and in the events that followed, Corbett knowingly participated in Turner’s breach of fiduciary duty to his employer. Kinzbach Tool Co. v. Corbett-Wallace Corp., 160 S.W.2d 509 (1942).

Over 80 years later, Kinzbach is still well-settled precedent in Texas, although it is arguably susceptible to the old adage that “hard cases make bad law.” The facts of Kinzbach are, at least with respect to our modern notions of fair business practices, egregious. Kinzbach and Corbett were competitors in the oil field tool business in Houston. The executives of the rival companies were “unfriendly.” Corbett secretly summoned Turner and instructed him to surreptitiously find out the highest price that his employer, Kinzbach, would pay to purchase a sales contract from Corbett. Corbett agreed to pay Turner a “commission” on the final contract. Corbett and Turner then proceeded to carry out their plan.

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