wv vw 10 -OU>17 CAUSE NO. EILE ANGELA LEIGH MILITELLO, ffk/a Angela Leigh Simpson Starrett, sMeTHBDBTRICT couRT Plaintiff Successor Trustee to Chase Bank of Texas, N.A. for the revocable trust established by Angela Leigh Simspon Starrett by agreement dated September 8, 1999; and FALON PARTNERS, LLC, a/k/a § § § § § § § WELLS FARGO BANK, N.A., as § § § 8 ; FALLON PROPERTIES, § § § Defendants DALLAS COUNTY, TEXAS PLAINTI ORIGINAL PE’ ION TO THE HONORABLE JUDGE OF SAID COURT: COMES NOW, Angela Leigh Militello, f/k/a Angela Leigh Simpson Starrett (hereinafter Plaintiff"), and makes and files this her Original Petition and, by way of cause of action asserted as to these Defendants, would respectfully show as follows L ISC tY CONTROL PLAN Plaintiff intends to conduct discovery under Level Il of the Texas Rule of Civil Procedure 199, I. PARTIES 1. Plaintiff Angela Leigh Militello, 7k/a Angela Leigh Simpson Starrett, is an individual who resides at $816 Willow Wood Lane in Dallas, Collin County, Texas. PLAINTIFF'S ORIGINAL PETI ge2. Defendant, Wells Fargo Bank, N.A., Successor Trustee to Chase Bank of Texas, N.A. for the revocable trust established by Angela Simpson Starrett Trust under a Trust Agreement dated September 8, 1999, (hereinafter “Wells Fargo”), is a bank that is qualified to do business in Texas. Although its home office is believed to be located in California, it has numerous banking offices in ‘Texas, including a location in Midland where Plaintiff's relatives had established a number of trusts of which she was a beneficiary. Service of process can be made on the registered agent for Wells Fargo in Texas by serving Corporation Service Company d/b/a CSC-Lawyers Incorporating Service Company, 211 E. 7th Street, Suite 620, Austin, Texas 78701-3218, 2.Ots 3. Defendant Falon Partners, LLC (“Falon”) purports to be a limited liability corporation a organized in Texas. It also appears to have transacted business under the name of “Fallon Properties” which, on information and belief, appears to be operated as the same business entity despite the differences in spelling. Falon can be served by serving its registered agent Edward Moore at 8117 Preston Road, Suite 300W, Dallas, Texas 75225. JURISDICTION AND VENUE 4. This is a civil suit for damages and injunctive relief, and this Court therefore has subject jonal limits of ‘matter jurisdiction of the claims alleged. The damages sought are within the jurisd this Cour. Additionally, the Court also has personal jurisdiction over the trustee Wells Fargo because it does business in Texas on an ongoing and systematic basis so as to make an assertion of ‘general jurisdiction over Wells Fargo comport with all principles of fair play and substantial justice. ‘The Defendant has established multiple branches of ts banking operations in various locations Texas for the purpose of availing itself of the economy and laws of the State of Texas. It was foreseeable to Wells Fargo in establishing these business opportunities in Texas that it would be required to LL PET! JON.answer and defend in a Texas court, and the contacts it has had with Texas in dealing with its customers and their investments are of an ongoing basis going back many years. 5. Dallas County is a county of proper jurisdiction because the Defendant Falon resides in Dallas county and part of the cause of action arose here under the general venue statute. Because the venue is proper in Dallas County as to the Defendant Falon, it is proper as to Wells Fargo also. ‘Additionally, Defendant Wells Fargo committed a tort in Dallas County in misrepresenting the nature and character of certain documents and also in sending contacts and communications to the Plaintiff when she resided in Dallas County. All such actions led to the damages Plaintiff sustained in this case. Plaintiff also believes and therefore asserts that the predecessor in interest for Wells Fargo, the Chase Bank, N.A. may have conducted one or more mectings in its office in Dallas, Texas that led to the damages sustained by the Plaintiff. For all these reasons, venue is proper in Dallas County, Texas under the Tex. Civ. Prac. & Rem. Code. IV. FACTS 6. Wells Fargo, operating through its predecessor Chase Bank, served as trustee for a number of trust accounts of which the Plaintiff was, and is, a beneficiary. 7. Wells Fargo billed these various accounts significant amounts for its purported management expertise in handling such trust assets. 8 Onor about September 8, 1999, an employee and trust officer of Wells Fargo traveled to Dallas County where he met with Plaintiff in a restaurant and told her that she had to execute some papers “to set up a new account.” 9. Without advising Plaintiff to seek legal counsel to protect her interests, the trust officer then had her immediately sign a document that purports to be a Revocable Trust Agreement. PLAINTIFF'S ORIGINAL PETITION - Page 310. The document, which appears to have been prepared by Wells Fargo to protect its interests, contains exculpatory language for the trustee’s conduct and makes no requirements of any Kind of bond for the assets that will make up the trust corpus. 11, Ato time prior to the meeting in the restaurant did Wells Fargo ever suggest that PlaintifY should consult with an attorney to draw up a trust document that would be protective of her interests and that would provide adequate protection for her assets. 12, The trust that was formed that day in the restaurant was maintained under Wells Fargo account number 010515128000, and the primary assets were oil and gas royalty interests that were located in Colorado, New Mexico, Texas and Oklahoma. 13. In 2006, following a very difficult divorce, Plaintiff asked her trust officer to come up with plan to get $200,000 from the various trusts under his management so that she could obtain a home for herself and her child to live in and also pay legal expenses of the divorce and certain taxes that were outstanding. 14. The trust officer never suggested any alternatives to her as to how she could raise the necessary capital other than the outright sale of a portion of her valuable oil and gas properties. 15, In late May, 2006, the trust officer advised Plaintiff they had sold 35% of her properties for the sum of $200,000 and asked her to approve that sale post facto, 16, Inthe coming months two more sales were undertaken, and the remainder of the oil and gas interests in that account were sold off, and were again sold to the same purchaser. 17, All three of these sales were apparently made to a company which alternately calls, itself"Falon Partners, LLC” and “Fallon Properties.” It is believed one or more of the principals and/or partners in Falon had other accounts or dealings with Wells Fargo and were able to benefit financially from being able to purchase the trust assets at a reduced price. Plaintiff believes andtherefore asserts that Wells Fargo did not properly market and promote the property so as to obtain the highest sales price possible and in fact transferred the properties as a grossly insufficient amount, 18, Wells Fargo also continued to bill Plaintiff's account for taxes and other charges instead of collecting those from Falon for property that had allegedly been sold to it. 19, Wells Fargo also refused to provide the Plaintiff will information and full disctosure regarding the sales process, its dealings with Falon or its principals and other information about the various trust accounts for which it charged administration fees. 20. When Plaintiff continued to ask for information, she was told by the trust officer to get an attomey before Wells Fargo would speak with her, and she has thus incurred significant legal fees trying to learn information about her own accounts and property v. FIRST CAUSE OF ACTION: BREACH OF FIDUCIARY DUTY 21. Plaintiff incorporates by reference as though set forth in full herein the full contents of paragraphs 6-20, supra. 22, Plaintiff would show that at all times relevant to this suit, the Defendant owed a fiduciary duty as Trustee of the various trusts for which she is a beneficiary as such duty is prescribed by law. 23. The Defendant willfully breached its fiduciary duty to the Plaintiff in one or more of the following particulars: a, _Inrefusing to disclose material information about the trust to a beneficiary; b. _Inpreferring the interests of other clients or third parties during the sales process; ¢. In failing to obtain adequate value for the trust assets which were sold; 4. In failing to keep adequate records of trust operations and administration; €. __Inaffirmatively denying Plaintiff access to rust information upon reasonable request, INAL PET!8 In failing to act in accordance with the requirements for a trustee as set forth in the Property Code; h. In failing to properly account for and administer trust assets. 24, Such actions were willful and intentional in acting contrary to the Plaintiff's interests and were not the result of any mistake or confusion. 25. Asadircct and proximate result of the breaches set forth herein, taken either individually or in combination, Plaintiff has sustained damages in an amount in excess of the jurisdictional limits, of the Court. For all such damages as were herein sustained, Plaintiff here and now sues. vi. SECOND CAUSE OF AC CONSPIRACY TO DEFRAUD 26. Plainti incorporates by reference as though set forth in full herein the full contents of paragraphs 6-20, supra. 27. Wells Fargo and Falon had an agreement or meeting of the minds to commit one or more acts ‘which were intended to benefit Falon and to secure for Falon very valuable oil and gas properties at ‘price below what they were worth. They took steps to act on that agreement in cach of three sales transactions that were made. 28. That agreement and those actions continued by paying Falon out of Plaintiff's account and even charging taxes to Plaintiff's account that should have been paid by Falon as the purchaser of the property 29. Wells Fargo and Falon acted on this plan and agreement by consummating all three of the subject sales to the same buyer, which was Falon, and yet continuing to charge the Plaintiff's trusts for taxes and expenses related to the properties even after the date of the purported sale.30. Wells Fargo and Falon proximately caused injury and loss to the Plaintiff's trust assets by their actions related to the sale and transfer of the interests in question, 31. Forall such damages as were proximately caused by Wells Fargo and Falon, Plaintiff here and now sues and requests a judgement jointly and severally against such Defendants. vil. THIRD CAUSE OF ACTION: NEGLIGENCE AND GROSS NEGLIGENCE 32. Plaintiff incorporates by reference as though set forth in full herein the full contents of paragraphs 6-20, supra. 33. Wells Fargo had a duty to administer the trusts in accordance with reasonable standards of care for corporate trustees and banking institutions similarly situated. Wells Fargo breached that duty and was therefore negligent in one or more of the following particularly: a. In failing to properly investigate the market value of the assets in question; >, __Inselling the assets in question far below market value; c. _Inrefusing to provide information to a beneficiary of a trust. 34. Thenegligent acts of Wells Fargo proximately caused injury and loss to the Plaintiff, and for all such damages, Plaintiff here and now sues. 35. The negligent acts of Wells Fargo, both act and omission, when viewed from the standpoint of Wells Fargo at the time of the occurrence, involve an extreme degree of risk, considering the probability and magnitude of the potential harm to the Plaintiff. Wells Fargo had actual subjective awareness of the risk involved but nonetheless proceeded with conscious indifference to the rights, safety or welfare of the Plaintiff. As such, Wells Fargo was grossly negligent, and Plaintiff therefore secks an award of exemplary damages to be awarded by the trier of fact. GINAL PETIT Page7vu. REQUES: POSITION OF CONSTRU! T 36. Plaintiff incorporates by reference as though set forth in full herein the full contents of paragraphs 6-20, supra. 37, Wells Fargo and Falon had an agreement prior to the sale regarding the reduced amount that they would purchase Plaintiffs oil and gas properties. Additionally, itis believed that Falon was also aclient of Wells Fargo and Wells Fargo as Trustee of Plaintiff's trust breached their fiduciary duty by failing to disclose their relationship and the entire agreement between Wells Fargo and Falon to Plaintiff 38. Because Wells Fargo used their confidential relationship with Plaintiff to sell her oil and gas properties to Falon, their other client, without disclosing same to Plaintiff, it suffices generally to ground equitable relief in the form of the declaration and enforcement of a constructive trust. 39. Plaintiff's oil and gas properties sold by Wells Fargo to Falon should be held in a constructive trust so that Plaintiff can recover those properties. Ix. DAMAGES 40. Plaintiff has sustained damages which include the loss and depreciation of her trust, the profits and charges which Wells Fargo paid itself for its improper trust administration, the charges assessed against her accounts that should have been paid by Falon, and all other related charges incurred in an effort to lear information about her trust, including legal fees. 41. Additionally, Plaintiff has sustained emotional distress as a result of the refusal of the trustee to provide information and needed disclosures even upon repeated requests to do so. PLAINTIFF'S ORIGINAL PETITION - Page 842. For all such damages as are set forth hercin of as may be proven at trial, Plaintiff seeks judgment against the Defendants. WHEREFORE, PREMISES CONSIDERED, Plaintiff respectfully prays that citation be issued in accordance with law and that, following the final trial of this cause, a judgment be entered in Plaintif?’s favor jointly and severally against the Defendants for all the actual damages she has sustained, for all costs of herein expended; for all pre-judgment and post-judgment interest at the highest rates allowed by law, and for all such other and further relief, both general and special, both at law and in equity, as to which this Plaintiff may show herself justly entitled, PLAINTIFF'S ORIGINAL PETITION Respectfully submitted, STAUBUS & RANDALL, L.L-P. P. KEITH STAUBUS State Bar No. 19083800 JULIE K. BLANKENSHIP State Bar No. 02456350 DIANE F. WALKER State Bar No. 20698050 DONNA J. YARBOROUGH State Bar No, 24033484 8401 N. Central Exprwy., Ste. 210 Dallas, Texas 75225 P: 214.691.3411 F: 214.691.3454 ATTORNEYS FOR ANGELA MILITELLO PAGE -9