Holloway v. Skinner

In Holloway v. Skinner, 898 S.W.2d 793 (Tex. 1995), the holder of a corporation's promissory note sued the director of a corporation for tortiously interfering by inducing the corporation to default on the note. 898 S.W.2d at 794. The Court noted that a suit against a corporation's agent posed special problems for the second element of a tortious interference claim, that a non-party to the contract interfered with the contract. See Holloway, 898 S.W.2d at 796. The Court recognized the fundamental principle that a party to a contract cannot tortiously interfere with its own contract. See Holloway, 898 S.W.2d at 795. Yet a corporation can only act through its agents, so that it is necessary to differentiate between the acts of an agent on behalf of the principal from those done in the agent's self-interest. See Holloway, 898 S.W.2d at 795-96. Consequently, we held that to hold an agent liable under such circumstances, the plaintiff had to show that the agent acted so contrary to the principal's best interests that his actions could only have been motivated by personal interests. See Holloway, 898 S.W.2d at 796.