Affirmed and Memorandum Opinion filed August 1, 2024. 

In The

Fourteenth Court of Appeals

NO. 14-23-00272-CV

MANOHAR SINGH MANN, NARINDER SINGH NAGRA AND 

BHUPINDER SINGH, Appellants 

V.

SIKH NATIONAL CENTER, INC., Appellee

On Appeal from the 157th District Court

Harris County, Texas

Trial Court Cause No. 2020-83228

MEMORANDUM OPINION

Appellants Manohar Singh Mann, Narinder Singh Nagra, and Bhupinder 

Singh appeal a judgment in favor of Sikh National Center, Inc. (“SNC”). In two 

issues we construe as one, appellants argue the trial court lacked subject-matter 

jurisdiction to adjudicate SNC’s claim for attorney’s fees under the Uniform 

Declaratory Judgment Act (“UDJA”). We affirm.
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I. BACKGROUND

SNC operates a Sikh place of worship, called a gurdwara, and organizes 

related activities. In 2020, an internal dispute arose between members of SNC’s 

board of directors over who were the members of the Executive Committee, which 

makes decisions on behalf of the SNC Board.

On December 29, 2020, SNC filed suit against appellants and Wells Fargo 

Bank National Association. SNC alleged that Mann and Nagra, two members of 

SNC’s board of directors, conducted a sham election and together with Singh, the 

treasurer for the Gurdwara Management Committee: 

(i) illegally asserted rights to the corporation’s bank accounts, causing 

Wells Fargo to freeze multiple accounts with vital funds for the

nonprofit’s ongoing operations, (ii) opened an unauthorized bank 

account at Bank of America in the Sikh National Center’s name, and 

(iii) interfered with another Sikh National Center bank account at 

Comerica Bank. Sikh National Center asks the Court to order the 

restoration of the status quo, requiring that Wells Fargo unfreeze the 

accounts, that the newly created account at Bank of America be 

closed, and the funds in those accounts be transferred to the Wells 

Fargo account, and that the rogue faction cease and desist from 

misrepresenting their authority to act on behalf of Sikh National 

Center, Inc.

SNC sought a declaration that appellants’ actions were unauthorized, illegal, 

and void; that the Wells Fargo accounts are the SNC’s operating accounts; and that 

the Bank of America account opened by appellants was unauthorized and its funds 

should be transferred to the Wells Fargo accounts. SNC also sought injunctive 

relief and attorney’s fees. 

Appellants also filed suit against SNC, seeking a declaration that “Section 

22.351 of the Texas Business Corporations Act[1] requires [SNC] to provide 

1 “A member of a corporation, on written demand stating the purpose of the demand, is 
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[appellants] with access to the books and financial records of SNC so they can be 

examined and copied . . . .”2 Appellants likewise sought attorney’s fees. The trial 

court consolidated both lawsuits. 

After a hearing on SNC’s request for a temporary injunction, the trial court 

determined, based on the ecclesiastical abstention doctrine, that it lacked 

jurisdiction over the case. The trial court subsequently disposed of appellants’ 

declaratory judgment request by summary judgment, leaving only the issue of the 

parties’ competing claims for attorneys’ fees. 

Following a bench trial, the trial court signed a final judgment on March 20, 

2023, ordering appellants to pay SNC $65,000.00 in equitable and just attorney’s 

fees, $30,000.00 in conditional attorney’s fees for a successful appeal to an 

intermediary court of appeals; $10,000.00 for responding to a petition for review 

and $15,000.00 for briefing on the merits in the Texas Supreme Court if the 

outcome is in SNC’s favor. The trial court also signed an order denying appellants’ 

request for attorney’s fees. 

This appeal followed. 

II. DISCUSSION

In their sole issue, appellants argue that the trial court lacked subject-matter 

jurisdiction to award SNC attorney’s fees because (1) the trial court correctly 

found it lacked subject-matter jurisdiction over SNC’s UDJA claim based on the 

ecclesiastical abstention doctrine, and (2) SNC also sought attorney’s fees pursuant 

entitled to examine and copy at the member's expense, in person or by agent, accountant, or 

attorney, at any reasonable time and for a proper purpose, the books and records of the 

corporation relevant to that purpose.” Tex. Bus. Orgs. Code Ann. § 22.351.

2 In their brief, appellants repeatedly refer to their claim as a “section 22.351 Business 

Corporations Act lawsuit” and omit that they actually pleaded a request for declaratory judgment 

pursuant to the UDJA based on § 22.351. 
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to the UDJA.

A. STANDARD OF REVIEW & APPLICABLE LAW

The UDJA permits interested parties to obtain a legal determination 

concerning any question of construction or validity arising under their contract. 

Tex. Civ. Prac. & Rem. Code Ann. § 37.004(a). Furthermore, “[i]n any proceeding 

under [the UDJA], the court may award costs and reasonable and necessary 

attorneys’ fees as are equitable and just.” Tex. Civ. Prac. & Rem. Code Ann. 

§ 37.009. 

The UDJA “entrusts attorney fee awards to the trial court’s sound discretion, 

subject to the requirements that any fees awarded be reasonable and necessary, 

which are matters of fact, and to the additional requirements that fees be equitable 

and just, which are matters of law.” Bocquet v. Herring, 972 S.W.2d 19, 21 (Tex.

1998); see Allstate Ins. v. Irwin, 627 S.W.3d 263, 270 (Tex. 2021). A trial court 

abuses its discretion if it rules arbitrarily, unreasonably, or without reference to 

guiding rules and principles. Bocquet, 972 S.W.2d at 21. “Under section 37.009, a 

trial court may exercise its discretion to award attorneys’ fees to the prevailing 

party, the non-prevailing party, or neither.” Feldman v. KPMG LLP, 438 S.W.3d 

678, 685 (Tex. App.—Houston [1st Dist.] 2014, no pet.).

Because the UDJA is a procedural vehicle and the statute provides that 

attorney’s fees may be awarded “in any proceeding” under the UDJA, a trial court 

can grant attorney’s fees in relation to a properly-pleaded claim under the UDJA 

even if the trial court cannot rule on the merits for some reason, such as a lack of 

subject-matter jurisdiction over the controversy. See Yowell v. Granite Operating 

Co., 620 S.W.3d 335, 355 (Tex. 2020) (“The plain language of the UDJA 

authorizes courts to award equitable and just fees in any proceeding under the Act; 

it does not require the trial court to consider or render judgment on the merits of 
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that claim.”) (emphasis in original); see, e.g., Castro v. McNabb, 319 S.W.3d 721, 

735–36 (Tex. App.—El Paso 2009, no pet.); Zurita v. SVH-1 Partners, Ltd., No. 

03-10-00650-CV, 2011 WL 6118573, at *8 (Tex. App.—Austin Dec. 8, 2011, pet. 

denied) (mem. op.). 

B. ANALYSIS

Here, appellants’ argument omits the fact that they also sought declaratory 

judgment relief under the UDJA. The trial court could have awarded SNC 

attorney’s fees pursuant to appellants’ UDJA action, even if the trial court did not 

have subject-matter jurisdiction over SNC’s declaratory judgment action. We thus 

conclude the trial court did not abuse its discretion when it granted SNC’s 

attorney’s fees. See Yowell v. Granite Operating Co., 620 S.W.3d 335, 355 (Tex. 

2020) (“The plain language of the UDJA authorizes courts to award equitable and 

just fees in any proceeding under the Act; it does not require the trial court to 

consider or render judgment on the merits of that claim.”); Feldman, 438 S.W.3d at

685 (Tex. App.—Houston [1st Dist.] 2014, no pet.) (“[A] trial court may exercise 

its discretion to award attorneys’ fees to the prevailing party, the nonprevailing 

party, or neither.”); see, e.g., Bradt v. State Bar of Tex., 905 S.W.2d 756, 760 (Tex. 

App.—Houston [14th Dist.] 1995, no writ) (concluding that a party defending a 

lawsuit brought under the UDJA may be awarded its reasonable and necessary 

attorney’s fees); see also Castro, 319 S.W.3d at 735–36 (“Our determination that 

the trial court lacked jurisdiction to render the specific declarations sought does not 

change the nature of the proceedings below. Because this was a proceeding under 

the Declaratory Judgments Act, the trial court properly exercised jurisdiction under 

§ 37.009 to award attorney’s fees to McNabb.”).

Because the trial court had the discretion to award attorney’s fees to SNC, 

notwithstanding its lack of subject-matter jurisdiction over SNC’s claims, we 
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overrule appellants’ sole issue on appeal.3

III. CONCLUSION

We affirm the trial court’s judgment. 

/s/ Margaret “Meg” Poissant

Justice

Panel consists of Justices Wise, Zimmerer, and Poissant.

3 Appellants’ brief presents two issues. They identify a second issue as “[w]hether the 

trial court erred in awarding SNC attorney’s fees pursuant to its declaratory judgment lawsuit.” 

However, apart from this statement, appellants present no argument, analysis, or citation to 

authority advancing any argument that it was inequitable or unjust to award fees or that there was 

insufficient evidence supporting the award. See Tex. R. App. P. 38.1(i) (“The brief must contain 

a clear and concise argument for the contentions made, with appropriate citations to authorities 

and to the record.”); Bocquet, 972 S.W.2d at 21 (“[T]he Declaratory Judgments Act entrusts 

attorney fee awards to the trial court’s sound discretion, subject to the requirements that any fees 

awarded be reasonable and necessary, which are matters of fact, and to the additional 

requirements that fees be equitable and just, which are matters of law.”).