Affirmed and Memorandum Opinion filed July 9, 2015.

In The

Fourteenth Court of Appeals

NO. 14-14-00185-CV

CYRIL J. SMITH, JR., Appellant

V.

SAIHAT CORPORATION, Appellee

On Appeal from the 152nd District Court

Harris County, Texas

Trial Court Cause No. 2011-09044

M E M O R A N D U M O P I N I O N

Appellant Cyril J. Smith, Jr. sued appellee Saihat Corporation to declare 

invalid two deeds that conveyed property to Saihat. The trial court ordered that 

Smith take nothing on his claims against Saihat and declared that Saihat was the 

owner of the property. We affirm. 

BACKGROUND

This case involves a dispute over title to an interest in a tract of real property 
2

located in Harris County, Texas, containing approximately 330 acres (the 

Property).1

The Property was originally owned by Smith’s father, Cyril Smith, Sr. In 

1981, Smith had a business called Ware-Con, which took out vehicle and 

equipment leases from Leasing Associates. On May 4, 1982, Smith, Sr. himself 

executed a deed of trust (Deed of Trust) on the Property to secure the leases. 

Smith, Sr. died later that year and Ware-Con failed to pay the leases. A probate 

proceeding was initiated and Barbara Christley, Smith, Sr.’s daughter and Smith’s 

sister, was appointed to be the Independent Executrix of the Estate of Smith, Sr.

(the Estate). 

Christley filed a lawsuit on behalf of the Estate against Leasing Associates 

and Smith, seeking to invalidate the Deed of Trust, among other claims. When the 

case was appealed, the court held that Christley “shall take nothing in her action to 

declare the deed of trust and lease agreements invalid.” Smith, 755 S.W.2d at 533. 

The case was remanded back to the probate court and the probate court granted a 

summary judgment in favor of Leasing Associates. The probate court signed a final

judgment, providing that “[t]his cause came on to be considered following remand 

from the Fourteenth Court of Appeals, that Court having rendered judgment that 

the deed of trust dated May 4, 1982 was valid, and remanding for trial on the 

question of whether Leasing Associates properly declared the leases in default and 

for other proceedings consistent with the Court’s opinion.” The final judgment 

ordered that Leasing Associates was entitled to recover $294,232.28, plus interest, 

from Christley, as Independent Executrix of the Estate. The probate court’s 

 

1

Smith and the Property have previously been involved in several lower courts and have 

visited this court twice. See Smith v. Christley, 755 S.W.2d 525 (Tex. App.—Houston [14th 

Dist.] 1988, writ denied); Christley v. Leasing Assocs., Inc., No. 14-00-00095-CV, 2002 WL 

1489211 (Tex. App.—Houston [14th Dist.] July 11, 2002, pet. denied) (not designated for 

publication).
3

judgment was affirmed on appeal. Christley, 2002 WL 1489211, at *3. 

On March 19, 1992, Christley and Smith executed an Agreement and 

Release, in which they agreed to dismiss their claims in the probate court (the 

Family Settlement Agreement). Christley agreed to convey to Smith the Estate’s 

interest in the Property and $30,000.00 in cash. Christley died and Catherine Wylie 

was appointed to be the representative of the Estate. 

Leasing Associates began seeking various writs of execution to enforce its 

judgment. Wylie filed an estate inventory, which disclosed that the Estate owned 

five separate tracts of real property, one of which was the Property. In 2010, 

Leasing Associates caused a writ of execution to be issued and asked that the five 

properties be sold pursuant to the writ of execution in collection of the judgment. 

On June 1, 2010, the Harris County Constable sold all five tracts of properties at 

five public auctions. Saihat purchased the Property and one other tract of property.2

On September 20, 2010, the Harris County Constable executed and delivered a 

deed to Saihat (the Constable’s Deed). The Property was described as “330.72 

Acres, Abstract 85, W. Whitlock, Crosby, Harris County, Texas.” Because the

deed described both properties purchased by Saihat, the Constable executed and 

delivered two corrected deeds. 

On February 11, 2011, Smith sued Saihat, seeking to have the Constable’s 

Deed set aside and cancelled.3To avoid the Constable’s Deed being potentially 

cancelled, Leasing Associates assigned a portion of the obligation secured by the 

Deed of Trust to Saihat. Saihat sold and purchased the Property at a trustee’s sale 

and received a substitute trustee’s deed. The case proceeded to a bench trial in 

 

2

The other tract of real property Saihat purchased at the auction is not at issue in the 

underlying case or this appeal.

3 On April 9, 2012, Smith amended his original petition to add Saihat’s attorney, Jerry 

Schutza, as a party to the lawsuit. Before the case proceeded to trial, the trial court granted 

summary judgment in favor of Schutza and ordered that Smith take nothing against him.
4

which the trial court found in favor of Saihat. The trial court signed a final 

judgment on November 27, 2013, ordering that Smith take nothing on his claims 

against Saihat based on his claim of title to the Property. The trial court also 

declared Saihat owner of the Property. Smith moved for a new trial, which was 

denied by operation of law. 

STANDARD OF REVIEW

The record does not contain findings of fact or conclusions of law. In a 

nonjury trial, where findings of fact and conclusions of law are neither filed nor 

timely requested, it is implied that the trial court made all the necessary findings to 

support its judgment. Holt Atherton Indus., Inc. v. Heine, 835 S.W.2d 80, 83 (Tex. 

1992). When a reporter’s record is brought forward, these implied findings may be 

challenged by factual or legal sufficiency points, the same as jury findings or a trial 

court’s findings of fact. Id. at 84. If the evidence supports the implied findings, we 

must uphold the judgment of the trial court on any theory of law applicable to the 

case. In re W.E.R., 669 S.W.2d 716, 717 (Tex. 1984) (per curiam). 

When a party attacks the legal sufficiency of an adverse finding on which he 

has the burden of proof, he must demonstrate on appeal that the evidence 

establishes, as a matter of law, all vital facts in support of the issue. Dow Chem.

Co. v. Francis, 46 S.W.3d 237, 241 (Tex. 2001). In reviewing a matter of law 

challenged, we first examine the record for evidence that supports the findings, 

while ignoring all evidence to the contrary. Id. If there is no evidence to support 

the finding, then we will examine the entire record to determine if the contrary 

proposition is established as a matter of law. Id. The issue should be sustained only 

if the contrary proposition is conclusively established. Id. 

ANALYSIS OF SMITH’S ISSUE

Smith contends that the trial court erred by ruling in favor of Saihat because 
5

(1) the description of the Property in the Constable’s Deed is defective; (2) Saihat 

was not authorized to hold a trustee’s sale; and (3) Leasing Associates released 

Smith from liability by entering into a written release with Wylie, as representative 

of the Estate. 

I. Sufficiency of Legal Description 

Smith first argues that the legal description of the Property in the 

Constable’s Deed is defective and as a result, the deed should be declared void. 

The sufficiency of the legal description in any instrument transferring a 

property interest is a question of law and subject to a de novo review. Dixon v. 

Amoco Prod. Co., 150 S.W.3d 191, 194 (Tex. App.—Tyler 2004, pet. denied). To 

be valid, a conveyance of real property must contain a sufficient description of the 

property to be conveyed. AIC Mgmt. v. Crews, 246 S.W.3d 640, 645 (Tex. 2008).

A property description is sufficient if the writing furnishes within itself, or by 

reference to some other existing writing, the means or data by which the particular 

land to be conveyed may be identified with reasonable certainty. Id. Whether 

conveyed voluntarily or involuntarily, a sufficient description must allow an 

individual to locate the conveyed property with reasonable certainty. See id.; see 

also Ardmore, Inc. v. Rex Group, Inc., 377 S.W.3d 45, 56 (Tex. App.—Houston 

[1st Dist.] 2012, pet. denied) (“The purpose of a description in a written 

conveyance is not to identify the land, but to afford a means of identification.”). If 

enough appears in the description so that a party familiar with the locality can 

identify the premises with reasonable certainty, it will be sufficient. Ardmore, Inc., 

377 S.W.3d at 56. The writing does not have to contain a metes and bounds

property description to be enforceable. Reeder v Curry, 426 S.W.3d 352, 359 (Tex. 

App.—Dallas 2014, no pet.).

A conveyance of property which fails to describe a definite tract of land is 
6

void. Id. A deed should not be declared void for uncertainty if it is possible, by any 

reasonable rules of construction, to ascertain from the description, aided by 

extrinsic evidence, what property the parties intended to convey. Teledyne 

Isotopes, Inc. v. Bravenec, 640 S.W.2d 387, 389 (Tex. App.—Houston [1st Dist.] 

1982, writ ref’d n.r.e.); see also AIC Mgmt., 246 S.W.3d at 645 (“Texas law does 

not require courts to scrutinize the proceedings of a judicial sale with a view to 

defeat them; instead, ‘every reasonable intendment will be made in their favor, so 

as to secure, if it can be done consistent with legal rules, the object they were 

intended to accomplish.’”). Every presumption should be indulged to reach the 

conclusion that some interest should be passed by a deed. Hahn v. Love, 394 

S.W.3d 14, 25 (Tex. App.—Houston [1st Dist.] 2012, pet. denied). 

The parties stipulated at trial that the proper legal description to the Property 

is the description contained in the Deed of Trust and the substitute trustee’s deed.

This description identifies the Property as follows:

330.7242 acres of land situated in Harris County, Texas out of the 

William Whitlock League, Abstract 85 and the Absolom Reeves 

Survey Abstract 60 (also known as the Hannah Nash Labor, Abstract 

599), said 330.7242 acres being more particularly described by metes 

and bounds as follows . . . .

The description in the Constable’s Deed, however, identifies the Property as: 

330.72 ACRES ABSTRACT 85 W. WHITLOCK, CROSBY, 

HARRIS COUNTY, TEXAS.

The corrected deed also contains this description of the Property. 

According to Smith, the description in the Constable’s Deed is defective 

because it places all of the Property in Abstract 85, rather than both Abstract 85 

and Abstract 60. Smith argues that this renders the deed void because the 

description provides no means of distinguishing the Property from the other tracts 

of land located within Abstract 85. 
7

Dr. Nick Bagia, the president of Saihat, testified that he purchased the 

Property at a constable’s sale in 2010 and also at a trustee’s sale in 2012. Bagia 

stated that when he saw the Property posted for sale by the Constable, he looked at 

the Property in the Whitlock Survey and found the Deed of Trust which contained 

the metes and bounds description. Bagia stated that the description in the 

Constable’s Deed allowed him to find a proper legal description of the Property 

and locate the Property. Bagia testified that he looked to see if the Estate owned 

any other property in the William Whitlock Survey and found that it only owned 

the Property. He also testified that Smith, Sr. did not own any other 330-acre tracts 

of land. 

We conclude that the legal description in the Constable’s Deed is sufficient 

to identify the Property. The description references a survey of the Property. Bagia 

testified that the survey led him to the Deed of Trust, which provided a metes and 

bounds description of the Property. The parties stipulated that the Deed of Trust 

contained an adequate description of the Property. Bagia stated that he was able to 

locate the Property by using the description in the Constable’s Deed. See Ardmore, 

Inc., 377 S.W.3d at 56. A reasonable certainty is all the law requires. Dixon, 150 

S.W.3d at 195. There was sufficient evidence in the record for the trial court to 

give effect to the legal description in the Constable’s Deed. Thus, Smith did not 

meet his burden to establish the insufficiency of the legal description in the 

Constable’s Deed. 

II. Deed of Trust

Smith asserts that Saihat did not have the authority to foreclose on the 

Property under the Deed of Trust. Smith contends that the Deed of Trust requires 

that a substitute trustee be designated in writing and that there is no written 

authority by Leasing Associates appointing Schutza as the substitute trustee. In 
8

response, Saihat argues that Smith’s pleadings admit the Deed of Trust was 

assigned to Saihat.

A judicial admission is a formal waiver of proof usually found in pleadings 

or the stipulations of the parties. Hennigan v. I.P. Petroleum Co., Inc., 858 S.W.2d 

371, 372 (Tex. 1993) (per curiam) (citing Mendoza v. Fid. & Guar. Ins. 

Underwriters, Inc., 606 S.W.2d 692, 694 (Tex. 1980)). A judicial admission must 

be a clear, deliberate, and unequivocal statement. See Horizon/CMS Healthcare 

Corp. v. Auld, 34 S.W.3d 887, 905 (Tex. 2000). It occurs when an assertion of fact 

is conclusively established in live pleadings, making the introduction of other 

pleadings or evidence unnecessary. Id.

Smith’s live pleading provides, in relevant part:

SAIHAT and SCHUTZA have acted in concert together and have 

obtained an assignment of a deed of trust previously executed in favor 

of Leasing Associates, Inc. to secure payment of certain lease 

payments owed by The Estate. The assignment designated SAIHAT 

as assignee beneficiary. SAIHAT in turn appointed SCHUTZA as 

substitute trustee. The assignment was filed in the Harris County Deed 

Records on December 16, 2011 under Film Code RP080240299.

Smith’s pleadings clearly state that Leasing Associates assigned the Deed of Trust 

to Saihat and that Schutza was appointed to be the substitute trustee. Because 

Smith judicially admitted that an assignment occurred, he is barred from disputing 

it on appeal. See id.

III. Release

Smith argues that on the date the substitute trustee’s deed was issued, the 

Deed of Trust was satisfied and the power of sale was extinguished because 

Leasing Associates released its claims against the assets of the Estate. 

In construing a written contract, the primary concern of the court is to 

ascertain the true intentions of the parties as expressed in the instrument. J.M. 
9

Davidson, Inc. v. Webster, 128 S.W.3d 223, 229 (Tex. 2003). To achieve this 

objective, we must examine and consider the entire writing in an effort to 

harmonize and give effect to all the provisions of the contract so that none will be 

rendered meaningless. Id. No single provision taken alone will be given controlling 

effect; rather, all the provisions must be considered with reference to the whole 

instrument. Id. A contract is unambiguous if it can be given a definite or certain 

legal meaning. Id. However, if the contract is subject to two or more reasonable 

interpretations after applying the pertinent rules of construction, the contract is 

ambiguous, creating a fact issue on the parties’ intent. Id. 

After the Property was sold to Saihat, Leasing Associates and Wylie, as 

representative of the Estate, entered into a release (the Release), in which Leasing 

Associates agreed to release the Estate and Wylie from liability regarding a 

possible breach of fiduciary duty by Christley. The Release provides, in relevant 

part:

Furthermore, I acknowledge that my Client releases the Estate of 

Cyril J. Smith and Catherine N. Wylie, the Administrator of the Estate 

of liability regarding any breach of fiduciary duty by Barbara 

Christley as to the following:

1) On March 19, Barbara Christley acting as the Executrix of 

the Estate entered into an “Agreement and Release” with 

Cyril J. Smith, Jr. and gave to him, without consideration to 

the Estate $30,000 in cash; and

2) “all of the estate’s interest in the tract of land consisting of 

approximately 330.72 acres situated in Harris County, 

Texas”. [sic] The Estates [sic] portion represents at least a 

25% interest in that real property.

NOW, THEREFORE, I hereby RELEASE the Estate of Cyril J. 

Smith and Catherine N. Wylie in her capacity of the Administrator of 

the Estate and Individually of any further liability regarding the 

above-mentioned items. 
10

Smith asserts that this language indicates that Leasing Associates released its 

claims against the Estate for title to the Property. 

We disagree with Smith’s proposed interpretation of the Release. The 

Release states that Leasing Associates releases the Estate of “liability regarding 

any breach of fiduciary duty by Barbara Christley as to the following: . . . .” The 

Release then refers to the Family Settlement Agreement between Christley and 

Smith, in which Smith received an interest in the Property. A portion of the 

Release is handwritten at the bottom of the page and states: “This release shall not 

be construed as an admission that the transfers are valid, or as a release against any 

assets of the Estate of Cyril J. Smith to pay the Client’s Judgment.” The express 

language of the Release makes clear that Leasing Associates only intended to 

release the Estate for liability regarding a potential breach of fiduciary duty by 

Christley for conveying the Property to Smith. The handwritten portion of the 

Release supports this conclusion by providing that the Release does not apply to 

any assets of the Estate. 

CONCLUSION

We overrule Smith’s issues and affirm the judgment of the trial court. 

/s/ Ken Wise

 Justice

Panel consists of Justices Christopher, Donovan, and Wise.