COURT OF APPEALS

SECOND DISTRICT OF TEXAS

FORT WORTH

NO. 02-09-00449-CV

PREMIER TRAILER LEASING, INC. APPELLANT

V.

GTR RENTAL L.L.C. F/K/A 

CITICAPITAL TRAILER RENTAL, 

INC.

APPELLEE

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FROM THE 393RD DISTRICT COURT OF DENTON COUNTY

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MEMORANDUM OPINION1

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I. INTRODUCTION

Appellant Premier Trailer Leasing, Inc. appeals the trial court’s turnover 

order. In four issues, Premier contends that the trial court erred by entering a 

turnover order against it because it is a non-judgment debtor; that the turnover 

order violates terms of Premier’s stockholders agreement; that the trial court 

 

1See Tex. R. App. P. 47.4.
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erred by issuing an order requiring Premier to disclose what it considers to be 

trade secrets; and that the turnover order fails to set forth Premier’s duties clearly 

and definitively. We modify the turnover order and will affirm it as modified.

In July 2007, a South Carolina federal court granted judgment in favor of 

Appellee GTR Rental, LLC f/k/a CitiCapital Trailer Rental, Inc. against John 

DalCanton. GTR domesticated the judgment in Denton County. DalCanton 

owns one hundred shares of common stock and one hundred shares of preferred 

stock in Premier. On November 17, 2009, the trial court reconsidered its prior 

turnover order dated June 7, 2009, and entered a new turnover order requiring 

Premier to “pay or distribute to GTR . . . all [c]ompany [d]istributions to which 

DalCanton may be otherwise entitled.” Premier now appeals the latest turnover 

order.

II. THE TURNOVER ORDER AGAINST PREMIER, A NON-JUDGMENT CREDITOR

In its first issue, Premier contends that the trial court erred by entering the 

new turnover order against it on the judgment against DalCanton. Specifically, 

Premier contends that because it is a non-judgment debtor, it “should have never 

been subjected to a turnover order.”

We review turnover orders under an abuse of discretion. Burns v. Miller, 

Hiersche, Martens & Hayward, P.C., 948 S.W.2d 317, 321 (Tex. App.—Dallas 

1997, writ denied). We reverse only if the trial court acted in an unreasonable or 
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arbitrary manner. Beaumont Bank, N.A. v. Buller, 806 S.W.2d 223, 226 (Tex. 

1991).

The turnover statute is a purely procedural device by which creditors may 

reach a debtor’s nonexempt assets that are otherwise difficult to attach or levy on 

by ordinary legal process. Tex. Civ. Prac. & Rem. Code Ann. § 31.002(a) 

(Vernon 2008); Burns, 948 S.W.2d at 321. Under the statute, a judgment 

creditor can apply to a court for an injunction or other means to satisfy a 

judgment through a judgment debtor’s property, including present or future

property rights. Tex. Civ. Prac. & Rem. Code Ann. § 31.002(a).

Property may be subject to a turnover order if the judgment debtor owns 

the property; the property is property a creditor cannot readily attach or levy on 

by ordinary legal process; and the property is not exempt from attachment, 

execution, or seizure for the satisfaction of the liabilities. Id. And as this court 

has previously held, when a third party holds property subject to a debtor’s 

possession or control, the trial court may issue and enforce a turnover order 

against the third party. Dale v. Fin. Am. Corp., 929 S.W.2d 495, 498 (Tex. 

App.—Fort Worth 1996, writ denied).

Here, DalCanton, as a shareholder of Premier, possesses future rights to 

distributions through his stock ownership. GTR is utilizing the turnover statute to 

pursue these future distributions intended for DalCanton. And neither party 

disputes that Premier is a non-judgment creditor. The turnover statute 
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specifically allows that it may be utilized to reach “present or future rights” to 

property. Tex. Civ. Prac. & Rem. Code Ann. § 31.002(a). Furthermore, this 

court has held that a trial court may issue and enforce a turnover order against a 

third party when that party holds property subject to the debtor’s possession or 

control. Dale, 929 S.W.2d at 498. We conclude and hold that the trial court did 

not abuse its discretion by entering a turnover order against Premier, a nonjudgment creditor, requiring that if it is to make distributions to DalCanton based 

on his ownership of Premier stock, Premier must turn over these amounts to 

GTR. We overrule Premier’s first issue.

III. PARAGRAPH SIX OF THE TURNOVER ORDER

In its fourth issue, Premier contends that the turnover order lacks the 

requisite clarity and definiteness required of a turnover order, which, as Premier 

points out, acts as a mandatory injunction.

A turnover order does act as a mandatory injunction. Schultz v. Fifth 

Judicial Dist. Ct. of Appeals at Dallas, 810 S.W.2d 738, 740 (Tex. 1991), (holding 

turnover order in nature of mandatory injunction is immediately appealable), 

abrogated on other grounds by In re Sheshtawy, 154 S.W.3d 114 (Tex. 2004); 

Int’l Paper Co. v. Garza, 872 S.W.2d 18, 19 (Tex. App.—Corpus Christi 1994, 

orig. proceeding) (turnover order acts as a mandatory injunction against the 

judgment debtor and, if there are such parties, against the receiver and any third 

parties interested in the property rights being adjudicated). To this end, orders 
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granting injunctions must be specific and describe in reasonable detail the act 

sought to be restrained. See Tex. R. Civ. P. 683. That is, there can be no doubt 

about the conduct required to comply with the order, nor can there be any doubt 

about the conduct that would be a failure to comply with the order. See Vaughn 

v. Drennon, 202 S.W.3d 308, 316 (Tex. App.—Tyler 2006, no pet.) (holding that 

an injunction must be definite, clear, and concise, leaving the person enjoined in 

no doubt about his duties, without calling on him for inferences or conclusions

about which persons might differ) (citing Gulf Oil Corp. v. Walton, 317 S.W.2d 

260, 264 (Tex. Civ. App.—El Paso 1958, no writ)).

In this case, paragraph six of the turnover order states:

In order that GTR may ascertain whether DalCanton and, by 

virtue of this Order, GTR may be entitled to a distribution from 

[Premier], [Premier] shall provide to GTR all notices related to 

[Premier] distributions and any financial information, to which 

DalCanton is entitled as a stockholder of [Premier] in the same 

fashion as DalCanton is entitled (except that GTR is not entitled to 

marketing materials, price lists, customer lists, customer identities, 

and product identities and availabilities); provided, further, that all 

such information and notices shall remain subject to the 

Confidentiality Order.

Premier’s argument is that the language of “any financial information” until the 

end of paragraph six lacks clarity and definiteness as to what its duties are under 

this provision of the order. Premier claims that the trial court itself, during the 

turnover order hearing and in its findings of facts and conclusions of law, 

demonstrated the ambiguous nature of this provision. At the hearing, the trial 

court commented that “[i]t is the intent that [GTR] get financial information of a 
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general nature, such as you would disclose to your auditors . . . Or not disclose 

to your auditors, they may get confidential information, such as the financial 

statements the auditors would get . . . [l]ike you would disclose to your bank. 

Let’s give it that idea.” The trial court found as a matter of law that “Confidential 

trade secret information is not subject to discovery by GTR but financial 

statements given to third party lenders such as Bank of America is discoverable.” 

What if Premier turns over financial information to a bank that is also confidential 

information? The complained of provision in paragraph six of the turnover order

does not clearly dictate what Premier is to do in that instance.

Additionally, we conclude that the provision further lacks clarity in the 

qualifying nature that is also built into the provision. The provision states that 

Premier is to turn over “any financial information,” but qualifies that this 

information is not to include “marketing materials, price lists, customer lists, 

customer identities, and product identities and availabilities.” Premier could infer 

from this provision that it is not required to hand over any financial documents 

that it deems similar to “marketing materials, price lists, customer lists, customer 

identities, and product identities and availabilities” because only these five 

enumerated exceptions to “any financial information” are listed in the order. Or, 

because the provision does not clearly dictate otherwise, Premier might conclude 

that it is required to provide to GTR any financial information—no matter how 

similar to “marketing materials, price lists, customer lists, customer identities, and 
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product identities and availabilities” it might be—even if it is something that it 

might only provide to auditors but not a lending institution or that it might consider 

confidential financial information. This is the exact lack of clarity that a turnover 

order cannot contain. In short, this language leaves doubt about the conduct 

required by Premier to comply with the order, and it further leaves doubt about 

the conduct that would be a failure by Premier to comply with the order. We 

conclude that this language is not definite, clear, and concise, and that it leaves 

Premier with doubt about its duties and calls on Premier to make inferences or 

conclusions about which persons might differ. Gulf Oil Corp., 317 S.W.2d at 264. 

Thus, we hold that the trial court erred by including the language

“and any financial information, to which DalCanton is entitled as a 

stockholder of [Premier] in the same fashion as DalCanton is entitled 

(except that GTR is not entitled to marketing materials, price lists, 

customer lists, customer identities, and product identities and 

availabilities); provided, further, that all such information and notices 

shall remain subject to the Confidentiality Order.”

We sustain Premier’s fourth issue and modify paragraph six of the turnover order 

entitled “Order On Motion for Reconsideration” to read only “In order that GTR 

may ascertain whether DalCanton and, by virtue of this Order, GTR may be 

entitled to a distribution from the Company, the Company shall provide to GTR all 

notices related to Company distributions.” See Tex. R. App. P. 43.2(b) (“The 

court of appeals may . . . modify the trial court’s judgment and affirm it as 

modified.”)
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IV. CONCLUSION

Having overruled Premier’s first issue and sustained its fourth issue, we 

need not address Premier’s second and third issues because they are predicated 

on the language we have removed from the turnover order. We modify 

paragraph six of the turnover order entitled “Order on Modification for 

Reconsideration” to read only “In order that GTR may ascertain whether 

DalCanton and, by virtue of this Order, GTR may be entitled to a distribution from 

the Company, the Company shall provide to GTR all notices related to Company

distributions.” We affirm the trial court’s judgment as modified.

BILL MEIER

JUSTICE

PANEL: WALKER, MCCOY, and MEIER, JJ.

DELIVERED: May 19, 2011