California Court of Appeal

The trial court's order setting aside the election of new directors and invalidating several of the underlying corporate transactions, in a suit brought by plaintiff sister challenging actions taken by her brothers with respect to a group of family corporations in which all three are co-equal shareholders, is reversed and remanded, where: 1) Corporations Code section 709 permits a corporate electoral challenge on the grounds of an alleged breach of fiduciary duty, which governs corporate transactions with companies in which one or more corporate directors have a material financial interest; but 2) the trial court erred in failing to require that the brothers be joined in this action as indispensable parties.

Appellate Information

• Decided 10/10/2013
• Published 10/10/2013

Judges

• BRUINIERS

Court

• California Court of Appeal

Counsel