According to the following authority, which as of the date of this blog is still good law in California, “Even fraudulent, perjurious and malicious ‘publications’ and ‘broadcasts’ are absolutely privileged so long as they are (i) required or permitted by law, (ii) made in a judicial or quasi-judicial proceeding, (iii) by litigants or other participants authorized by law, (iv) to achieve the objects of the litigation, and (v) have some connection or logical relation to the action.” Silberg v. Anderson (1990) 50 C3d 205, 213-214.
A. ALTER EGO CLAIMS
1. CLOSELY HELD CORPORATIONS
Are you the sole shareholder of a corporation? Is your company at risk of a lawsuit or unable to pay its debts? Even if you hired an attorney to incorporate and prepare initial minutes, if you dominated and controlled the company, failed to maintain adequate entity minutes or records, commingled personal and corporate funds, you can be held personally liable for the corporation’s debts under the alter ego doctrine for acts knowingly and intentionally done in the name of the corporation. An experienced plaintiff’s attorney may sue both the corporation and you (its sole shareholder) in an attempt to pierce the corporate veil. Under current California law, where a corporation is used by an individual to perpetrate a fraud or accomplish a wrongful act, the court may disregard the corporate entity and treat the acts of the entity as if they were the acts of the individual. 9 Witkin, Summary of Law (9th Ed. 1989) Corporations, §12, p. 524.
The Catalyst Law Group is a full service business, corporate and intellectual property law firm that handles transactional and litigation matters for its clients including the prosecution and defense of alter ego claims servicing clients in San Diego, Los Angeles, Orange, and Riverside Counties.
This slide show is intended to provide a brief overview of a proper business executive summary as seen from the point of view of prospective investors. Catalyst Law Group is a dynamic San Diego business law firm that is uniquely positioned to serve domestic and international business clients. We hope you find these slides helpful for business planning purposes.
“Catalyst” - a substance that increases the rate of a chemical reaction without itself undergoing any change: somebody or something that makes a change happen or brings about an event: a means, a channel, a medium for change. Catalyst Law Group was created to fill this role for the San Diego business community – a law firm that increases the rate of success without compromising integrity, a business that makes change happen, and serves as a channel and medium for change and prosperity within the technology business world.
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