Under California corporations law, a corporate director generally has an absolute right to inspect the corporation’s books and records. In Wolf v. CDS Devco, the California Court of Appeal held that a trial court properly declined to enforce a director’s demand for inspection where the director’s term expired after the demand for inspection.
Small businesses should not only think carefully about the appropriate form for the operation of the business, but also for the possible end of the business. When a corporation ceases doing business, it may be dissolved. However, not all states treat a dissolved corporation the same a California does. This distinction was recently illustrated in… read more
A corporate shareholder’s creditors may not “pierce the corporate veil” to reach the corporation’s assets to satisfy claims against the shareholder. Under very limited circumstances, a court will disregard the corporate form so that a shareholder’s personal assets are subject to claims against the corporation. However, in Postal Instant Press v. Kaswa Corp., the California… read more
Shareholders of a closely held corporation may decide that it is time for the corporation to cease doing business. This decision may occur when the assets are sold to another company, or when the shareholders wish to retire. In these circumstances, there may be cash for distribution to the shareholders, but unknown claims or unliquidated… read more