Is there a statute of limitations for an action brought by a stockholder seeking damages for mismanagement of a corporation?

California, United States of America


The following excerpt is from Admiralty Fund v. Peerless Ins. Co., 143 Cal.App.3d 379, 191 Cal.Rptr. 753 (Cal. App. 1983):

In Beal, a stockholder on behalf of the corporation and its shareholders sought recovery from persons who detrimentally controlled the corporation and used it for their own aggrandizement. The court therein held that "where ... the corporation and its board of directors were wholly under the domination of those who committed the original fraud the corporation is deemed to be in the same position as an incompetent person or a minor without legal capacity either to know or to act in relation to the fraud so committed, and during such period of incapacity the statute of limitations does not run, at least, against an innocent stockholder who was without knowledge of the fraud." (Beal v. Smith, supra, 46 Cal.App. at p. 279, 189 P. 341.) 5

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