Greb v. Diamond International Corp.
153 Cal. Rptr. 3d 198
Cal.2013Background
- Grebs sued Diamond International Corporation (defendant) for asbestos injuries; defendant dissolved long ago but sought to reach insurance assets under Cal. Civ. Code § 2011.
- Defendant, dissolved in Delaware in 2005, argued California survival statute § 2010 does not apply to foreign corporations; Delaware three-year survival law would bar suit in 2008.
- Trial court and Court of Appeal followed North American I and Riley, holding § 2010 does not apply to foreign corporations.
- California Constitution article XII, former § 15 was argued to compel applying § 2010 to foreign corporations; majority in North American II had asserted this, while the trial/appeals court below did not address it.
- California Supreme Court granted review to resolve conflict among appellate decisions on whether § 2010 applies to foreign corporations.
- Court held that California’s survival statute § 2010 does not apply to foreign corporations and disapproved North American II to the extent it held otherwise.
Issues
| Issue | Plaintiff's Argument | Defendant's Argument | Held |
|---|---|---|---|
| Does § 2010 apply to dissolved foreign corporations? | Greb argues yes; foreign corporations may be subject. | Diamond argues no; § 2010 applies only to domestic corporations. | § 2010 applies to domestic only; foreign not covered. |
| Does § 102(a) and related provisions render foreign corporations subject to § 2010? | Foreign qualified in CA are organized under division 1 and thus § 2010 applies. | Not organized under division 1; § 2010 not triggered. | Statutory construction rejects inclusion of foreigns; § 2010 not triggered. |
| Does California constitutional former art. XII, § 15 compel applying § 2010 to foreign corporations? | Repeal did not alter reach; foreigns receive same burdens as domestics. | Constitutional provision not to be read to grant § 2010 to foreigners. | Constitutional view rejected; § 2010 applies to domestic only. |
Key Cases Cited
- North American I, 128 Cal.App.3d 138 (Cal. Ct. App. 1982) (California survival law does not apply to suits against dissolved foreign corporations (dicta).)
- Riley v. Fitzgerald, 178 Cal.App.3d 871 (Cal. Ct. App. 1986) (Survival statute not applying to foreign corporations; reliance on § 2115 and foreign-corporation treatment.)
- North American II, 180 Cal.App.3d 902 (Cal. Ct. App. 1986) (Majority held § 2010 applies to foreign corporations; dissent criticized constitutional rationale.)
- Penasquitos, Inc. v. Superior Court, 53 Cal.3d 1180 (Cal. 1991) (Affirmed § 2010 allows continued actions against dissolved domestic corporations.)
- McCann v. Foster Wheeler LLC, 48 Cal.4th 68 (Cal. 2010) (Choice-of-law framework; unrelated to whether § 2010 covers foreign corporations.)
- Berkey (Conference Free Baptists v. Berkey), 156 Cal. 466 (Cal. 1909) (Constitutional provision interpretation for foreign-burdens; historical context cited.)