Procedural Posture

Appellant stockholder challenged the judgment of the Superior Court of Sacramento County (California), in favor of respondent company in the stockholder's claim seeking specific performance. The stockholder sought to have stock which he alleged was illegally confiscated reissued to him.

Overview

Upon merger of two companies, which formed respondent company, it was agreed that the stockholders would receive stock from the newly formed company as well as the option to buy more stock. The stockholder alleged that he turned over his stock certificate in order to be issued the new stock, but that the new company confiscated the certificate and would not issue new stock, nor allow him his option to purchase more stock. The company argued that the stockholder had sold the stock and was no longer the rightful owner. The stockholder sought specific performance because, after he turned over his stock, the value had increased greatly and a monetary award would not adequately reimburse him. The court affirmed the lower court's denial of a jury trial because, where the case involved the application of the doctrines of equity and the granting of relief which could be obtained in a court of equity, and not elsewhere, the parties were not entitled to a jury trial. The court found that the lower court's finding that the stock had been sold was supported by substantial evidence. Because the agreement to sell had been executed, the statute of frauds was not applicable.

Outcome: failure to mitigate damages

The court affirmed the judgment in favor of the company in the stockholder's action for specific performance.

Procedural Posture

In a case arising from plaintiff subcontractor's effort to recover damages for cost overruns in a public works project, the subcontractor sought damages and attorney fees against defendant sureties on the payment bond. The Santa Clara County Superior Court, California, which earlier denied the sureties' summary judgment motion, granted their motion to reconsider and then granted their summary judgment motion. The subcontractor appealed.

Overview

The subcontractor argued that the trial court lacked jurisdiction to grant the sureties' motion for reconsideration because the sureties failed to meet the strict requirements of Cal. Code Civ. Proc. § 1008. It also contended that the trial court erred in finding the sureties were entitled to judgment as a matter of law. The instant court agreed with the subcontractor that the sureties failed to satisfy the statutory requirements for reconsideration under § 1008. However, it also concluded that the trial court properly exercised its authority to reconsider the prior interim ruling and correct an error of law on a dispositive issue, thereby expediting the resolution of the parties' dispute. The instant court found that the jurisdictional limitation of § 1008(e) constituted an impermissible interference with the core functions of the judiciary, but it reformed the statute in order to promote the legislature's express goal of discouraging repetitious litigation. The sureties were not entitled to judgment as a matter of law with regard to the subcontractor's attorney fees. The general contractor's discharge under Cal. Code Civ. Proc. § 998 did not necessarily exonerate the sureties.

Outcome

The judgment was reversed. In the interests of justice, the instant court directed the parties to bear their own costs on appeal.

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