Audio Visual Labor Management v. Fuller CA4/1

I. INTRODUCTION

After founding Audio Visual Labor Management, Inc. (AVLM), and operating it for several years, Mary Mika Read and Mike S. Fuller’s relationship fell apart. Read resigned from AVLM, but Fuller felt Read engaged in actions upon leaving which undermined AVLM. Consequently, AVLM sued Read for breach of fiduciary duty after she left. Read filed a cross-complaint against Fuller and AVLM, alleging Fuller breached the Joint Venture Agreement (JVA) he entered with Read early in their business relationship. Fuller and AVLM prevailed at trial. Read appeals from the judgment on two grounds. First, she claims the trial court erred in finding AVLM’s corporate form superseded the JVA rendering the JVA unenforceable. Second, Read contends the trial court abused its discretion in admitting expert testimony from a lawyer regarding her breach of fiduciary duty. We disagree with both grounds and affirm the judgment.

II. BACKGROUND

In 2012, Read and Fuller owned separate audio visual companies, and they agreed to form a joint business to provide labor for that industry. They executed the JVA, which stated, “For the purposes of this Joint Venture, the parties will form a corporation…