Hoiles

Harry H. Hoiles, a minority shareholder and director of Freedom Newspapers, Inc. (FNI), brought suit for breach of fiduciary duty and to dissolve the corporation (Corp. Code, § 1800, subd. (b)). In this original proceeding he and other members of his immediate family seek a writ of mandate after the superior court sustained corporate counsel’s invocation of the attorney-client and work product privileges at a deposition as to questions concerning several meetings to plan prelitigation strategy and requests for production of related documents.

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FNI is a California corporation with its principal offices in Santa Ana. It operates 29 daily newspapers, directly or indirectly, and owns 2 television stations.

R. C. Hoiles started the enterprise some 50 years ago and managed it until his death in 1970. All the corporate stock was then, as now, held by the families of his two sons, Clarence H. Hoiles and Harry H. Hoiles, and his daughter, Mary Jane Hoiles Hardie. Clarence Hoiles was the first to succeed his father as chief executive officer. This dispute began in 1980, when D. R. Segal, president of FNI, suggested it would be wise to begin consideration of Hoiles’…