Capp Care, Inc. v. Superior Court

Petitioner seeks a writ of mandate directing the respondent court to grant its motion for change of venue, The issue in this original proceeding is the proper venue for an action seeking involuntary dissolution of a corporation. We hold that such an action must be tried in the county in which the corporation has its principal office.

Facts

Real party (Proffitt) is a physician. Prior to 1985, he was engaged in the private practice of medicine in Glendora. He had also been involved for several years in a “non-profit health plan corporation” called Family Health Services, Inc. Petitioner Edward Zalta was in the data processing business, specializing in accounting and billing services for physicians. For several years, Proffitt and Zalta talked about forming a “health care cost review company which would engage in the business of establishing networks of preferred provider organizations (PPO’s) and utilizing a computerized cost review system to monitor physician charges.” It was hoped that Proffitt’s expertise in medicine and Zalta’s expertise in computer software and billing services for the medical profession would attract major insurance companies as sponsors.

Proffitt…