Gardiner Solder Co. v. SupAlloy Corp., Inc.

Good Law
1991 Cal. App. LEXIS 898·232 Cal. App. 3d 1537·284 Cal. Rptr. 206·91 Daily Journal DAR 9625·91 Cal. Daily Op. Serv. 6298
Court of Appeal of CaliforniaAugust 6, 1991B051331California2,032 words

Opinion

Opinion

Yegan, J.

—“For every wrong there is a remedy.” (Civ. Code, § 3523.) Here the remedy is restitution: “. . . restoration of anything to its rightful owner; the act of making good or giving equivalent for any loss, damage, or injury . . . .” (Black’s Law Diet. (5th ed. 1979) p. 1180, col. 2.)

Gardiner Solder Company (Gardiner) appeals from the judgment in favor of respondents, SupAlloy Corporation, Inc., et al., (SupAlloy). Gardiner contends it is entitled to restitution of over $50,000 worth of solder it delivered to SupAlloy. We agree.

Gardiner, an Illinois corporation, did business with SupAlloy for “many years” on an open book account. Gardiner manufactured bar solder for SupAlloy under the SupAlloy brand name for resale to others. During this period of time, Gardiner had not qualified to do business in California and violated Revenue and Taxation Code section 23301 by not paying its corporate franchise tax.

After filing suit against SupAlloy, Gardiner obtained a certificate of qualification to do business in California by paying, inter alia, “the tax and the interest and penalties” required under section 23305 to continue prosecution of this suit. (See Welco Construction,…

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