Stuparich

This is a dispute concerning a closely held family corporation. Plaintiffs and appellants, Ann Stuparich and Candi Tuttleton, appeal from judgment entered in favor of the corporation after the trial court granted summary judgment against them. The sole issue on appeal is whether plaintiffs raised a triable issue of material fact regarding their claim that dissolution was appropriate under Corporations Code section 1800, subdivision (b)(5) (section 1800 (b)(5)). (Further statutory references are to this code except where another is identified.) That statute provides for the involuntary dissolution of a corporation where “[i]n the case of any corporation with 35 or fewer shareholders . . . liquidation is reasonably necessary for the protection of the rights or interests of the complaining shareholder or shareholders.”

We conclude that plaintiffs did not raise a triable issue of material fact that dissolution of the corporation was reasonably necessary to protect their rights and interests, and affirm the judgment.

Factual and Procedural Summary

Plaintiffs are sisters. Harbor Furniture Manufacturing, Inc., was founded by their grandfather in 1929 as a furniture…