Cedars-Sinai Imaging Medical Group v. Superior Court

By judgment, a director was given the right to inspect a corporation’s books and records. Dissatisfied with the corporation’s compliance, the director asked the trial court to issue an order directing the corporation to show cause why it should not be held in contempt. Although the trial court stated its intent to issue an order to show cause, and although the court set a date for the contempt hearing, an order to show cause was never issued. The trial court nevertheless denied the corporation’s request for a continuance, conducted a “default” contempt hearing, found the corporation in contempt, imposed a fine of $1,000, and ordered the corporation to pay the director’s attorneys’ fees (more than $45,000). As we explain below, the court had no jurisdiction to do what it did. Its orders are void.

Facts

Sheila G. Moore, M.D., a radiologist, was a shareholder, director and employee of Cedars-Sinai Imaging Medical Group, a professional corporation. In 1999, at a time when Dr. Moore was the subject of a “peer review investigation,” she attempted to exercise her right to inspect and copy the Group’s corporate records. (Corp. Code, § 1602.) The Group objected, and on July 1,…