Greenfield

Greenfield v. Fritz Companies, Inc.

Good Law
82 Cal. App. 4th 741·98 Cal. Rptr. 2d 530
Court of Appeal of CaliforniaNovember 21, 2000A086982California7,224 words

Opinion

Opinion

POCHÉ, J.

This appeal from a judgment of dismissal entered after the trial court sustained a general demurrer without leave to amend presents two questions. The first is whether the plaintiff here has pleaded the allegations of actual reliance required by Mirkin v. Wasserman (1993) 5 Cal.4th 1082 , 23 Cal.Rptr.2d 101 , 858 P.2d 568 and Lazar v. Superior Court (1996) 12 Cal.4th 631 , 49 Cal.Rptr.2d 377 , 909 P.2d 981 for causes of action for fraud and negligent misrepresentation. Our answer to this question is Yes. The second question is whether those causes of action may be based on the decision of corporate shareholders not to sell their shares after they have received material and misleading statements from the corporation; in order words, can damages for fraud be recovered when misrepresentations induce forbearance? Although this issue arises in a novel context for California, it requires only the application of familiar principles. Our answer to the second question is also Yes.

The pleading at issue is the second amended complaint filed by plaintiff Harvey Greenfield. Our function on review is to accept all its factual allegations as true, and to give it a reasonable…

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