Paquet

A defendant in a shareholder derivative action cross-complained against the plaintiffs. After sustaining a demurrer to the cross-complaint without further leave to amend, the trial court dismissed the cross-complaint. The cross-complainant appeals from the order awarding attorney’s fees to the cross-defendants. Finding no error, we affirm.

Procedural Background

Marc J. Paquet, Jan M. Paquet, Gary Monnig and Carmel Monnig (collectively the Paquets) sued John Monnig, Theresa Monnig, Clearpack Engineering, Inc. (Clearpack), and First Security Bank of California, N.A. (the Bank). As amended in January of 2000, the complaint alleges that the Paquets are minority shareholders of Clearpack and that they are prosecuting the suit as a shareholder derivative action on behalf of Clearpack. Although the complaint prays for legal and equitable relief on a variety of theories, only three counts are asserted against the Bank. The eighth cause of action seeks a declaration that certain decisions made by the directors of Clearpack are invalid. The 11th cause of action seeks to quiet the title of Clearpack to certain property against any claims by the Bank. The 13th cause of action seeks…