Riggle

BACKGROUND

Factual background Seaboard is a closely held, family owned California corporation that manufactures and prints envelopes and that specializes in custom printing. Its sole shareholders are Riggle, who owns 41.65 percent of the outstanding shares, and Riggle’s half-brother Ronald Niedringhaus (Ronald),3 who owns the remaining 58.35 percent of the shares. Riggle began working at Seaboard in 1964, when he was 24 years old. His sons, Phillip and Keith Riggle, daughter Veronica Riggle, and his grandson, Luis Figueroa, also worked at Seaboard until March 2012. Riggle has served on Seaboard’s board of directors since June 1980. From 2004 until March 2, 2012, Ronald and Riggle were Seaboard’s only directors. Ronald also served as Seaboard’s president, and Riggle held the title of chief financial officer. Seaboard paid Ronald and Riggle each a salary of approximately $3,000 per week and provided health insurance for them and for their spouses.

All further statutory references are to the Corporations Code unless otherwise indicated.

Seaboard’s notice of appeal states that it is an appeal from a judgment entered after an order granting summary judgment; however,…