Soura v. Buchalter, Nemer et al.
Filed 7/5/06 Soura v. Buchalter, Nemer et al. CA2/8
NOT TO BE PUBLISHED IN THE OFFICIAL REPORTS
California Rules of Court, rule 977(a), prohibits courts and parties from citing or relying on opinions not certified for publication or ordered published, except as specified by rule 977(b). This opinion has not been certified for publication or ordered published for purposes of rule 977.
IN THE COURT OF APPEAL OF THE STATE OF CALIFORNIA
SECOND APPELLATE DISTRICT
DIVISION EIGHT
| SCOTT SOURA et al., Plaintiffs and Appellants, v. BUCHALTER, NEMER, FIELDS & YOUNGER et al., Defendants and Respondents. | B179671 (Los Angeles County Super. Ct. No. BC293505) |
APPEAL from judgments of the Los Angeles County Superior Court. Ralph W. Dau, Judge. Dismissed in part and affirmed in part.
Clayton Barkley Huntington, Randal A. Whitecotton and Clayton B. Huntington for Plaintiffs and Appellants.
Hill, Farrer & Burrill, Kevin H. Brogan and Jesse Molina, for Defendant and Respondent Buchalter, Nemer, Fields & Younger.
Collins, Collins, Muir & Stewart, John J. Collins, Douglas Fee and Jenifer J. Brannen for Defendant and Respondent Benjamin S. Seigel.
SUMMARY
A corporation and its sole shareholder appeal from adverse summary judgments in a legal malpractice action against its former attorney and a law firm with which neither the attorney, the corporation nor its shareholder had any relationship or affiliation at the time of the events which gave rise to this action. We conclude this court lacks jurisdiction to consider the corporation's appeal against its former attorney of an interlocutory order granting summary adjudication. That portion of the appeal must be dismissed. We also conclude the shareholder lacks standing to pursue this action as an individual, and summary judgment was properly granted in favor of the law firm and against the corporation, which had no independent contractual, attorney-client or fiduciary relationship with the corporation, and which did not merge with or assume the liabilities of its attorney's former firm.
FACTUAL AND PROCEDURAL BACKGROUND[1]
Appellants in this legal malpractice action are Scott Soura and Mercantile Investment Advisors, Inc. (MIA or Appellants, when referred to in conjunction with Soura), the corporation of which Soura is the sole shareholder and has been president, director, secretary and treasurer since April 1996. Defendants and respondents are the law firm of Buchalter, Nemer, Fields & Younger, a Professional Corporation (Buchalter firm), and one of its attorneys, Benjamin Seigel.
In July 1998, MIA and Soura, initiated the underlying action, Mercantile Investment Advisors, Inc., et al. v. Laney Thornton, et al. (the Thornton action), to recover approximately $250,000 in invoices for fabric purchases. Soura contacted Seigel, then a partner in the firm of Katz, Hoyt, Seigel & Kapor (Katz firm), to discuss that firm assuming the representation of MIA in the Thornton action. The matter was assigned to a litigator, Alan Cohen, who opened a file on the Thornton action.
To collect on the fabric invoices, MIA required a written assignment of the claims. Soura wanted the assignment prepared quickly. Seigel instructed an associate at the firm, Christa Perez, to discuss the matter with Soura. Perez asked Soura for information and copies of the fabric sales invoices, but she obtained neither. Soura was impatient and evasive regarding details of the transaction, and either did not have the invoices or would not provide the invoices Perez requested. The names on the draft documents Perez prepared were provided to her by Soura. Perez prepared an incomplete draft assignment for MIA which contained multiple blanks, and sent it to Soura.
After receiving the draft assignment, Soura retyped the assignment himself and filled in the blanks. He used the document to obtain the necessary signatures. Soura and MIA used the assignments to obtain the rights to pursue the claims in the Thornton action. The assignment was only for the fabric invoices. It did not also assign the purchase orders related to the same fabric transactions, which were the only documents that provided for recovery of attorney's fees.
On or about August 10, 1998, Cohen sent Soura, as MIA's president, the Katz firm's standard â€
