Stanford Law School - Robert Crown Law Library

Filed 8/11/05

IN THE SUPREME COURT OF CALIFORNIA

STEVEN REYNOLDS,
Plaintiff and Appellant,
S115823
v.
Ct.App. 2/2 B158966
CHRISTIAN BEMENT et al.,
Los Angeles County
Defendants and Respondents. )
Super. Ct. No. BC226353

In this action for recovery of unpaid overtime compensation, the question
presented is whether plaintiff has stated a cause of action against any of eight
individuals who were officers or directors and shareholders of the Delaware
corporation, or its California subsidiary, that owns the automobile painting
business for which he formerly worked. The Court of Appeal upheld the trial
court’s sustaining of a demurrer. We affirm the judgment of the Court of Appeal.
Background
Plaintiff Steven Reynolds, on behalf of himself and those similarly
situated,1 alleges he was employed by defendants Earl Scheib, Inc., and Earl

1
Plaintiff designates this “a class action brought on behalf of all persons who
are or have been employed during the class period by the Defendants.” We
recently confirmed that actions to recover unpaid overtime on the grounds of an
employer’s misclassification policy or practice may be appropriate for class
treatment. (Sav-on Drug Stores, Inc. v. Superior Court (2004) 34 Cal.4th 319,
329.) The trial court has not yet ruled on class certification, having stayed the
action pending appeal.
1

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Scheib of California, Inc. (hereafter jointly Scheib, or the corporate defendants),
and by defendants Bement, Buchalter, Colburn, Helm, Kyman, Seigel, Sunkin,
and Smith (hereafter collectively the individual defendants), as a “shop manager”
and an “assistant shop manager” at several locations of defendants’ automobile
painting business. Defendants own and operate approximately 50 automobile
painting shops in California.
The individual defendants are shareholders of the corporate defendants and
have at material times been agents (officers or directors) of the corporate
defendants. Plaintiff alleges the individual defendants each “directly or indirectly,
or through an agent or any other person, employed or exercised control over
wages, hours, or working conditions of Class members.” Each individual
defendant “authorized, directed, sanctioned, consented, cooperated, approved,
aided, instigated, assisted, participated in, and voted for tortious and unlawful acts
of commission or omission which have operated to the prejudice and injury of the
Class, including but not limited to causing the corporate defendants to violate the
overtime regulations found in the applicable wage order and commit other
statutory violations.” Notwithstanding each individual defendant “knew or
reasonably should have known that his conduct and/or conduct under his control
was injuring the Class,” each “failed to take or order appropriate action to avoid
the harm.”
According to plaintiff, defendants had “a policy and practice to require their
Shop Managers in their Earl Scheib automobile paint shops to work long overtime
hours without overtime compensation.” Defendants allegedly misclassified class
members as exempt employees and deprived them of statutory overtime
compensation in order to maximize defendants’ profits and income. As a
consequence of defendants’ actions, plaintiff and those similarly situated have not
received statutorily guaranteed overtime compensation that is owed to them.
2

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Plaintiff initially filed a complaint only against Scheib, seeking damages as
well as equitable relief on behalf of himself, the general public, and similarly
situated employees who worked at Scheib’s automobile painting shops in
California from March 13, 1996, to the present. Plaintiff subsequently added as a
defendant Scheib’s president, Bement, who cross-complained and removed the
case to federal court. After the case was remanded to state court, plaintiff named
the seven remaining individual defendants, who thereafter demurred. The trial
court sustained the demurrers with leave to amend.
In the operative first amended complaint, plaintiff alleged numerous causes
of action, including claims denominated as “failure to pay overtime compensation
in violation of Labor Code sections 1194, 510 and applicable wage orders,”
unlawful deduction of wages, and various tortious violations of the Labor Code.
The individual defendants demurred.2 The trial court sustained the
demurrer with leave to amend as to some causes of action and without leave to
amend as to the others. Plaintiff did not amend, judgment was entered for
defendants, and the entire action was dismissed with prejudice. The Court of
Appeal affirmed. We granted plaintiff’s petition for review.
Discussion
Our task in reviewing a judgment sustaining a demurrer is to determine
whether the complaint states facts sufficient to constitute a cause of action. (Hill
v. Miller (1966) 64 Cal.2d 757, 759.) We assume the truth of the properly pleaded
material facts and the reasonable inferences that may be drawn therefrom.
(Coleman v. Gulf Ins. Group (1986) 41 Cal.3d 782, 789, fn. 3.) We give the
complaint a reasonable interpretation, reading it as a whole and its parts in their

2
Scheib is not a party to this appeal.
3

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context. (Speegle v. Board of Fire Underwriters (1946) 29 Cal.2d 34, 42.) We
also consider matters that may be judicially noticed. (Serrano v. Priest (1971)
5 Cal.3d 584, 591.)3
A.
Overview: State Remedies for Unpaid Overtime
An employee’s wage rights may be provided for in an employment contract
and also are closely regulated by statute. “The Labor Code[4] prescribes such
matters as the time and manner of paying wages, minimum wage requirements,
and mandatory overtime pay . . . .” (Cuadra v. Millan (1998) 17 Cal.4th 855, 858;
see § 510, subd. (a).)5 In addition, the Industrial Welfare Commission (IWC) is
“empowered to formulate regulations (known as wage orders) governing
employment in the State of California.” (Tidewater Marine Western, Inc. v.
Bradshaw (1996) 14 Cal.4th 557, 561 (Tidewater).) The IWC has promulgated 18
orders that remain in force today, 16 relating to specific industries and
occupations, one general minimum wage order that applies to all California
employers and employees (excluding public employees and outside salespersons),
and one order implementing the Eight-Hour-Day Restoration and Workplace

3
The requests for judicial notice filed by defendants (filed Feb. 13, 2004),
amici curiae Miguel Martinez et al. (filed Jan. 21, 2004) and the Asian Law
Caucus et al. (filed Jan. 8, 2004) are granted. The request for judicial notice filed
by amicus curiae Employers Group (filed Jan. 8, 2004) is granted in part and
denied in part. Specifically, the Employers Group request is granted with respect
to six historical wage orders (Evid. Code, § 452, subd. (b); see Employers Group
request, exhs. 1-6) and is otherwise denied (Mangini v. R. J. Reynolds Tobacco
Co. (1994) 7 Cal.4th 1057, 1063; see Employers Group request, exhs. 7-9).
4
Unlabeled statutory references are to this code.
5
Federal statutes also require overtime compensation. (See 29 U.S.C. § 201
et seq., the Fair Labor Standards Act of 1938 (FLSA); especially id., § 207
[maximum hours].)
4

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Flexibility Act (Stats. 1999, ch. 134). (See Cal. Code Regs., tit. 8, § 11000 et.
seq.; especially id., § 11090, Order Regulating Wages, Hours, and Working
Conditions in the Transportation Industry (hereafter Wage Order No. 9).) The
latter, Wage Order No. 9, is the IWC wage order applicable to persons employed
in an automobile painting business. (See Wage Order No. 9, subd. 2(N).)
The Division of Labor Standards Enforcement (DLSE), headed by the
Labor Commissioner, is “empowered to enforce California’s labor laws, including
IWC wage orders.” (Tidewater, supra, 14 Cal.4th at pp. 561-562.) The Labor
Commissioner is required to determine all matters arising under his or her
jurisdiction, including questions concerning the employment status of any wage
claimant. (Post v. Palo/Haklar & Associates (2000) 23 Cal.4th 942, 947, citing
§ 98, subd. (a).) The Legislature also has provided California workers a private
right of action to vindicate their overtime rights. (See § 1194, subd. (a).)
Pursuant to the foregoing scheme, if “an employer fails to pay wages in the
amount, time or manner required by contract or by statute, the employee has two
principal options. The employee may seek judicial relief by filing an ordinary
civil action against the employer for breach of contract and/or for the wages
prescribed by statute. (§§ 218, 1194.) Or the employee may seek administrative
relief by filing a wage claim with the commissioner pursuant to a special statutory
scheme codified in sections 98 to 98.8. The latter option was added by legislation
enacted in 1976 (Stats. 1976, ch. 1190, §§ 4-11, pp. 5368-5371) and is commonly
known as the ‘Berman’ hearing procedure, after the name of its sponsor.”
(Cuadra v. Millan, supra, 17 Cal.4th at p. 858.) We also have recognized that, in
an action brought pursuant to the Unfair Competition Law (Bus. & Prof. Code,
§ 17200 et seq.), an employee may recover payment of unlawfully withheld wages
as a restitutionary remedy. (Cortez v. Purolator Air Filtration Products Co.
(2000) 23 Cal.4th 163, 177.)
5

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In addition to the foregoing avenues for the recovery of wages, the Labor
Commissioner or the employee may seek certain civil penalties when the
employee is not paid statutorily guaranteed wages. (See, e.g., §§ 210 [penalty for
failure to pay statutorily prescribed wages], 225.5 [penalty for unlawfully
withholding wages], 558 [penalty for violating chapter or IWC order].) And under
the recently enacted Labor Code Private Attorneys General Act of 2004 (§ 2698 et
seq., added by Stats. 2003, ch. 906, § 2), “[n]otwithstanding any other provision of
law, any provision of [the Labor C]ode that provides for a civil penalty to be
assessed and collected by the Labor and Workforce Development Agency or any
of its departments, divisions, commissions, boards, agencies or employees . . .
may, as an alternative, be [enforced, and the penalty] recovered through a civil
action brought by an aggrieved employee on behalf of himself or herself and other
current or former employees” (§ 2699, subd. (a)).
B. Plaintiff’s
“Exercises
Control” Liability Theory
In a series of regulations concerning employment in a wide variety of
industries and occupations, the IWC since 1947 has defined “employer” to include
an individual who “exercises control over the wages, hours, or working conditions
of any person.” (Wage Order No. 9, subd. 2(F) (hereafter the IWC employer
definition).)6 Noting that section 510, in obligating “an employer” to pay
overtime compensation, does not define that term, and that section 1194, in
providing “any employee” with a private right of action to recover unpaid

6
In its entirety, the IWC employer definition reads: “ ‘Employer’ means any
person as defined in section 18 of the Labor Code, who directly or indirectly, or
through an agent or any other person, employs or exercises control over the wages,
hours, or working conditions of any person.” (Wage Order No. 9, subd. 2(F).)
Section 18 provides: “ ‘Person’ means any person, association, organization,
partnership, business trust, limited liability company, or corporation.”
6

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minimum or overtime wages, does not specify potential defendants, plaintiff
argues we should apply the IWC employer definition in order to determine who
are proper defendants here. That definition, plaintiff asserts, includes corporate
control figures like the individual defendants.
While plaintiff does not contend any statute expressly subjects corporate
control figures to liability, as employers, for unpaid wages, he argues that we can
infer the IWC’s authority to specify appropriate section 1194 defendants from its
powers to fix a minimum wage and to provide safeguards to insure employees
receive the minimum and overtime wages due them. (See Cal. Drive-in
Restaurant Assn. v. Clark (1943) 22 Cal.2d 287, 302 [discussing IWC’s “power to
provide safeguards to insure receipt of the minimum wage”].) Applying the IWC
employer definition to corporate control figures, plaintiff posits, is reasonably
necessary to effectuate the purposes of section 1194. (See Agricultural Labor
Relations Bd. v. Superior Court (1976) 16 Cal.3d 392, 411; see generally Gov.
Code, §§ 11342.1 [scope of agency authority], 11342.2 [validity of regulations].)
The individual defendants disagree that the IWC employer definition
applies to this case, insisting none of them may be held personally liable for any
overtime or other compensation owed to plaintiff by his corporate employer. They
argue that California’s labor statutes do not impose personal liability on corporate
officers and directors for unpaid wages owed by a corporate employer and that
common law principles protect them against incurring civil liability, as employers,
for economic harm plaintiff’s corporate employer may have caused him.
In resolving the question, we look in the first instance not to the IWC’s
authority nor to the asserted necessity of its employer definition, but to the IWC’s
intent in promulgating the employer definition. The best indicator of that intent is
the language of the provision itself. (Williams v. Superior Court (1993) 5 Cal.4th
337, 350.) As plaintiff acknowledges, the plain language of Wage Order No. 9
7

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defining employer does not expressly impose liability under section 1194 on
individual corporate agents. Nor can we infer that the Legislature, simply by
amending sections 510 and 1194 several times after the IWC adopted its employer
definition, impliedly intended to incorporate that definition into a unified remedial
scheme comprised of those statutes and the regulations.7
A statute will be construed in light of the common law unless the
Legislature “ ‘clearly and unequivocally’ ” indicates otherwise. (California Assn.
of Health Facilities v. Department of Health Services (1997) 16 Cal.4th 284, 297.)
We agree with the individual defendants that, had the Legislature intended to
depart from the common law by engrafting Wage Order No. 9 onto section 1194,
it would have more clearly manifested that intent. Neither section 510 nor section
1194 contains any reference to the IWC employer definition: section 510 in
detailing certain obligations of “an employer” leaves that term undefined; section
1194, without mentioning “employer,” simply provides that “any employee”
receiving less than the applicable legal minimum wage or legal overtime
compensation is entitled to recover the same in a civil action. “In this

7
Since 1947, when the employer definition was added to the IWC’s wage
orders, the Legislature has on several occasions amended the Labor Code’s
chapter on wages, hours, and working conditions. (See Stats. 1961, ch. 408, § 3,
p. 1479; Stats. 1982, ch. 185, § 1, p. 563; Stats. 1991, ch. 825, § 2, p. 3666; Stats.
1999, ch. 134, § 4 et seq.; Stats. 2000, ch. 492, § 3; Stats. 2001, ch. 148, § 3.)
Section 510 was originally enacted as part of the act establishing our
comprehensive Labor Code, in 1937. (Stats. 1937, ch. 90.) It was amended in
1982 (Stats. 1982, ch. 185, § 1, p. 563) and in 1999 as part of the Eight-Hour-Day
Restoration and Workplace Flexibility Act (Stats. 1999, ch. 134). Section 1194,
originally enacted in 1937, has been amended several times since 1947. (See
Stats. 1961, ch. 408, § 3, p. 1479; Stats. 1972, ch. 1122, § 13, p. 2156; Stats. 1973,
ch. 1007, § 8, pp. 2004-2005; Stats. 1991, ch. 825, § 2, p. 3666; Stats. 1992, ch.
427, § 120, p. 1653.)
8

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circumstance—a statute referring to employees without defining the term—courts
have generally applied the common law test of employment.” (Metropolitan
Water Dist. v. Superior Court (2004) 32 Cal.4th 491, 500 [discussing Gov. Code,
§ 20028, subd. (b)].)8 “California courts have applied this interpretive rule to
various statutes dealing with public and private employment.” (Metropolitan
Water Dist., supra, at p. 500; see also id. at p. 500, fn. 5, citing cases.)
Under the common law, corporate agents acting within the scope of their
agency are not personally liable for the corporate employer’s failure to pay its
employees’ wages. (See, e.g., Oppenheimer v. Robinson (1957) 150 Cal.App.2d
420, 424; see generally Fletcher Cyclopedia Corporations (perm. ed. supp. 2002)
§ 41.) This is true regardless of whether a corporation’s failure to pay such wages,
in particular circumstances, breaches only its employment contract or also
breaches a tort duty of care. It is “well established that corporate agents and
employees acting for and on behalf of a corporation cannot be held liable for
inducing a breach of the corporation’s contract.” (Shoemaker v. Myers (1990) 52
Cal.3d 1, 24.) And “[d]irectors or officers of a corporation do not incur personal
liability for torts of the corporation merely by reason of their official position”
(United States Liab. Ins. Co. v. Haidinger-Hayes, Inc. (1970) 1 Cal.3d 586, 595).

8
S. G. Borello & Sons, Inc. v. Department of Industrial Relations (1989) 48
Cal.3d 341, relied on by plaintiff, is not apposite. In Borello, we recognized that
“the concept of ‘employment’ embodied in the [Workers’ Compensation] Act is
not inherently limited by common law principles” and “must be construed with
particular reference to the ‘history and fundamental purposes’ of the statute” (id. at
p. 351) because “[t]he common law and statutory purposes of the distinction
between ‘employees’ and ‘independent contractors’ are substantially different”
(id. at p. 352). By contrast, plaintiff here has not persuaded us that one may infer
from the history and purposes of section 1194 a clear legislative intent to depart, in
the application of that statute, from the common law understanding of who
qualifies as an employer.
9

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For the foregoing reasons, we agree with the Court of Appeal that plaintiff
cannot state a section 1194 cause of action against the individual defendants. Had
the Legislature meant in section 1194 to expose to personal civil liability any
corporate agent who “exercises control” over an employee’s wages, hours, or
working conditions, it would have manifested its intent more clearly than by mere
silence after the IWC’s promulgation of Wage Order No. 9.
The DLSE, as amicus curiae, warns that the Court of Appeal’s failure to
accept plaintiff’s theory of corporate agent liability based on the IWC employer
definition may pose an obstacle to the Labor Commissioner’s ability to recover
some wages owed to California employees. Apparently it is existing DLSE
practice in wage claim actions prosecuted (§ 98.3) or informally heard and
determined (§ 98) by the Labor Commissioner to apply the IWC employer
definition, including its “exercises control” prong, so as to permit the naming of
certain corporate agents as joint defendants with corporate employers. The DLSE,
concerned lest its practice in this regard be called into question, urges that we
recognize plaintiff’s theory and direct California courts to apply it in private court
actions (as the DLSE apparently does in the administrative context) in light of
federal cases determining, on the basis of “economic reality,” who qualifies as an
employer under the FLSA (29 U.S.C. § 201 et seq.).
We previously have determined that the DLSE’s administrative policies are
not due general interpretive deference unless they are promulgated in accordance
with the Administrative Procedure Act, section 11340 et seq. of the Government
Code. (See Tidewater, supra, 14 Cal.4th at pp. 568-577.) And while it is true that
“[f]ederal decisions have frequently guided our interpretation of state labor
provisions the language of which parallels that of federal statutes” (Building
Material & Construction Teamsters’ Union v. Farrell (1986) 41 Cal.3d 651, 658),
“where the language or intent of state and federal labor laws substantially differ,
10

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reliance on federal regulations or interpretations to construe state regulations is
misplaced” (Ramirez v. Yosemite Water Co. (1999) 20 Cal.4th 785, 798). While
the FLSA contains an express definition of “employer” (29 U.S.C. § 203(d)),9
section 1194 does not.
In any event, we have no occasion in resolving this private dispute to
address questions concerning the DLSE’s use, in administrative proceedings, of
the IWC employer definition. Nor are we persuaded that our narrow holding that
plaintiff cannot employ the IWC employer definition to state a section 1194 cause
of action against the individual defendants will have the sweeping effect the DLSE
fears. Defendants concede the DLSE may utilize the IWC employer definition in
exercising its prosecutorial discretion to determine who are appropriate wage
claim defendants. And while the DLSE in its adjudicatory role (see generally § 98
[Berman hearings]; Cal. Code Regs., tit. 8, § 13502) is of course obligated to
follow the substantive law (§§ 95, 98, subd. (a)), there is no question that IWC
wage orders are among the valid sources thereof (§ 517, subd. (a)).
We also disagree that our holding today poses an obstacle to the Labor
Commissioner’s recovering wages owed California workers. Imposition of
individual civil liability under the IWC employer definition is not the only means
by which an employee can seek recovery against a corporate agent. “The Berman
hearing procedure is designed to provide a speedy, informal, and affordable
method of resolving wage claims” (Cuadra v. Millan, supra, 17 Cal.4th at p. 858)

9
“ ‘Employer’ includes any person acting directly or indirectly in the interest
of an employer in relation to an employee and includes a public agency, but does
not include any labor organization (other than when acting as an employer) or
anyone acting in the capacity of officer or agent of such labor organization.” (29
U.S.C. § 203(d).)
11

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and, as defendants concede, nothing in that process precludes hearing officers
from finding individual corporate agents liable for unpaid wages when such
liability is proven on established common law10 or statutory11 theories. Moreover,
pursuant to section 558, subdivision (a), any “person acting on behalf of an
employer who violates, or causes to be violated” a statute or wage order relating to
working hours is subject to a civil penalty, payable to the affected employee, equal
to the amount of any underpaid wages.12 As noted earlier, the Legislature has
provided that aggrieved employees may under certain circumstances maintain civil
actions to recover such penalties. (§ 2699, subd. (a).)
C. Liability
Under
Frances T. v. Village Green Owners Assn.
In Frances T. v. Village Green Owners Assn. (1986) 42 Cal.3d 490
(Frances T.), we recognized that corporate directors may be “jointly liable with

10
See, e.g., Sonora Diamond Corp. v. Superior Court (2000) 83 Cal.App.4th
523, 538 (alter ego doctrine).
11
See, e.g., section 2673.1, subdivision (a): “To ensure that employees are
paid for all hours worked, a person engaged in garment manufacturing, as defined
in Section 2671, who contracts with another person for the performance of
garment manufacturing operations shall guarantee payment of the applicable
minimum wage and overtime compensation, as required by law, that are due from
that other person to its employees that perform those operations.”
12
In its entirety, section 558, subdivision (a) provides: “Any employer or
other person acting on behalf of an employer who violates, or causes to be
violated, a section of this chapter or any provision regulating hours and days of
work in any order of the Industrial Welfare Commission shall be subject to a civil
penalty as follows: [¶] (1) For any initial violation, fifty dollars ($50) for each
underpaid employee for each pay period for which the employee was underpaid in
addition to an amount sufficient to recover underpaid wages. [¶] (2) For each
subsequent violation, one hundred dollars ($100) for each underpaid employee for
each pay period for which the employee was underpaid in addition to an amount
sufficient to recover underpaid wages. [¶] (3) Wages recovered pursuant to this
section shall be paid to the affected employee.”
12

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the corporation and may be joined as defendants if they personally directed or
participated in the tortious conduct.” (Id. at p. 504 , citing numerous authorities.)
“Their liability, if any,” we noted, “stems from their own tortious conduct, not
from their status as directors or officers of the enterprise.” (Id. at p. 503.)
“Director status therefore neither immunizes a person from individual liability nor
subjects him or her to vicarious liability.” (Id. at p. 505.)
We agree with the Court of Appeal that plaintiff cannot state a cause of
action under Frances T. As noted, Frances T. applies to tortious conduct (Frances
T., supra, 42 Cal.3d at pp. 503-504), and a simple failure to comply with statutory
overtime requirements, such as plaintiff alleges here, does not qualify. (See Hays
v. Bank of America (1945) 71 Cal.App.2d 301, 305 [applying FLSA, noting
“federal cases have definitely determined that claims for such overtime wages . . .
are not ex delicto or founded on tort”].)
Plaintiff’s boilerplate allegations of conspiracy do not alter the situation.
“ ‘Agents and employees of a corporation cannot conspire with their corporate
principal or employer where they act in their official capacities on behalf of the
corporation and not as individuals for their individual advantage.’ ” (Applied
Equipment Corp. v. Litton Saudi Arabia Ltd. (1994) 7 Cal.4th 503, 512, fn. 4,
quoting Wise v. Southern Pacific Co. (1963) 223 Cal.App.2d 50, 72.) There can
be no liability, moreover, “if the alleged conspirator, though a participant in the
agreement underlying the injury, was not personally bound by the duty violated by
the wrongdoing and was only acting as the agent or employee of the party who did
have that duty.” (Doctors’ Co. v. Superior Court (1989) 49 Cal.3d 39, 44; see also
id. at p. 45 [notwithstanding alleged conspiracy, insurer’s agent not liable where
“duty is imposed by statute solely upon persons engaged in the business of
insurance”].)
13

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Nor has plaintiff alleged that the individual defendants here
misappropriated to themselves, as individuals for their individual advantage, the
unpaid wages he alleges his former employer owes him. He alleges, rather, that
they “caused the wages to be withheld by and in the accounts of the corporate
defendants for the Defendants’ collective benefit.” Under such circumstances,
California courts have declined to allow actions such as the instant one to proceed.
(See, e.g., Oppenheimer v. Robinson, supra, 150 Cal.App.2d at p. 424 [employee
not personally liable for nonpayment of wages to fellow employee]; Oppenheimer
v. Moebius (1957) 151 Cal.App.2d 818, 820 [same, where no allegation that
defendant employees “had any duty to plaintiff to pay his wages or that they were
guilty of any wrong”].)
D.
Other Theories of Liability
The trial court, as noted, sustained defendants’ demurrer with leave to
amend as to some of plaintiff’s purported causes of action and without leave to
amend as to the others. Plaintiff decided to appeal rather than amend his
complaint.
“It is the rule that when a plaintiff is given the opportunity to amend his
complaint and elects not to do so, strict construction of the complaint is required
and it must be presumed that the plaintiff has stated as strong a case as he can.”
(Gonzales v. State of California (1977) 68 Cal.App.3d 621, 635; see also Chicago
Title Ins. Co. v. Great Western Financial Corp. (1968) 69 Cal.2d 305, 312 [the
plaintiff’s failure to amend “constrained [us] to determine only whether appellants
state a cause of action, not whether they might have been able to do so”].) “Leave
to amend further is properly denied when a plaintiff fails to amend to correct
defects on the basis of which special demurrers to a previous complaint were
sustained.” (Chicago Title Ins. Co., supra, at p. 327.) Plaintiff concedes the Court
of Appeal below correctly concluded he cannot amend the complaint to allege
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more specific facts respecting his causes of action denominated in the first
amended complaint as conversion, negligence per se, negligence, violation of
Business and Professions Code section 17200 et seq., declaratory relief,
accounting, and injunctive relief. In his petition for review, however, plaintiff
asked us to decide whether the Court of Appeal erred in denying him leave to
amend his causes of action for “unlawful deductions” and for allegedly tortious
violations of various Labor Code sections.
We are not persuaded either court below erred. Whether to grant leave to
amend a complaint is a matter within the discretion of the trial court. (Campbell v.
Regents of the University of Cal. (2005) 35 Cal.4th 311, 320.) On appeal, the
burden of proving a reasonable possibility exists that a complaint’s defects can be
cured by amendment rests “squarely on the plaintiff.” (Blank v. Kirwan (1985) 39
Cal.3d 311, 318.) We agree with defendants that plaintiff forfeited any further
leave to amend by failing to request leave in the trial court or to argue in the Court
of Appeal that the trial court’s denial as to specific causes of action was error.
Plaintiff’s oblique comment at the hearing on the demurrer that “I suppose
we could state a common law fraud claim” cannot fairly be interpreted as a request
for leave to amend his complaint to include additional factual allegations. (See
generally 5 Witkin, Cal. Procedure (4th ed. 1997) Pleading, § 1132, p. 587.)
Nor did plaintiff’s assertion in his opening brief below that the standards set
forth under section 216 (respecting, inter alia, false denial of wages) “can be
imputed to a fraud cause of action and the claim as stated should be interpreted
as such,” either raise or argue the amendment issue. As plaintiff concedes, not
until he petitioned for rehearing did he present to the Court of Appeal any
“additional facts that were alleged, that could have been alleged, and could have
been reasonably inferred.” “It is well settled that arguments, including
15

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insufficiency of the evidence, cannot be raised for the first time in a petition for
rehearing.” (Gentis v. Safeguard Business Systems, Inc. (1998) 60 Cal.App.4th
1294, 1308.)
In light of this record, we conclude the trial court did not abuse its
discretion in sustaining defendants’ demurrer partially without leave to amend nor
did the Court of Appeal err in affirming that ruling.
Disposition
For the foregoing reasons, the judgment of the Court of Appeal is affirmed.
WERDEGAR, J.
WE CONCUR:
GEORGE, C. J.
KENNARD, J.
BAXTER, J.
CHIN, J.
MORENO, J.

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CONCURRING OPINION BY MORENO, J.
I concur.
In Labor Code section 1194, the Legislature has given workers a private
right of action to recover unpaid overtime wages without specifying who is liable.
(Lab. Code, § 1194.)1 Liability logically should attach to the person or entity
owing the unpaid overtime wages — the employer — but neither in section 1194
nor in other relevant provisions of the Labor Code (e.g., §§ 500, 510) has the
Legislature defined “employer” for purposes of section 1194.
Faced with this lacuna in the Labor Code, plaintiffs would look to the
definition of “employer” in wage orders promulgated by the Industrial Welfare
Commission, the administrative agency to which the Legislature has granted
plenary power to formulate regulations governing employment in California.
(Tidewater Marine Western, Inc. v. Bradshaw (1996) 14 Cal.4th 557, 561.) As
defined in the relevant wage order for purposes of this case, an employer is any
individual “who directly or indirectly, or through an agent or any other person,
employs or exercises control over the wages, hours, or working conditions of any
person.” (Cal. Code Regs., tit. 8, § 11090, subd. (2)(F).) Armed with this

1
All further statutory references, unless otherwise specified, are to the Labor
Code.
1

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definition, plaintiffs contend liability for unpaid overtime wages extends to certain
corporate officers and agents who meet the “exercises control” standard.
As a legal argument, plaintiff’s position is not untenable, but it has a certain
labyrinthine quality that, ultimately, cannot conceal the absence of any clear
indication of legislative intent that the wage order’s definition of “employer”
apply to section 1194 actions. Therefore I concur with the majority. I write
separately to bring this issue to the Legislature’s attention.
The underlying question in this case is whether, under certain narrowly
circumscribed conditions, workers should be able to sue corporate officers and
agents for unpaid overtime wages where the corporate form is being misused to
defraud workers of these wages. Relevant to consideration of this issue is our
recent observation in Sav-on Drug Stores, Inc. v. Superior Court (2004) 34 Cal.4th
319, 340: “Labor Code section 1194 confirms ‘a clear public policy . . . that is
specifically directed at the enforcement of California’s minimum wage and
overtime laws for the benefit of workers.’ ” It also bears repeating that overtime
pay “relates but incidentally to wages” and that the underlying purpose of the
wage laws “concern[s] not only the health and welfare of the workers themselves,
but also the public health and general welfare.” (California Grape etc. League v.
Industrial Welfare Com. (1969) 268 Cal.App.2d 692, 703.) In other words, the
public as a whole has a stake in enforcing the overtime wage law and creating
deterrents to violations of that law.
The abuse of the corporate form to avoid paying overtime wages is well
documented, as is the identity of the workers who are most often the victims of
this abuse. “Increasingly, employers are incorporating instead of operating as sole
proprietors or partnerships. As corporations go out of business, the sole
2

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shareholders or majority shareholders are protected from personal liability for the
debts of the corporation, including wage debts, even though they profit from the
unpaid labor of workers.” (Foo, The Informal Economy: The Vulnerable and
Exploitable Immigrant Workforce and the Need for Strengthening Worker
Protection Legislation (1994) 103 Yale L.J. 2179, 2201.) “Employers faced with
large wage judgments often play the ‘shell game’ — that is, they close down one
corporation and start up another. The corporate shield of limited liability protects
shareholders, directors, and officers from personal liability for the wages of their
former employees. Former employees are unable to reach the assets of the new
corporation or company because of the legal fiction that the predecessor and
successor are separate legal entities.” (Id. at p. 2189.) The workers most often
affected by these abuses are low-wage workers, often non-English-speaking
immigrants in the garment, restaurant, electronics, and agricultural industries. (Id.
at p. 2209.) The amicus curiae brief of the Division of Labor Standards
Enforcement describes such a case, involving three defunct garment contractors,
all closely held corporations owned by members of a single family. The business
failed to pay any wages to more than 250 employees over a two-month period in
2001, even as the officers and sole shareholders encouraged their employees to
continue working with false promises of eventual wages. (Lujan v. Wong et al.
(Super. Ct. S.F. City and County, 2002, No. 404939) (Wins Garment Cases).)
The exploitation of such vulnerable workers by unscrupulous individuals
hiding behind the corporate form takes place against a backdrop of diminished
public resources for the enforcement of the state’s labor laws. The Legislature
itself has acknowledged this problem in the uncodified portions of section 2698,
the Labor Code Private Attorneys General Act of 2004 (the Private Attorneys
3

---

General Act), wherein the Legislature states: “Staffing levels for state labor law
enforcement agencies have, in general, declined over the last decade and are likely
to fail to keep up with the growth of the labor market in the future.” (Stats. 2003,
ch. 906, § 1, subd. (c).) This recognition was, indeed, a spur to the enactment of
the Private Attorneys General Act which, in time, may provide workers with a
mechanism for recovering unpaid overtime wages through private enforcement of
section 558, which authorizes civil penalties for violations of the wage laws that
include unpaid wages from “any employer or other person acting on behalf of an
employer,” a phrase conceivably broad enough to include corporate officers and
agents in some cases. (§ 558, subd. (a).) The Private Attorneys General Act
remains, however, untested at this point.
Section 1194, by contrast, is an established remedy directed specifically at
the recovery of unpaid overtime wages. Given the Legislature’s stated
commitment to the enforcement of the state’s labor laws, and its willingness to
entrust enforcement of those laws, in some cases, to workers themselves, it would
make sense for the Legislature to extend the reach of section 1194 to include
individuals who are directly responsible for the nonpayment of overtime wages
but who hide behind the corporate form. Permitting workers to recover unpaid
overtime wages from corporate officers and agents in some limited circumstances
is neither a novel nor an untested remedy. As plaintiffs and various amici curiae
point out, the federal equivalent of section 1194 contained in the Federal Labor
Standards Act (FLSA) has long given workers this right under a definition of
“employer” that includes “any person acting directly or indirectly in the interest of
an employer in relation to an employee.” (29 U.S.C. § 203(d).) In construing this
language, federal courts apply a standard that looks, not simply at the corporate
4

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form, but the underlying economic reality of whose hand is on the tiller when it
comes to payment (or nonpayment) of overtime wages. (See, e.g., Donovan v.
Agnew (1st Cir. 1983) 712 F.2d 1509, 1514 [under the “economic reality”
approach, corporate officers with significant ownership interest who exercised
“operational control of significant aspects of the corporation’s day to day
functions” including employee compensation and “who personally made decisions
to continue operations despite financial adversity” are employers within the
meaning of the FLSA and “chargeable with personal liability for failure to pay
minimum and overtime wages as required by the FLSA”].) Taking a leaf from
federal law, the Legislature could similarly authorize section 1194 actions against
such individuals. I urge the Legislature to do so.
MORENO, J.
5

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See last page for addresses and telephone numbers for counsel who argued in Supreme Court.

Name of Opinion Reynolds v. Bement
__________________________________________________________________________________

Unpublished Opinion

Original Appeal
Original Proceeding
Review Granted XXX 107 Cal.App.4th 738
Rehearing Granted

__________________________________________________________________________________

Opinion No.

S115823
Date Filed: August 11, 2005
__________________________________________________________________________________

Court:

Superior
County: Los Angeles
Judge: Victoria G. Chaney
__________________________________________________________________________________

Attorneys for Appellant:

The Impact Fund, Brad Seligman; The Legal Solutions Group, Robert S. Boulter; Law Office of Jonathan
Weiss and Jonathan Weiss for Plaintiff and Appellant.

Van Bourg, Weinberg, Roger & Rosenfeld, Weinberg, Roger & Rosenfeld, Ellyn Moscowitz, Joanna
Mittman and M. Suzanne Murphy for The Building and Construction Trades Council of Alameda County,
The Building and Construction Trades Council of Contra Costa County, The Building and Construction
Trades Council of Los Angeles and Orange Counties, The Building and Construction Trades Council of
San Bernardino and Riverside Counties, The District Council of Iron Workers for the State of California
and Vicinity, The Northern California Carpenters Regional Council, The International Brotherhood of
Electrical Workers Local 11, The Painters District Council Local 36, The Roofers Union Locals 81, 36 and
220 and The Sprinkler Fitters United Association, Local 483 as Amici Curiae on behalf of Plaintiff and
Appellant.

Saperstein, Goldstein, Demchak & Baller, David Borgen, Darci Burrell and Joshua Konecky for The
Impact Fund, Asian Law Caucus, Inc., Asian Pacific American Legal Center, California Employment
Lawyers Association, The Legal Aid Society-Employment Law Center, La Raza Centro Legal, Inc., and
Women's Employment Rights Clinic at Golden Gate University School of Law as Amici Curiae on behalf
of Plaintiff and Appellant.

Bet Tzedek Legal Services, Gus T. May and Cassandara Stubbs for Asian Law Caucus, Inc., Asian Pacific
American Legal Center of Southern California, Bet Tzedek Legal Services, Garment Worker Center,
Korean Immigrant Workers Advocates and Sweatshop Watch as Amici Curiae on behalf of Plaintiff and
Appellant.

Law Offices of Jeffery K. Winikow, Jeffrey K. Winikow; Law Offices of Peter Rufkin and Peter Rufkin for
California Employment Lawyers Association as Amicus Curiae on behalf of Plaintiff and Appellant.

Altshuler, Berzon, Nussbaum, Rubin & Demain, Stephen P. Berzon, Jonathan Wissglass and Barbara J.
Chisholm for Service Employees International Union, AFL-CIO, International Brotherhood of Teamsters,
AFL-CIO, United Food and Commercial Workers International Union, AFL-CIO, Unite, AFL-CIO, State
Building and Construction Trades Council of California, AFL-CIO and United Farm Workers of
America, AFL-CIO as Amici Curiae on behalf of Plaintiff and Appellant.
1

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Page 2 - counsel continued - S115823

Attorneys for Appellant:

William G. Hoerger; Talamantes/Villegas/Carrera and Mark Talamantes for Miguel Martinez, Antonio
Perez Cortes, Asuncion Cruz, Hermilio Mendoza, Jesus H. Mendoza and Catarino Cortez as Amici Curiae
on behalf of Plaintiff and Appellant.

__________________________________________________________________________________

Attorneys for Respondent:

Munger, Tolles & Olson, Alan V. Friedman, Kathleen M. McDowell, Linda S. Goldman, Paul J. Watford,
Lynn H. Scaduto and Katherine M. Forster for Defendants and Respondents.

Paul, Hastings, Janofsky & Walker and Paul Grossman for California Employment Law Council as Amicus
Curiae on behalf of Defendants and Respondents.

Orrick, Herrington & Sutcliffe, Timothy J. Long, Julie A. Totten and Galen T. Shimoda for Employers
Group as Amicus Curiae on behalf of Defendants and Respondents.

Palmer Kazanjian Holden and Marcos A. Kropf for the California Independent Grocers Association and the
Personal Insurance Federation of California as Amici Curiae on behalf of Defendants and Respondents.

Jonathan L. Block and Joseph J. Craciun for Association of Corporate Counsel America-Southern
California Chapter as Amicus Curiae on behalf of Defendants and Respondents.

Knox, Lemmon & Anapolsky and Thomas S. Knox for the California Retailers Association as Amicus
Curiae on behalf of Defendants and Respondents.

William E. Dombrowski as Amicus Curiae on behalf of Defendants and Respondents.

Anne Stevason for the Division of Labor Standards Enforcement as Amicus Curiae.

2

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Counsel who argued in Supreme Court (not intended for publication with opinion):

Brad Seligman
The Impact Fund
125 University Avenue
Berkeley, CA 94710-1616
(310) 278-1800

Kathleen M. McDowell
Munger, Tolles & Olson
355 Grand Avenue, 35th Floor
Los Angeles, CA 90071-1560
(213) 683-9100

3

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Opinion Information

Date:	Docket Number:
Thu, 08/11/2005	S115823

Disposition
Aug 11 2005	Opinion: Affirmed

Dockets
May 12 2003	Petition for review filed   appellant Steven Reynolds
May 15 2003	Received Court of Appeal record   1 doghouse
May 22 2003	Received letter from:   Van Bourg, Weinberg et al. amici letter and alternatively requesting for depublication
May 30 2003	Answer to petition for review filed   respondent Christian Bement, David Sunkin, Phillip Colburn, Al;exander Kyman, Gregory Helm, Daniel Seigel, StuartBuchalter, and James Smith.
Jun 2 2003	Received letter from:   The Labor Commissioner, D.I.R. Div. of Labor Standards Enforcement -- amici letter and alternatively requesting depublication
Jun 6 2003	Received letter from:   Goldstein, Demchak et al - amici letter and alternatively requesting depublication
Jun 23 2003	Received letter from:   California Employment Law Council -- amici letter opposing review
Jul 1 2003	Received letter from:   Counsel for appellant (Reynolds) dated 7/1/2003, in response to amicus letter dated 6/2/2003. by I.W.C. Commissioner
Jul 2 2003	Time extended to grant or deny review   to and including August 8, 2003
Jul 23 2003	Petition for Review Granted (civil case)   Votes: George, CJ., Kennard, Werdegar, Chin and Moreno, JJ. Brown, J., was absent and did not participate.
Jul 23 2003	Letter sent to:   All Counsel enclosing (1) Grand Order and (2) Certification of Interested Entities or Persons Form.
Jul 29 2003	Change of Address filed for:   aplt's atty. Jonathan Weiss
Jul 30 2003	Certification of interested entities or persons filed   by Robert S. Bouter, Attorney for plaintiff and appellant (Steven Reynolds)
Aug 6 2003	Certification of interested entities or persons filed   Robert S. Boulter, The Legal Solutions Group, LLP, Attorneys for plaintiff and appellant (Reynolds)
Aug 11 2003	Certification of interested entities or persons filed   by Kathleen M. McDowell, Attorney for respondent (Bement)
Aug 22 2003	Opening brief on the merits filed   Appellant Steven Reynolds
Sep 16 2003	Request for extension of time filed   to file answer brief/merits to 10-6-03>respondents Christian Bement, etal
Sep 19 2003	Extension of time granted   On application of respondent and good cause appearing, it is ordered that the time to serve and file respondent's answer brief on the merits is extended to and including October 6, 2003.
Oct 6 2003	Answer brief on the merits filed   respondent's Christian Bement, et al.
Oct 10 2003	Request for extension of time filed   by Appellant Reynolds to and including Dec. 1, 2003. [Order prepared granting e.o.t. as requested]
Oct 17 2003	Extension of time granted   On application of appellant and good cause appearing, it is ordered that the time to serve and file Appellant's Reply Brief on the Merits is extended to and including December 1, 2003.
Dec 1 2003	Reply brief filed (case fully briefed)
Dec 26 2003	Request for extension of time filed   (Faxed) by Amicus Curiae William E. Dombrowski, Chair, Industrial Welfare Commission in support of respondent, for an extension of time to and including 1-14-2004, to file the amicus curiae brief. Order prepared granting e.o.t. as requested.
Dec 26 2003	Request for extension of time filed   (FAXED) Amicus Curiae application of California Retailers Association in support of respondent for an extension of time to 1-14-2004 to file their brief. Order prepared granting e.o.t. as requested. 12-30-2003 Original received from Sacramento 3/DCA
Dec 26 2003	Request for extension of time filed   (FAXED) Amicus Curiae District Council of Iron Workers for the State of California and Vicinity And Various Other Labor Organizations for an extension of time to 1-14-2004, to file the amicus curiae brief. Order prepared granting e.o.t. as requested. Original received and filed 12-30-2003
Dec 26 2003	Received application to file amicus curiae brief; with brief   Asian Law Caucus, Asian Pacific American Legal Center of So. California, Bet Tzedek Legal Svcs. Garment Worker's Center, Korean Immigrant Workers Association , Sweatshop Watch in support of appellant Steven Reynolds
Dec 26 2003	Received:   request for judicial notice submittted concurrent with a.c. brief of Asian Law Caucus, Asian Pacific American Legal Center of So. California, etc.
Dec 29 2003	Request for extension of time filed   (FAXED) by Amicus Service Employees International Union, AFL-CIO, in support of appellant, for an e.o.t. to 1-14-2004 to file the amicus curiae brief. Order prepared granting e.o.t. as requested. Original received and filed 12-30-2003
Dec 29 2003	Request for extension of time filed   by Amicus State Labor Commissioner for an e.o.t. to and including 1-14-2004 to file the amicus curiae brief. [Party supported not mentioned] 12/30/2003 -- Received letter indicating Labor Commissioner as a neutral party, neither on behalf of appellant or respondent. Order prepared granting e.o.t. as requested.
Dec 31 2003	Request for extension of time filed   by five "individual farmworkers" to file an A/C brief in support of Aplt Reynolds. Ext. requested to 1-14.
Dec 31 2003	Received application to file amicus curiae brief; with brief   Association of Corporate Counsel America - So. Calif. Chapter for leave to file Amicus Breif in support of respondents Christian Bement, etc. app. and brief under same cover
Dec 31 2003	Received application to file amicus curiae brief; with brief   from the Employers Group in support of resps. a Request for Judicial Notice is being submitted concurrently.
Dec 31 2003	Received application to file amicus curiae brief; with brief   California Employment Law Council app & brief together supports respondent Christian Bement, etc.
Dec 31 2003	Received application to file amicus curiae brief; with brief   California Em-loyment Lawyers Assoc. app & brf together supports appellant, Steven Reynolds
Jan 2 2004	Extension of time granted   to 1-14-04 for the State Labor Commissioner to file the amicus curiae brief (party supported not mentioned) An answer may be served & filed by any party w/in 20 days after the filing of the brief.
Jan 5 2004	Extension of time granted   to 1-14-04 for Calif. Retailers Association to file the A/C brief in support of resp. Answers may be filed w/in 20 days after the filing of the brief.
Jan 5 2004	Extension of time granted   to 1-14-04 for William E. Dombrowski to file the A/C brief in support of resp. Answers may be filed w/in 20 days after the filing of the brief.
Jan 5 2004	Extension of time granted   to 1-14-04 for Service Employees International Union AFL-CIO to file the A/C brief in support of aplt. Answers may be filed w/in 20 days after the filing of the brief.
Jan 5 2004	Extension of time granted   to 1-14-04 for District Council of Iron Workers for the State of Calif. and Vicinity, and various other labor organizations to file the A/C brief in support of aplt. Answers may be filed w/in 20 days after the filing of the brief.
Jan 8 2004	Extension of time granted   to 1-14-04 for Miguel Martinez, et al. to file the A/C brief in support of aplt. Answers may be served & filed w/in 20 days after the filing of the brief.
Jan 8 2004	Permission to file amicus curiae brief granted   by Calif. Independent Grocers Association in support of resp. Answers may be filed w/in 20 days.
Jan 8 2004	Amicus curiae brief filed   by Calif. Independent Grocers Assn. in support of resp.
Jan 8 2004	Permission to file amicus curiae brief granted   by Calif. Employment Law Council in support of resp. Answers may be filed w/in 20 days.
Jan 8 2004	Amicus curiae brief filed   by Calif Employment Law Council in support of resp.
Jan 8 2004	Permission to file amicus curiae brief granted   by the Employers Group in support of resp. With request for judicial notice. Answers may be filed w/in 20 days.
Jan 8 2004	Amicus curiae brief filed   by the Employers Group in support of resp.
Jan 8 2004	Permission to file amicus curiae brief granted   by Asian Law Caucus et al, in support of aplt. With request for judicial notice. Answers may be filed w/in 20 days
Jan 8 2004	Amicus curiae brief filed   by Asian Law Caucus in support of aplt.
Jan 8 2004	Request for judicial notice filed (in non-AA proceeding)   by Asian Law Caucus
Jan 8 2004	Request for judicial notice filed (in non-AA proceeding)   by A/C Employers Group
Jan 8 2004	Permission to file amicus curiae brief granted   by Calif. Employment Lawyers Association in support of aplt. Answersmay be filed w/in 20 days.
Jan 8 2004	Amicus curiae brief filed   by Calif Employment Lawyers Association in support of aplt.
Jan 9 2004	Request for extension of time filed   appellant Reynolds request extension to answer a.c. briefs filed Jan 8.
Jan 13 2004	Amicus curiae brief filed   Association of Corporate Counsel America - Southern California Chapter in support of respondent.
Jan 13 2004	Permission to file amicus curiae brief granted   Association of Corporate Counsel America - Southern California Chapter in support of respondent. An answer thereto may be served and filed by any party within twenty days after the filing of the brief.
Jan 14 2004	Received application to file amicus curiae brief; with brief   District Council of Iron Workers for the State of California and Vicinity, et. al., in support of plaintiff and appellant.
Jan 14 2004	Received application to file amicus curiae brief; with brief   Service Employees International Union, AFL-CIO, et al. in support of plaintiff and appellant.
Jan 14 2004	Received document entitled:   Notice of Change of Firm Name to Weinberg, Roger & Rosenfeld, from counsel for Amici Curiae District Council of Iron Workers for the State of California and Vicinity, et al.
Jan 14 2004	Received application to file amicus curiae brief; with brief   Division of Labor Standards Enforcement; app and brief under same cover.
Jan 14 2004	Received application to file amicus curiae brief; with brief   in Sacramento by William E. Dombrowski in support of respondents.
Jan 14 2004	Received application to file amicus curiae brief; with brief   in Sacramento by California Retailers Association in support of respondents
Jan 15 2004	Extension of time granted   On application of appellant and good cause appearing, it is hereby ordered that the time to file answers to all amici curiae briefs by any party is extended to and including 2/13/2004.
Jan 16 2004	Received application to file amicus curiae brief; with brief   Miguel Martinez, et al. in support of plaintiff and appellant Request for Judicial Notice received separately.
Jan 16 2004	Permission to file amicus curiae brief granted   District Council of Ironworkers for the State of California and Vicinity, et al. in support of plaintiff and appellant. Answer by any party due on or before 2-13-2004
Jan 16 2004	Amicus curiae brief filed   District Council of Ironworkers for the State of California and Vicinity, et al. in support of plaintiff and appellant.
Jan 16 2004	Permission to file amicus curiae brief granted   Service Employees International Union, AFL-CIO, et al. in support of plaintiff and appellant. Answer by any party due on or before 2/13/2004.
Jan 16 2004	Amicus curiae brief filed   Service Employees International Union, AFL-CIO, et al. in support of plaintiff and appellant.
Jan 21 2004	Permission to file amicus curiae brief granted   California Retailers Association in support of respondent. Answer due by any party on or before 2/13/2004.
Jan 21 2004	Amicus curiae brief filed   California Retailers Association in support of respondent.
Jan 21 2004	Permission to file amicus curiae brief granted   William E. Dombrowski in support of respondent. Answer by any party due on or before 2/13/2004.
Jan 21 2004	Amicus curiae brief filed   William E. Dombrowski in support of respondent.
Jan 21 2004	Permission to file amicus curiae brief granted   Division of Labor Standards Enforcement (party supported not mentioned). Answer due by any party on or before 2-13-2004.
Jan 21 2004	Amicus curiae brief filed   Division of Labor Standards Enforcement (party supported not mentioned)
Jan 21 2004	Permission to file amicus curiae brief granted   Miguel Martinez, Antonio Perez Cortes, Asuncion Cruz, Hermilio Mendoza, Jesus H. Mendoza and Catarino Cortez in support of appellant. Answer due by any party on or before 2-13-2004.
Jan 21 2004	Amicus curiae brief filed   Miguel Martinez, Antonio Perez Cortes, Asuncion Cruz, Hermilio Mendoza, Jesus H. Mendoza and Catarino Cortez in support of appellant.
Jan 21 2004	Request for judicial notice filed (in non-AA proceeding)   by Amici Curiae Miguel Martinez, et al.
Jan 26 2004	Received letter from:   Knox Lemmon Anapolsky LLP [Amicus William E. Dombrowski] enclosing corrected Certificate of Word Count (w/signature) along with a proof of service.
Feb 10 2004	Received letter from:   William G. Hoerger [Amicus Miguel Martinez, et al] dated today, re line of text was dropped in the final printing, and is provided herein the letter.
Feb 13 2004	Response to amicus curiae brief filed   Appellant's Consolidated Answer to all amicus curiae briefs
Feb 13 2004	Response to amicus curiae brief filed   resps'., Christian Bement, et al., to brief of "Division of Labor Standards Enforcemen"t
Feb 13 2004	Response to amicus curiae brief filed   resp's., Christian Bement, et al. to a.c. brief of "Asian Law Causus Inc., et al.,"
Feb 13 2004	Received:   Request for Judicial Notice- supporting respondents A/C Response Brief that responds to a.c. brief of Asian Law Caucus et al.
Aug 26 2004	Motion filed (non-AA)   "for order substituting personal representatives for deceased defendant and granting leave to file supplemental complaint, supporting declaration, and memo of P's. & A's." received from counsel for appellant Steven Reynolds.
Jan 12 2005	Order filed   Plaintiff's "Motion for Order Substituting Personal Representatives for Deceased Defendant and Granting Leave to File Supplemental Complaint" is granted in part and denied in part. The motion is granted with respect to plaintiff's request for a substitution of defendants; Russell Goldsmith and City National Bank, personal representatives of the estate of Stuart D. Buchalter, are substituted in lieu of deceased defendant Stuart D. Buchalter. (Code Civ. Proc., ? 377.41.) The motion is denied with respect to plaintiff's request for leave to file a supplemental complaint, without prejudice as to the request's being renewed in the trial court if appropriate.
May 3 2005	Case ordered on calendar   6/1/05, 1:30pm, LA
May 3 2005	Filed:   document re: stipulation motion from counsel for appelant Steven Reynolds replacement of Russell Goldsmith (former representative of deceased Stuart D Buchalter) with Rick Cohen (current personal representative of deceased.)
May 11 2005	Order filed   Appellant's "Motion for Order Replacing Respondent Personal Representative Russell Goldsmith" is granted. Rick Cohen is substituted in lieu of Russell Goldsmith as personal representative of the estate of Stuart D. Buchalter.
May 12 2005	Association of attorneys filed for:   Attorneys for appellant hereby associates BRAD SELIGMAN as co-counsel. (recv'd via fax - hard copies to follow)
May 12 2005	Change of contact information filed for:   M. Suzanne Murphy, counsel for AC District Council for Iron Workers.
May 13 2005	Association of attorneys filed for:   Brad Seligman as co-counsel for appellant (Steven Reynolds)
May 13 2005	Order filed   Appellant's "Motion for Order Replacing Respondent Personal Representative Russell Goldsmith" is granted. Rick Cohen is substituted in lieu of Russell Goldsmith as personal representative of the estate of Stuart D. Buchalter.
May 18 2005	Filed:   additional authorities from counsel for appellant STEVEN REYNOLDS
Jun 1 2005	Cause argued and submitted
Aug 11 2005	Opinion filed: Judgment affirmed in full   Majority Opinion by Werdegar, J. ----- Joined by George, CJ., Kennard, Baxter, Chin and Moreno, JJ. Concurring Opinion by Moreno, J.
Aug 29 2005	Request for modification of opinion filed   by Munger, Tolles & Olson LLP [Respondents] in letter dated 8/26/2005.
Sep 7 2005	Opinion modified - no change in judgment
Sep 7 2005	Order filed   Opinion modified.
Sep 20 2005	Remittitur issued (civil case)   Certified copy mailed to Second Appellate District, Division Two.
Sep 28 2005	Received:   receipt for remittitur Ca 2/2.

Briefs
Aug 22 2003	Opening brief on the merits filed
Oct 6 2003	Answer brief on the merits filed
Dec 1 2003	Reply brief filed (case fully briefed)
Jan 8 2004	Amicus curiae brief filed
Jan 8 2004	Amicus curiae brief filed
Jan 8 2004	Amicus curiae brief filed
Jan 8 2004	Amicus curiae brief filed
Jan 8 2004	Amicus curiae brief filed
Jan 13 2004	Amicus curiae brief filed
Jan 16 2004	Amicus curiae brief filed
Jan 16 2004	Amicus curiae brief filed
Jan 21 2004	Amicus curiae brief filed
Jan 21 2004	Amicus curiae brief filed
Jan 21 2004	Amicus curiae brief filed
Jan 21 2004	Amicus curiae brief filed
Feb 13 2004	Response to amicus curiae brief filed
Feb 13 2004	Response to amicus curiae brief filed
Feb 13 2004	Response to amicus curiae brief filed

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