Lehman v. Superior Court

Opinion

MALLANO, Acting P. J.

This original proceeding raises the question of whether the statute of limitations for a liability “created by law” (Code Civ. Proc., § 359 (section 359)) applies to a claim alleging a breach of fiduciary duty by the directors of a corporation.

We conclude that section 359 governs a fiduciary duty claim where the basis of the directors’ liability was first authorized by a statute or the Constitution. If the basis of liability existed at common law, it was not “created by law” within the meaning of section 359, even if the common law theory of liability has since…