Business Law Journal

Every insurance policy has a maximum limit on the dollar amount that the policy will pay for a covered claim.  Some policies also contain sublimits that apply to specific types of losses.  Policyholders may mistakenly believe that these sublimits are in addition to the primary coverage limits that are available under the policy.  In reality, sublimits restrict or cap the maximum dollar amount that a policy will pay for a risk that is subject to the sublimit, regardless of the total primary coverage amount listed in the policy. 

In Haun v. Pagano (Cal.App.4th, Feb. 18, 2026, No. D084385) 2026 WL 455372 (“Haun”), a California Court of Appeal recently analyzed the impact of a unilateral fee-shifting provision involving competing claims for financial elder abuse brought under the Elder Abuse and Dependent Adult Child Protection Act (codified as Welfare and Institutions Code §§ 15600, et seq.) In Haun, the Court of Appeal held that section 15657.5(a) does not bar an award of attorneys’ fees for defense work that overlaps entirely with the successful prosecution of the prevailing petitioner’s own financial elder abuse claim.

The California Court of Appeal recently affirmed a trial court’s decision to award costs to a prevailing defendant in a member derivative action, even though the derivative plaintiff defeated a bond motion under Cal. Corp. Code §17709.02 at the outset of the case. In Barrios v. Chraghchian, No. B341773, 2026 WL 145207, *1 (Cal. Ct. of Appeal, Jan. 20, 2026), the plaintiff, Mr. Barrios, was an investor in the limited liability company and brought derivative claims against the company's managers, including the named defendant, Mr. Chraghchian, alleging that under their direction the company engaged in unauthorized transactions.

In a pivotal 2025 decision, the California Supreme Court confirmed that businesses can be held to forum selection clauses even if doing so means waiving the procedural right to a jury trial under California law. This holding underscores a critical consideration for contract formation: what may seem like a routine contract clause can significantly alter your legal rights. Businesses must be vigilant during negotiations to ensure dispute resolution terms do not unintentionally undermine their position in future litigation.

In Zackary Diamond v. Scott Schweitzer, et al., California Court of Appeal recently addressed whether a broad release and waiver of liability form, signed by a patron to a racing event as a prerequisite to gaining access to the pit area, released the racetrack’s owners from alleged negligence claims arising from an injury sustained as a result of a punch by a third party.  The Court of Appeal confirmed that the waiver and release protected the racetrack’s owners from such claims and affirmed summary judgment in their favor.

In Camden Systems, LLC v. 409 North Camden, LLC, a California Court of Appeal recently affirmed that a limited liability company (“LLC”) “shall have all the powers of a natural person in carrying out its business activities”, which included ratifying its prior acts. Moreover, the California Court of Appeal affirmed that a member does not have standing to challenge actions taken before it became a member of the LLC, of record or beneficially; and that LLC operating agreements may (with some limitations) deviate from and supersede statutory default provisions.

On September 30, 2023, California Governor Gavin Newsom signed into law Senate Bill (SB) No. 235, now codified as California Code of Civil Procedure section 2016.090, introducing a significant shift towards encouraging proactive initial disclosures in state court civil litigation. This legislative change amends California’s Civil Discovery Act to include proactive initial disclosure rules that align with those used in Federal Court. Effective for almost all civil cases filed after January 1, 2024, until January 1, 2027, this amendment heralds a new era of discovery rules in California that aim to foster judicial efficiency, transparency, and fairness in civil litigation.

The recent decision in Epochal Enterprises, Inc. v. LF Encinitas Properties, LLC, 2024 WL 358231 (1/31/24), asks the question: Will common exculpatory lease terms protect the landlord from an adverse jury verdict of gross negligence?  Ultimately, the answer is “No.”

Paperwork is an inevitable and often tedious part of doing business.  When that paperwork becomes routine and time consuming, the natural inclination is to skim documents or rely on industry-developed shortcuts.  While this can save you time in the short-term, doing this risks exposing you and your company to massive liability. And while you can directly control your own actions, the risk of liability does not end there.  Many companies choose to outsource that paperwork to third-parties and trust them to do their jobs. But even when you have good practices internally, when the third parties that work for you do not follow best practices, you can still be put at risk.  The recent California Court of Appeals decision in Bergstrom v. Zions Bancorporation is a clear example of how reliance on third-party agents and a third-party’s use of shortcuts can expose your company to massive liabilities. 2022 WL 1419910 (2022).

According to a recent unanimous decision by the California Court of Appeal’s First District, an action alleging violations of California’s Private Attorneys General Act (“PAGA”) may be filed in any county where any allegedly aggrieved employee worked or alleges to have suffered violations of the Labor Code.  It does not matter where the employee suing the company worked or where the employer-company is located.