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4397 The fiduciary duty that a corporate director owes the corporation existed at common law, and is merely codified by the Corporations Code, so it is not subject to the statute of limitations on actions to recover a penalty or forfeiture imposed, or to enforce a liability created by law (Code of Civil Procedure section 359).
LEHMAN v SUPERIOR COURT (Director's Duty) 145 CA4 109 [See: CCP 359, 343; CorpC 309; Smith v Superior Court 217 CA3 950; Briano v Rubio 46 CA4 1167, T/AT 8/96; Coombes v Getz 217 C 320]
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