California Criminal Jury Instructions (CALCRIM) (2017)

450. Liability of Corporate Officers and Agents: Single Theory of Liability

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D. CORPORATE OFFICERS
450.Liability of Corporate Officers and Agents: Single Theory of
Liability
The defendant is charged [in Count ] with <insert
offense charged> while acting as an (officer/ [or] agent) of a corporation.
The People must prove that the defendant (personally committed/was a
direct participant in) the crime charged. The fact that the defendant is
an (officer/ [or] agent) of the corporation is not sufficient by itself to
support a finding of guilt.
<Alternative A—prosecution alleges only that defendant committed
prohibited act personally>
[To prove that the defendant personally committed the crime charged,
the People must prove that the defendant <insert
description of conduct alleged in offense>.]
<Alternative B—prosecution alleges only that defendant had authority to
control conduct of others>
[To prove that the defendant was a direct participant in the crime
charged, the People must prove that:
1. The defendant had the authority to control <insert
description of conduct alleged in offense>;
[AND]
2. The defendant (failed to/authorized/caused/permitted)
<insert description of conduct alleged in offense>(;/.)]
<Alternative 3A: Give if offense alleged requires only knowledge or
general criminal intent.>
[AND
3. The defendant knew <insert description of knowledge
about conduct alleged in offense>(;/.)]
<Alternative 3B: Give if offense alleged requires specific intent.>
[AND
3. When the defendant acted, (he/she) intended to
<insert description of specific intent required>.]
New January 2006; Revised February 2012
197
0045
BENCH NOTES
Instructional Duty
The court has a sua sponte duty to give this instruction in any case where the
defendant is charged as the officer or agent of a corporation. (See Sea Horse
Ranch, Inc. v. Superior Court (1994) 24 Cal.App.4th 446, 456–458 [30 Cal.Rptr.2d
681]; Otis v. Superior Court (1905) 148 Cal. 129, 131 [82 P. 853].) Repeat this
instruction for each offense, inserting the specific requirements for that offense.
If the prosecution alleges that the defendant personally committed some or all of
the acts alleged in the offense, give alternative A. If the prosecution’s theory is
solely that the defendant had control over the conduct alleged, give alternative B. If
the prosecution is pursing both theories of liability, do not give this instruction.
Give CALCRIM No. 451, Liability of Corporate Offıcers and Agents: Two
Theories of Liability.
Give element 3A if the alleged offense requires knowledge or general criminal
intent by the defendant. (See Sea Horse Ranch, supra, 24 Cal.App.4th at pp.
456–458; People v. Epstein (1931) 118 Cal.App. 7, 10 [4 P.2d 555].) Give element
3B if specific intent is required. If a strict-liability offense is alleged, give only
elements 1 and 2. (See People v. Matthews (1992) 7 Cal.App.4th 1052, 1062 [9
Cal.Rptr.2d 348].)
Example
In Sea Horse Ranch, Inc. v. Superior Court (1994) 24 Cal.App.4th 446 [30
Cal.Rptr.2d 681], the defendant was charged as the president of a corporation with
involuntary manslaughter based on a horse’s escape from the ranch that caused a
fatal vehicle accident. The instruction in such a case could read:
To prove that the defendant was a direct participant in the crime charged, the
People must prove that:
1. The defendant had the authority to control the maintenance of the fences.
2. The defendant failed to ensure that the fences were properly maintained.
AND
3. The defendant knew that horses had repeatedly escaped from the ranch
due to poor maintenance of the fences.
AUTHORITY
• Liability of Corporate Officer or Agent. Sea Horse Ranch, Inc. v. Superior
Court (1994) 24 Cal.App.4th 446, 456–458 [30 Cal.Rptr.2d 681]; see People v.
Matthews (1992) 7 Cal.App.4th 1052, 1062 [9 Cal.Rptr.2d 348]; Otis v.
Superior Court (1905) 148 Cal. 129, 131 [82 P. 853].
Secondary Sources
1 Witkin & Epstein, California Criminal Law (3d ed. 2000) Introduction to Crimes,
§§ 95–96.
6 Millman, Sevilla & Tarlow, California Criminal Defense Practice, Ch. 140,
CALCRIM No. 450 AIDING AND ABETTING
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Challenges to Crimes, § 140.12 (Matthew Bender).
AIDING AND ABETTING CALCRIM No. 450
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