A corporation may not represent itself in court proceedings unless it is disputing jurisdiction, according to a West Virginia Supreme Court opinion issued Feb. 9.
Shenandoah Sales & Services Inc. appealed two cases dismissed in Jefferson County Circuit Court against Jefferson County Assessor Angela Banks.
Shenandoah originally disputed the valuation of its real estate. Instead of retaining a lawyer, the company appointed its vice president, David C. Tabb, the opinion stated.
The company first appeared before the Jefferson County Board of Review and Equalization and later appealed the board's ruling to Jefferson County Circuit Court.
Jefferson County Circuit Judge David Sanders told Tabb that his company must appear through a lawyer. Sanders also said he would not accept pleadings from a corporation that were not signed by a lawyer. The case was dismissed five months later.
A year later, Shenandoah once again disputed the 2011 real estate tax assessment before the Jefferson County Board of Review where Tabb presented evidence on behalf of his company. The board once again denied Tabb's objections and approved the tax assessment.
Tabb appealed the decision to Jefferson County Circuit Court and did not retain legal counsel.
In a March 23 order, Sanders said a corporation "may not represent itself pro se in the circuit court," and dismissed the case.
In his appeal to the West Virginia Supreme Court, Tabb argued Sanders made three errors in dismissing the two cases.
First, Tabb disputed Sanders' determination that a company agent cannot act as legal representation. Tabb argued West Virginia is an exception to the general rule that a company must be represented by a lawyer, relying on cases of Quarrier v. Peabody Ins. Co. and Swartzwelder v. Freeport Coal Co. In both cases, the court held that a corporation could appear through its president to challenge the jurisdiction.
Chief Justice Menis Ketchum, who delivered the opinion, said this case is different because Tabb was not disputing jurisdiction.
One reason a company must have a lawyer is because of issues of policy.
"One court observed that ‘unlike lay agents of the corporations, attorneys are subject to professional rules of conduct and thus amenable to disciplinary action by the court for violations of ethical standards," the opinion stated.
Tabb argued his company is "closely-held," since it consists of only two people, and that the general rule should be relaxed.
Ketchum said nothing exempts a closely-held corporation from the rule. Additionally, Ketchum explained a company is not a "natural person," but instead an "artificial entity created by law." As an "artificial entity," it cannot act pro se.
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