Kaminski v. Western MacArthur Co

In Kaminski v. Western MacArthur Co. (1985) 175 Cal.App.3d 445, the predecessor corporation was completely taken over by the successor. The successor assumed the predecessor's contracts, continued to supply the same products and services, employed the same personnel, and used the predecessor's customer lists in conducting its new business. When it was formed, the successor corporation sent a letter to the predecessor's customers "asking if it may 'continue to serve' them, stressing that the new company had 'the same experienced personnel' and offered 'the same products, engineering and contracting services.'" (Kaminski, supra, 175 Cal.App.3d at p. 453.) The court concluded that, given the policies underlying strict liability, "the 'stream of commerce' approach to liability should extend to successor entities. When a distributor or retailer acquires a corporation and takes advantage of its goodwill and other corporate assets and facilities to inject the predecessor's product line into the stream of commerce, it continues 'the overall producing and marketing enterprise that should bear the cost of injuries resulting from defective products.'" (Id. at p. 456.)