Chrysler Corporation

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IN THE MATTER OF CHRYSLER CORPORATION, ET AL.

Docket 9072. Interlocutory Order, May 8, 1978 Denial of complaint counsel’s motion to enforce subpoena duces tecum against present owner of records sought, a purchaser of the assets of the corporation named in the subpoena.

ORDER DENYING MOTION TO ENFORCE SUBPOENA DUCES TECUM On February 13, 1978, Administrative Law Judge Lewis F. Parker certified to the Commission the motion of complaint counsel herein for enforcement of a subpoena duces tecum issued in November, 1976, directing Northline Dodge, Inc., a California corporation, to produce certain documents relating, inter alia, to motor vehicle repossessions in which it had been involved during a specified time period. A partial return was made, and complaint counsel were pursuing further compliance when, on July 29, 1977, complaint counsel were advised that the assets of the California corporation had been sold to a Texas corporation having different principals but the same name, and the California corporation dissolved. The assets transferred evidently include the records sought, to the extent they exist, but complaint counsel assert that the Texas corporation has declined to take the effort necessary to make any further return on the subpoena. Matters were in this posture when complaint counsel moved for enforcement of the subpoena.

Complaint counsel’s motion does not attempt to propound a theory for enforcing a subpoena duces tecum against a corporation which simply purchased assets from the corporation against which it was issued. It is patent, however, that mere identity of name between the two corporations has no bearing on the matter. The subpoena was issued against and served upon a particular legal entity. While that legal entity retains the capacity to be sued for some period of time after formal dissolution, it evidently no longer possesses the documents sought. The legal entity which does possess the documents, on the other hand, has never been subpoenaed to produce them. Moreover, there is nothing in the record to indicate that the new entity stands in the position of a legal successor to the dissolved corporation so as to enable the outstanding subpoena to be enforced 1 The exact date does not appear from the materials before us. Indeed, as complaint counsel note, the copy of the subpoena attached to the motion herein does not show on its face that it was authorized by the ALJ. Because of CHRYSLER CORP., ET AL. 877 876 : Interlocutory Order against the Texas corporation. In these circumstances, an order that the November 1976 subpoena be enforced would appear to be an exercise in futility. Accordingly, It is ordered, That complaint counsel’s Motion to Enforce Subpoena Duces Tecum be, and it hereby is, denied.? — * This ruling, of course, in no way preclud plaint | from seeking to subpoena the documents directly from the new corporation.

Interlocutory Order 91 F.T.C.