Rosebud Federal Credit Union v. Mathis Implement, Inc.

MILLER, Chief Justice

(concurring specially).

I agree the circuit court’s order denying Rosebud’s motion for default judgment should be reversed, but write specially to assert that in South Dakota an individual who is not a licensed attorney may not appear pro se to represent a corporation of which he is a director, officer or shareholder.

In spite of protestations he was not representing Mathis Implement, Inc., Richard Mathis was neither a named defendant nor had he been made a party through intervention under SDCL 15-6-24(a).1 Mathis’ interest at the hearing was as a shareholder of fifty percent of the stock of the corporation of which he is the registered agent. He was attempting to defend that corporate interest by professing he was representing only himself and appearing pro se. Where Richard Mathis accepted the benefits of corporate status in South Dakota, he also accepted the burdens, including the need to hire counsel to represent the corporation in court.

The overwhelming majority of jurisdictions have determined that in legal proceedings a corporation may be represented only by a licensed attorney. Osborn v. Bank of United States, 22 U.S. 738, 9 Wheat 738, 6 L.Ed. 205 (1824); Hawkeye Bank and Trust v. Baugh, 463 N.W.2d 22 (Iowa 1990); Nicollet Restoration, Inc. v. Tumham, 486 N.W.2d 753 (Minn.1992); Jay M. Zitter, Annotation, Propriety and Effect of Corporation’s Appearance Pro Se Through Agent Who is Not Attorney, 8 A.L.R. 5th 653 (1992).2 The prohibition against individual directors, officers or shareholder representing a corporation in court also applies to subchapter S corporations. Contemporary Systems Design v. Commissioner of Jobs and Training, 431 N.W.2d 133 (Minn.App.1988).

The prohibition is rooted in the common law. “At common law ‘a plea by a corporation aggregate, which is incapable of a personal appearance, must purport to be by attorney.’ ” Strong Delivery Ministry Ass’n v. Board of Appeals of Cook Cnty., 543 F.2d 32, 33 (7th Cir.1976) (quoting 1 Chitty On Pleading 550 (12th Am.Ed.1855)); Oahu Plumbing & Sheet Metal v. Kona Const., 60 Haw. 372, 590 P.2d 570, 573 (1979); Cary & Co. v. F.E. Satterlee & Co., 166 Minn. 507, 208 N.W. 408, 409 (1926).

The rules of the common law are in force in South Dakota except where they conflict with the constitution or have been abrogated by legislative action. McKellips v. Mackintosh, 475 N.W.2d 926 (S.D.1991); Hunt v. Hunt, 309 N.W.2d 818 (S.D.1981). South Dakota has no constitutional provision or statute giving an individual stockholder the right to appear pro se to represent a corpo*245ration in which he is a shareholder. Therefore, the common-law rule that only a duly licensed counsel may represent a corporation is in force in South Dakota.

I am authorized to state that Justices HENDERSON and AMUNDSON join in this special concurrence.

. Generally, officers and shareholders of a corporation are improper codefendants unless they "are distinctly or individually liable as participants in wrongdoing or a breach of duties.” 9A William M. Fletcher, Fletcher Cyclopedia of the Law of Private Corporations § 4474 (perm. ed. rev. vol. 1991); see also Baatz v. Arrow Bar, 452 N.W.2d 138 (S.D.1990) (discussing factors to "pierce the corporate veil”); A.G. Edwards & Sons v. Northwest Realty Co., 340 N.W.2d 187 (S.D.1983) (stating corporation is simply a corporate vehicle for conducting sole shareholder’s business affairs); Mobridge Community Indus., Inc. v. Toure, Ltd., 273 N.W.2d 128 (S.D.1978) (stating a corporation shall be considered a separate legal entity until there is sufficient reason to the contrary).

. A few jurisdictions have found narrow exceptions to the general rule for specialized proceedings such as small claims court, administrative proceedings, bankruptcy and child protection proceedings. None of those exceptions is applicable here.