10.06.060 Criminal liability—Corporations— Persons acting for corporations.
A. As used in this section:
1. “Agent” means any director, officer or employee of a corporation, or any other person who is authorized to act in behalf of the corporation;
2. “Managerial agent” means an officer or director of a corporation or any other person in a position of comparable authority with respect to the formulation of corporate policy or the supervision in a managerial capacity of subordinate employees;
3. “Corporation” has its ordinary meaning and also includes but is not limited to partnerships, professional service corporations, societies, joint stock associations, and other unincorporated associations whether organized for profit or nonprofit.
B. A corporation is guilty of an offense when:
1. The conduct constituting the offense consists of an omission to discharge a specific duty of performance imposed on corporations by law; or
2. The conduct constituting the offense is engaged in, authorized, solicited, requested, commanded, or tolerated by the board of directors or by a managerial agent acting within the scope of his employment and in behalf of the corporation; or
3. The conduct constituting the offense is engaged in by an agent of the corporation, other than a managerial agent, while acting within the scope of his employment and in behalf of the corporation and the offense is one defined by an ordinance which indicates a legislative intent to impose such criminal liability on a corporation.
C. A person is criminally liable for conduct constituting an offense which he performs or causes to be performed in the name of or in behalf of a corporation to the same extent as if such conduct were performed in his own name or behalf.
D. Whenever a duty to act is imposed by law upon a corporation, any agent of the corporation who knows he has or shares primary responsibility for the discharge of the duty is criminally liable for a reckless or, if a managerial agent, for a criminally negligent omission to perform the required act to the same extent as if the duty were by law imposed directly upon such agent. (Ord. 1145-85 § 17, 1985.)