California Penal Code § 653f(a) makes it a crime to intentionally solicit another person to commit certain offenses, including bribery, grand theft, burglary, and extortion.

For chief financial officers (CFOs), these allegations may arise from disputed buyouts, confidential settlement negotiations, or accusations that an executive instructed an associate to obtain corporate assets unlawfully.

A former business partner or employee may claim that aggressive financial negotiations were actually requests to commit crimes.

What Constitutes Criminal Solicitation Under Penal Code § 653f(a)?

Penal Code § 653f(a) is California's law against soliciting a crime.

In plain language, it means asking, inviting, encouraging, or trying to pay someone to commit a serious crime, with the genuine intent that the crime actually happens.

In corporate disputes, solicitation allegations may involve a CFO allegedly directing another person to:

• Offer a bribe to influence a transaction or official decision
• Steal valuable company property or funds during an acquisition
• Enter commercial premises intending to commit theft
• Use unlawful threats to compel a competitor to surrender money or property
• Threaten a potential witness with force to discourage testimony in a legal proceeding

Penal Code § 653f(a) addresses soliciting witness intimidation through force or threats of force, but other forms of witness bribery under Penal Code §§ 137 and 138 involve separate statutory requirements.

What Must Prosecutors Prove in a CFO Solicitation Case?

To obtain a conviction under Penal Code § 653f(a), prosecutors must establish the following elements:

1. A request to commit a specified crime: The CFO solicited another person to commit or participate in an offense covered by the statute
2. Specific criminal intent: The CFO intended for the requested offense to be committed
3. Communication of the request: The alleged solicitation was communicated to its intended recipient
4. Statutory corroboration: The charge is supported by the testimony required under Penal Code § 653f(g)

Solicitation can be completed even when the recipient refuses, reports the conversation to authorities, or takes no action. The parties need no agreement.

For example, an executive who expressly instructs a subordinate to divert acquisition funds into an unauthorized personal account may face solicitation allegations even if the subordinate refuses.

How Does the Corroboration Requirement Protect CFOs From Unsupported Accusations?

Penal Code § 653f(g) requires solicitation charges under subdivision (a) to be established through either:

• Testimony from two witnesses, or
• Testimony from one witness supported by independent corroborating circumstances

Corroborating evidence must connect the accused person to the alleged solicitation and be independent of the accusing witness's account. It does not have to establish the entire offense by itself.

This requirement deserves particular attention when a former associate approaches investigators with allegations about a private conversation.

A former vice president, for example, might claim that the CFO instructed him to bribe a municipal official to approve a commercial development. The accuser produces a calendar entry establishing that the executives met and an invoice for consulting services.

Those documents may confirm a business relationship and a meeting. Their value as corroboration of criminal solicitation depends on whether they independently connect the CFO to the alleged request.

A payment record identifying a suspicious intermediary or a contemporaneous message discussing an improper payment could present a substantially different situation.

The absence of a recording does not defeat a solicitation charge, and corroboration can be circumstantial. Defense attorneys must assess whether the available evidence satisfies the statutory requirement rather than treating every unrecorded conversation as legally insufficient.

Can a Lack of Corroboration Prevent Formal Criminal Charges?

Yes. A lack of corroborating evidence may persuade prosecutors to decline filing solicitation charges under Penal Code § 653f(a). However, insufficient corroboration does not guarantee prosecutors will reject the charges.

When an accusation comes from a former employee, business partner, or confidential informant, attorneys may challenge the reliability of the account by:

• Identifying inconsistencies between the allegations and business records
• Determining whether independent evidence actually corroborates the alleged solicitation
• Investigating financial incentives or personal disputes that could influence the accuser
• Presenting evidentiary weaknesses to prosecutors before charges are filed

A pre-filing defense submission can show why the available evidence fails to meet the statutory corroboration requirement and provide grounds to decline prosecution.

When Can Corporate Negotiations Lead to Solicitation of Extortion Charges?

A CFO may face solicitation of extortion allegations when an associate claims the executive directed someone to obtain money or property through unlawful threats.

Under Penal Code § 518, extortion involves obtaining property or other consideration through the wrongful use of force or fear, or obtaining an official act through unlawful coercion.

Penal Code § 519 identifies threats capable of creating the fear associated with extortion, including threats to accuse someone of a crime or expose damaging secrets.

Consider a CFO negotiating the termination of a joint venture. The CFO proposes litigation unless the opposing company agrees to a $5 million settlement.

A legitimate settlement proposal supported by contractual claims differs from instructing an intermediary to demand payment in exchange for concealing damaging personal information unrelated to the dispute.

Even a claim involving an actual debt can create legal exposure when accompanied by prohibited threats. The wording of the demand, its relationship to the underlying dispute, and the conduct requested of the intermediary are relevant to assessing criminal intent.

Can Requests for Confidential Corporate Information Constitute Solicitation?

Yes, A CFO who instructs another person to unlawfully obtain a competitor's confidential financial records, proprietary information, or other corporate assets may face solicitation charges. The applicable provision of Penal Code § 653f depends on the crime the CFO allegedly requested.

For example, solicitation allegations involving confidential corporate information may arise when a CFO instructs another person to:

• Steal valuable corporate property: Directing an employee to steal company funds or qualifying property may constitute solicitation of grand theft under Penal Code §§ 653f(a) and 487
• Commit commercial burglary: Instructing an associate to enter a competitor's office intending to steal financial records or other property may constitute solicitation of burglary under Penal Code §§ 653f(a) and 459
• Access computer systems unlawfully: Directing someone to hack into a competitor's financial database or obtain confidential information through unauthorized computer access may constitute solicitation under Penal Code § 653f(f), which specifically addresses computer offenses under Penal Code § 502

What Are Common Defenses Against Penal Code § 653f Solicitation Charges?

Defending a CFO or corporate executive against solicitation allegations requires challenging the prosecution's evidence on specific intent, the context of the communication, and statutory corroboration standards.

• Lack of Statutory Corroboration under PC § 653f(g): California law requires that solicitation charges be proven by the testimony of two witnesses, or one witness plus independent corroborating evidence that connects the CFO to the alleged request. Demonstrating that an accuser's unrecorded claim lacks independent secondary corroboration provides strong grounds to defeat charges or persuade prosecutors to decline filing.

• Absence of Specific Criminal Intent: Solicitation requires proof that the CFO genuinely intended for the underlying crime to be committed. If the CFO made the statements in jest, as a hypothetical during strategy sessions, or during heated negotiations without a true intent to carry out a crime, specific intent is absent.

• Legitimate Business Communications and Contractual Assertions: Corporate disputes often involve aggressive financial negotiating or demands for contractual compliance. Showing that contested communications concerned legitimate legal claims, contractual remedies, or authorized corporate disclosures—rather than unlawful coercion or extortion—rebuts allegations of criminal intent.

• Incomplete or Misconstrued Communications: Accusers may selectively present partial email threads, omitted text messages, or single quotes taken out of context. Restoring complete communication logs can show the executive was discussing authorized corporate actions, valuation models, or lawful dispute resolution rather than soliciting a crime.

• Accuser Bias, Financial Motive, or Retaliation: Allegations frequently stem from disgruntled former employees, hostile business partners, or informants seeking leverage in civil litigation or severance negotiations. Uncovering financial incentives, personal disputes, or hidden compensation arrangements can significantly impeach the accuser's credibility.

• Authorized Corporate and Valuation Activities: In buyout or acquisition disputes, payments or instructions flagged as suspicious often turn out to be board-authorized consulting fees, expert valuation expenses, or legal research. Providing contemporaneous board minutes and corporate records helps establish that all actions were lawful and transparent within company operations.

What Related California Offenses Are Frequently Charged Alongside Solicitation?

Understanding related statutes is critical because prosecutors often file alternative or additional charges based on the same underlying executive conduct and communications.

• Penal Code § 518 – Extortion: Covers obtaining money, property, or an official act through wrongful use of force or fear, including threats to expose secrets or accuse someone of a crime during high-stakes business negotiations.

• Penal Code § 487 – Grand Theft: Applies when the value of stolen money, corporate funds, or property exceeds $950, often alleged in disputes over unauthorized asset transfers or diverted acquisition capital.

• Penal Code § 459 – Commercial Burglary: Prohibits entering a commercial building or business facility with the intent to commit theft or any felony, such as unauthorized access to proprietary corporate records.

• Penal Code § 502 – Computer Data Access and Fraud: Addresses unauthorized access to computer systems, databases, or financial records to alter, delete, or expropriate confidential corporate information.

• Penal Code § 137 – Witness Bribery and Influencing: Prohibits offering or providing money or property to induce a witness to give false testimony or withhold information in a legal or regulatory proceeding.

Hypothetical Case Study: CFO Accused of Soliciting Extortion in $70M Corporate Acquisition

Executive Summary

During a $70 million commercial development acquisition, a Chief Financial Officer (CFO) faced potential felony criminal charges under California Penal Code § 653f(a) (Solicitation of Extortion) following allegations made by a former corporate consultant.

The defense team at Eisner Gorin LLP conducted an independent factual investigation, unearthing omitted communications and accounting records that disproved the consultant's claims.

By presenting key evidence to the prosecutor—including full encrypted text threads, board authorization records, and proof of consultant bias—our criminal defense attorneys persuaded the District Attorney's Office to decline filing criminal charges prior to court proceedings.

Key Takeaways

• Allegation: Criminal Solicitation of Extortion (California Penal Code § 653f(a)) tied to an alleged demand for surrender of personal equity during buyout negotiations.

• Core Defense Challenge: Potentially incriminating encrypted text snippets, an atypical subsidiary invoice, and a hostile star witness.

• Investigation Findings: Contextual text recovery proved discussions related solely to contractual remedies and shareholder disclosure obligations. Financial records verified legitimate valuation services.

• Outcome: No criminal charges filed. The District Attorney declined prosecution due to insufficient independent corroborating evidence.

Incident Background: $70M Buyout & Valuation Discrepancies

The matter originated during the acquisition of a privately held commercial real estate development firm valued at $70 million. As the buyer's lead financial executive, the CFO managed valuation analysis and contract terms.

1. Hostile Demands: During final negotiations, the target company's founder threatened to walk away unless the buyer increased the purchase price by $8 million.

2. Financial Discrepancies: In response, the CFO discovered that the founder had concealed significant liabilities from minority shareholders.

3. Legal Consultation: The CFO instructed outside legal counsel to evaluate contract termination clauses, seek a purchase price reduction, and assess fiduciary disclosure requirements to affected shareholders.

The Extortion Allegation & Incriminating Evidence

Six months after negotiations concluded, a former acquisition consultant approached law enforcement investigators alleging that the CFO attempted to commit extortion under Penal Code § 518.

The Consultant's Claims

The consultant asserted that the CFO privately instructed him to threaten public exposure of the founder's undisclosed financial misdeeds unless the founder surrendered $5 million in personal equity.

Preliminary Evidence Presented to Prosecutors

To corroborate his story, the consultant submitted three pieces of evidence:

• Selective Encrypted Message: A text snippet from the CFO reading: "He needs to understand what happens if he refuses the revised terms."

• Suspicious Invoicing: A consulting invoice marked "Special Negotiations" routed through an acquisition subsidiary rather than standard accounts payable.

• Financial Payments: Bank transfer records showing a substantial payment issued to the consultant following the disputed negotiation meeting.

Based on these initial disclosures, the District Attorney's Office evaluated felony charges under Penal Code § 653f(a), which criminalizes requesting or soliciting another person to commit extortion.

Comprehensive Legal & Forensic Investigation by Eisner Gorin LLP

California law requires corroboration for extortion solicitation charges: two witnesses, or one witness plus independent corroborating circumstances. Our legal team targeted both the witness's credibility and the physical evidence.

1. Forensic Recovery of Omitted Communications

Our defense team retrieved the complete encrypted communication logs directly from corporate servers and mobile devices.

• The consultant had selectively omitted surrounding messages.

• Read in full context, the CFO's statement—"He needs to understand what happens if he refuses the revised terms"—referred strictly to lawful contractual consequences, including deal termination provisions and mandatory disclosures under securities laws.

2. Accounting Audit & Board Approval

While the invoice routing raised initial compliance questions, our team audited corporate records and contemporaneous board minutes.

• We established that the board of directors pre-authorized the financial disbursements to the consultant.

• The funds represented payment for standard valuation analyses and complex negotiations with minority shareholders—not off-the-books hush money.

3. Uncovering Consultant Bias & Financial Incentives

Eisner Gorin LLP investigated the consultant's background and financial dealings during the acquisition window:

• Conflict of Interest: The consultant had secretly been attempting to structure a side compensation arrangement directly with the target company's founder.

• Financial Quid Pro Quo: Evidence revealed that the consultant received financial inducements after agreeing to cooperate with law enforcement investigators.

Legal Analysis: California Penal Code § 653f(a) & Extortion Standards

Under California law, proving a violation of Penal Code § 653f(a) requires demonstrating that the accused intended to commit extortion by requesting another person to perform a wrongful act under threat.

Element of Charge	Prosecutor's Initial Theory	Eisner Gorin LLP Defense Counter-Proof
Specific Intent to Extort	CFO intended to unlawfully coerce equity using threats of exposure.	CFO sought standard commercial price adjustments based on discovered liabilities.
Corroborating Evidence	Invoice and partial text message serve as independent corroboration.	Texts showed lawful commercial warnings; board minutes validated invoice legitimacy.
Witness Credibility	Consultant was a neutral third-party corporate advisor.	Consultant had direct financial motives and undisclosed side dealings.

Case Outcome: Full Rejection of Criminal Charges

Our defense attorneys presented a formal pre-filing submission to the District Attorney's Office detailing:

1. Complete digital communication records demonstrating legal business intent.

2. Official board minutes explaining the business necessity of the disputed consultant payments.

3. Proof of the key witness's financial conflicts and altered timeline.

Result: The District Attorney declined to file all felony charges under Penal Code § 653f(a), determining that the evidence was legally insufficient to support a conviction.

The underlying business disagreements were redirected entirely to commercial litigation, allowing the CFO to protect his personal liberty, professional reputation, and career.

Frequently Asked Questions (FAQs)

Reviewing these common legal questions helps CFOs and corporate executives understand their rights, evidentiary standards, and strategic options when facing solicitation allegations under Penal Code § 653f.

What is the penalty for a Penal Code § 653f(a) solicitation conviction in California?

Penal Code § 653f(a) is a wobbler offense that can be charged as either a misdemeanor or a felony, carrying penalties ranging from up to one year in county jail for a misdemeanor to up to three years in state prison and substantial fines for a felony conviction.

Can a CFO be charged with solicitation if the underlying crime was never carried out?

Yes, the offense of criminal solicitation is complete the moment the request, invitation, or encouragement is made with specific criminal intent, regardless of whether the recipient agrees, refuses, or acts upon the request.

What constitutes sufficient corroborating evidence under Penal Code § 653f(g)?

Statutory corroboration requires either the testimony of two witnesses or the testimony of one witness combined with independent circumstantial evidence—such as financial records, electronic communications, or third-party testimony—that independently connects the executive to the alleged solicitation.

How do prosecutors distinguish aggressive business tactics from criminal extortion in corporate disputes?

Prosecutors analyze the specific language, context, and threats used during negotiations, distinguishing legitimate legal remedies and contractual demands from wrongful threats to disclose unrelated personal secrets or cause public harm to compel financial concessions.

Can settlement negotiations or encrypted messages serve as evidence in a solicitation prosecution?

Yes, prosecutors can subpoena encrypted messages, email records, and notes from settlement discussions if they believe the communications demonstrate active intent to solicit a crime, though defense counsel can challenge their admissibility, context, and authenticity.

How can pre-filing intervention by defense counsel prevent formal criminal charges?

By conducting an independent investigation into the accuser's financial motivations, uncovering omitted communications, and submitting evidence to prosecutors demonstrating that the statutory corroboration requirements under PC § 653f(g) cannot be met, defense attorneys can persuade the district attorney to decline prosecution before formal charges are ever filed.

Speak to a Criminal Defense Lawyer

If you are a CFO, corporate executive, or officer facing a criminal investigation or allegations of solicitation under California Penal Code § 653f, early legal intervention is vital to protecting your liberty, career, and personal reputation.

High-stakes executive disputes require immediate representation by defense attorneys experienced in white-collar matters and statutory corroboration rules.

At Eisner Gorin LLP, our criminal defense attorneys specialize in pre-filing strategies designed to challenge uncorroborated accounts, present mitigating evidence to prosecutors, and seek a complete declination of formal criminal charges before court proceedings begin.

Contact our legal team today for a confidential case evaluation. Our law firm is located in Los Angeles.:

Related Legal Topics

• CA Criminal Conspiracy Law
• Extortion by a Public Official
• Federal Solicitating a Crime