Judge: Bruce G. Iwasaki, Case: 22STCV25484, Date: 2022-12-15 Tentative Ruling
Case Number: 22STCV25484 Hearing Date: December 15, 2022 Dept: 58
JUDGE BRUCE G. IWASAKI
DEPARTMENT 58
Hearing Date: December
14, 2022
Case Name: Hsing Hsiu Chen v. Cary Niu
Case No.: 22STCV25484
Matter: Request
for Entry of Default Judgment
Moving Party: Plaintiff
Hsing Hsiu Chen
Responding Party: Unopposed
Default Entered: November
10, 2022
Tentative
Ruling: The
Default Judgment Application is continued to a later date to be determined at
the hearing for Plaintiff to submit supporting documentation.
This is an action for breach of share purchase agreement,
breach of oral contract, breach of fiduciary duty, and common counts. Hsing Hsiu Chen (Plaintiff or Chen) alleges
that on January 7, 2019, she entered into a “Share Purchase Agreement” in which
Cary Niu (Defendant or Niu) agreed to purchase Chen’s ownership interest in
four different entities: Mayflower Investment, LLC; Don Julian Investment, LLC;
Cadwell Investment, LLC; and Santa Mariana Investment, LLC. The purchase price was $610,000.00.
Niu allegedly provided his assent to the share purchase
agreement via a “signed page of calculations.”
The funds to Plaintiff were to be paid from a loan from Royal Business
Bank, but the bank declined to release the funds until Niu’s prior loan of
$110,000.00 was first paid off; thus, Plaintiff advanced the $110,000.00 and alleges
that Niu never repaid her this amount.
On January 29, 2019, Chen alleged that she reviewed the
books of Mayflower investment, LLC, and discovered that Niu made unauthorized
loans that reduced his capital contribution from $600,000.00 to $464,475.00 (a
difference of $135,525.00), thus breaching his fiduciary duty. Because there are reportedly three members of
the LLC, Plaintiff calculated the damages amount as $135,525.00 divided by
three, or $45,175.00.
In total, Plaintiff
seeks $110,000.00 for the unpaid loan and $45,175.00 for the breach, or $155,175.00.
DISCUSSION
Plaintiff provides a copy
of the “Share Purchase Agreement,” but the document that she purports is the
assent of Niu is illegible. Even if it
was legible, it is unclear how a document with calculations suffices to show
Niu’s assent to the agreement, especially as there is no indication that this
was Niu’s handwriting or that these were his calculations.
Secondly, there is no
evidence supporting the $110,000.00 alleged loan payoff such as bank statements
or other documentation.
For those reasons, the request
for default judgment is continued to a later date for Plaintiff to submit
additional evidence in support of her damages.