Judge: Christopher K. Lui, Case: 23STCV31280, Date: 2024-08-29 Tentative Ruling

Case Number: 23STCV31280    Hearing Date: August 29, 2024    Dept: 76

The following tentative ruling is issued pursuant to Rule of Court 3.1308 at 12:45 p.m. on August 28, 2024. 

Notice of intent to appear is REQUIRED pursuant to California Rule of Court 3.1308(a)(1).  The Court does not desire oral argument on the motion addressed herein. 

As required by Rule 3.1308(a)(1), any party seeking oral argument must notify ALL OTHER PARTIES and the staff of Department 76 by 4:00 p.m. on August 28, 2024.

Notice to Department 76 may be sent by email to smcdept76@lacourt.org or telephonically at 213-830-0776.

Per Rule of Court 3.1308, if notice of intention to appear is not given, oral argument may not be permitted.

            Plaintiff seeks indemnity from Defendant for paying more than its share in a settlement regarding an underlying lawsuit for which Defendant was allegedly 50% liable as a 50% shareholder of the Subway franchise.

Defendant filed a Cross-Complaint allegeing a breach of fiduciary duty by Cross-Defendant Grewal as to the management of the Subway store and failing to do a criminal background check on employee Ramirez and to discipline him, and breach of fiduciary duty by attorneys who represented him in the underlying lawsuit.

Cross-Defendant Collins & Khan LLP and Cross-Defendant Azim Khanmohamed move to strike portions of the Cross-Complaint.            

TENTATIVE RULING

Cross-Defendant Collins & Khan LLP’s and Cross-Defendant Azim Khanmohamed’s separate motions to strike portions of the Cross-Complaint are DENIED as to Page 7, ¶¶ 37, 38, Page 9, ¶ 49:4-5 and Page 15, ¶ 79. 

ANALYSIS

Cross-Defendant Collins & Khan LLP’s Motion To Strike Re: Cross-Complaint

Meet and Confer

            The Declaration of Azim Khanmohamed reflects that Defendant’s counsel satisfied the meet and confer requirement set forth in Civ. Proc. Code, § 435.5.

Discussion

Cross-Defendant Collins & Khan LLP moves to strike portions of the Cross-Complaint as follows: 

¿        Page 7, Paragraph 37 of the Cross-Complaint: “Mendez is informed and believes, and thereon alleges, that CK employs a relative of Grewal as an attorney. More specifically, Mendez is informed and believes, and thereon alleges, that Simran Grewal, an associate attorney with CK, is a relative of Grewal.”

            Cross-Defendant moves to strike this language as irrelevant.

            The motion to strike is DENIED. In connection with the breach of fiduciary duty cause of action, ¶ 77 alleges that attorney Cross-Defendants prioritized the interests of Grewal over Cross-Complainant due to Grewal’s close relationship with CK. This alleged familial relationship is relevant to that allegation.

¿        Page 7, Paragraph 38 of the Cross-Complaint: “Mendez is informed and believes, and thereon alleges, that CK performs a significant amount of work for Grewal, including

providing advice and counsel and litigation support with respect to several of Grewal’s

business enterprises, including his Subway franchises. Mendez further is informed and

believes and thereon alleges, that CK generates a significant amount of revenue from the

work that it performs for Grewal.”

            The motion to strike is DENIED. In connection with the breach of fiduciary duty cause of action, ¶ 77 alleges that attorney Cross-Defendants prioritized the interests of Grewal over Cross-Complainant due to Grewal’s close relationship with CK. This alleged familial relationship is relevant to that allegation.

¿        Page 9, Paragraph 49, Line Nos. 4-5 of the Cross-Complaint: “…nor did CK advise Mendez he may have claims against his co-defendants.”

            Defendant argues that CK was not retained for the purposes of advising and/or analyzing potential claims against co-defendants, Grewal and Mendez. Rather, Defendant argues, CK was retained for the purposes of defending the interests of Sub 28097, Inc. and its respective shareholders Grewal and Mendez in the lawsuit raised by two former employees.

            The motion to strike is DENIED. An attorney’s fiduciary duty may encompass the duty to advise as alleged in the Cross-Complaint:

[A]n attorney who undertakes one matter on behalf of a client owes that client the duty to at least consider and advise the client if there are apparent related matters that the client is overlooking and that should be pursued to avoid prejudicing the client's interests. “[E]ven when a retention is expressly limited, the attorney may still have a duty to alert the client to legal problems which are reasonably apparent, even though they fall outside the scope of the retention.” (Nichols v. Keller, supra, 15 Cal.App.4th at p. 1684; see Piscitelli v. Friedenberg (2001) 87 Cal.App.4th 953, 983–985 [105 Cal. Rptr. 2d 88]; see also Vapek et al., Cal. Practice Guide: Professional Responsibility, supra, ¶¶ 3.21, 3.39–3.40, pp. 3-6, 3-13 to 3-14.)

(Janik v. Rudy, Exelrod & Zieff (2004) 119 Cal.App.4th 930, 940.)

¿        Page 15, Paragraph 79 of the Cross-Complaint: “…because CK employed one of

Grewal’s family members and the firm obtained a significant amount of work from Grewal, Dias, and OhCal in connection with their various business interests.”

            The motion to strike is DENIED. In connection with the breach of fiduciary duty cause of action, ¶ 77 alleges that attorney Cross-Defendants prioritized the interests of Grewal over Cross-Complainant due to Grewal’s close relationship with CK. This alleged familial relationship is relevant to that allegation.

Cross-Defendant Azim Khanmohamed’s Motion To Strike Re: Cross-Complaint

Meet and Confer

            The Declaration of Azim Khanmohamed reflects that Defendant’s counsel satisfied the meet and confer requirement set forth in Civ. Proc. Code, § 435.5.

Discussion

Cross-Defendant Azim Khanmohamed moves to strike portions of the Cross-Complaint as follows: 

¿        Page 7, Paragraph 37 of the Cross-Complaint: “Mendez is informed and believes, and thereon alleges, that CK employs a relative of Grewal as an attorney. More specifically, Mendez is informed and believes, and thereon alleges, that Simran Grewal, an associate attorney with CK, is a relative of Grewal.”

            Cross-Defendant moves to strike this language as irrelevant.

            The motion to strike is DENIED.  See discussion above re: Collins & Khan LLP’s motion to strike.

¿        Page 7, Paragraph 38 of the Cross-Complaint: “Mendez is informed and believes, and thereon alleges, that CK performs a significant amount of work for Grewal, including

providing advice and counsel and litigation support with respect to several of Grewal’s

business enterprises, including his Subway franchises. Mendez further is informed and

believes and thereon alleges, that CK generates a significant amount of revenue from the

work that it performs for Grewal.”

            The motion to strike is DENIED. See discussion above re: Collins & Khan LLP’s motion to strike.

¿        Page 9, Paragraph 49, Line Nos. 4-5 of the Cross-Complaint: “…nor did CK advise Mendez he may have claims against his co-defendants.”

            The motion to strike is DENIED. See discussion above re: Collins & Khan LLP’s motion to strike.

¿        Page 15, Paragraph 79 of the Cross-Complaint: “…because CK employed one of

Grewal’s family members and the firm obtained a significant amount of work from Grewal, Dias, and OhCal in connection with their various business interests.”

            The motion to strike is DENIED. See discussion above re: Collins & Khan LLP’s motion to strike.