Judge: Colin Leis, Case: 22STCV06818, Date: 2024-04-30 Tentative Ruling
Case Number: 22STCV06818 Hearing Date: April 30, 2024 Dept: 74
Mitch Jacobs v. Scott Cohen
Plaintiff Mitch Jacob’s Motion to
Compel Further Responses to Special Interrogatories (Set Two) from Defendant
Scott Cohen
The
court considered the moving papers, opposition, and reply.
BACKGROUND
This action
arises from a contractual dispute.
On
February 24, 2022, Plaintiff Mitch Jacobs (Plaintiff) filed a complaint against
Defendant Scott Cohen (Defendant). The complaint alleges the following causes
of action: breach of written contract, breach of partnership agreement, breach
of fiduciary duty, and an accounting.
On
November 14, 2023, Plaintiff filed this motion to compel Defendant’s further
responses to special interrogatories (set two).
LEGAL STANDARD
A propounding party may move for an
order compelling a further response to interrogatories if the propounding party
deems that an answer to a particular interrogatory is evasive or incomplete, or
that an objection to an interrogatory is without merit or too general. (Code Civ. Proc., § 2030.300, subd. (a).) Such a
motion must be accompanied by a meet and confer declaration. (Code Civ. Proc.,
§ 2030.300, subd. (b).)
DISCUSSION
Plaintiff seeks further response to
Special Interrogatory Nos. 88, 89, 95, 96, 97, 98, 103, 113, 114, 115, 116,
117, 118, 119, and 120. As a preliminary matter the court finds that the
parties have sufficiently met and conferred. The court will address special
interrogatories at issue in turn. The court declines to specifically address
and instead over rules Defendant’s boilerplate objections because such
objections are legally inadequate.
Special
Interrogatory No. 88
This interrogatory asks Defendant to
identify who formed Sams Ventures. Based on the court’s prior ruling, Defendant
objects in part that this information is not relevant or discoverable. The
court disagrees. Plaintiff alleges that Defendant breached the parties’
contract by not sharing 25% of the proceeds Defendant received from the sale of
Straight Smile. Defendant held stock in Straight Smile through Sams Ventures,
and claims he only received sale proceeds in proportion to his ownership
interest in Sams Ventures. However, if Sams Ventures is
Defendant’s alter-ego, Defendant would have received a greater amount of sale
proceeds. The identities of those who formed Sams Ventures will help Plaintiff
determine this issue and assess the damages to which he may be entitled.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is his family’s LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff
has a countervailing interest that outweighs the Defendant’s potential privacy
interest. (County of Los Angeles v. Superior Court (2021) 65
Cal.App.5th 621, 656.) As noted above, Plaintiff needs
this discovery to determine the amount of sale proceeds that Defendant
allegedly withheld from Plaintiff in violation of the parties’ partnership
agreement. Thus, further response is necessary.
Special
Interrogatory No. 89
This interrogatory asks Defendant to
identify who paid for the formation of Sams Ventures. Based on the court’s
prior ruling, Defendant objects in part that this information is not relevant
or discoverable. The court disagrees. Plaintiff alleges that Defendant breached
the parties’ contract by not sharing 25% of the proceeds Defendant received
from the sale of Straight Smile. Defendant held stock in Straight Smile through
Sams Ventures, and claims he only received sale proceeds in proportion to his
ownership interest in Sams Ventures. However, if Sams Ventures is Defendant’s
alter-ego, Defendant would have received greater amount of sale proceeds. The
identities of those who paid for the formation of Sams Ventures will help
Plaintiff determine this issue and assess the damages to which he may be
entitled.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is his family’s LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff has a
countervailing interest that outweighs the Defendant’s potential privacy
interest. (County of Los Angeles v. Superior Court (2021) 65 Cal.App.5th
621, 656.) As noted above, Plaintiff needs this discovery to determine the
amount of sale proceeds that Defendant allegedly withheld from Plaintiff in
violation of the parties’ partnership agreement. Thus, further response is
necessary.
Special
Interrogatory No. 95
This interrogatory asks Defendant to
identify all current and past managers of Sams Ventures. Based on the court’s
prior ruling, Defendant objects in part that this information is not relevant
or discoverable. The court disagrees. Plaintiff alleges that Defendant breached
the parties’ contract by not sharing 25% of the proceeds Defendant received
from the sale of Straight Smile. Defendant held stock in Straight Smile through
Sams Ventures, and claims he only received sale proceeds in proportion to his ownership
interest in Sams Ventures. The current and past
managers of Sams Ventures could serve as witnesses, who could clarify whether
Sams Ventures distributed sale proceeds as Defendant claims. This
information will help Plaintiff verify the amount of sale proceeds Defendant
withheld, which will help Plaintiff assess the damages to which he may be
entitled.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is his family’s LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff has a
countervailing interest that outweighs the Defendant’s potential privacy
interest. (County of Los Angeles v. Superior Court (2021) 65 Cal.App.5th
621, 656.) As noted above, Plaintiff needs this discovery to determine the
amount of sale proceeds that Defendant allegedly withheld from Plaintiff in
violation of the parties’ partnership agreement. Thus, further response is
necessary.
Special
Interrogatory No. 96
This interrogatory asks Defendant to
specify the time period during which individuals served as managers of Sams
Ventures. Defendant objects in part that this information is not relevant or
discoverable. The court disagrees. Plaintiff alleges that Defendant breached
the parties’ contract by not sharing 25% of the proceeds Defendant received
from the sale of Straight Smile. Defendant held stock in Straight Smile through
Sams Ventures, and claims he only received sale proceeds in proportion to his
ownership interest in Sams Ventures. The current and past managers of Sams
Ventures could serve as witnesses, who could clarify whether Sams Ventures
distributed sale proceeds as Defendant claims. The dates of their service would
inform Plaintiff which manager worked for Sams Ventures when the sale and
distribution of proceeds occurred.
Special
Interrogatory No. 97
This interrogatory asks Defendant to
identify all current and past members of Sams Ventures. Based
on the court’s prior ruling, Defendant objects in part that this information is
not relevant or discoverable. The court disagrees. Defendant held stock in
Straight Smile through Sams Ventures, and claims he only received sale proceeds
in proportion to his ownership interest in Sams Ventures. The identities of
Sams Ventures’ members could help Plaintiff verify this contention and
determine whether the members who received sale proceeds were alter-egos of
Defendant. This information could help Plaintiff assess the amount of sale
proceeds Defendant allegedly withheld from Plaintiff in violation of the
parties’ partnership agreement.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is his family’s LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff has a
countervailing interest that outweighs Defendant’s potential privacy interest:
namely, the determination of damages to which Plaintiff may be entitled. (County
of Los Angeles v. Superior Court (2021) 65 Cal.App.5th 621, 656.) Thus,
further response is necessary.
Special
Interrogatory No. 98
This interrogatory asks Defendant to
specify the time periods during which individuals were members of Sams
Ventures. Based on the court’s prior ruling, Defendant objects in part that
this information is not relevant or discoverable. The court disagrees.
Defendant held stock in Straight Smile through Sams Ventures, and claims he
only received sale proceeds in proportion to his ownership interest in Sams
Ventures. The identities of Sams Ventures’ members could help Plaintiff verify
this contention and determine whether the members who received sale proceeds
were alter-egos of Defendant. Moreover, Plaintiff would need to know who was a
member when the sale and distribution of proceeds occurred. This information
could help Plaintiff assess the amount of sale proceeds Defendant allegedly
withheld from Plaintiff in violation of the parties’ partnership agreement.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is his family’s LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff has a
countervailing interest that outweighs Defendant’s potential privacy interest:
namely, the determination of damages to which Plaintiff may be entitled. (County
of Los Angeles v. Superior Court (2021) 65 Cal.App.5th 621, 656.) Thus,
further response is necessary.
Special
Interrogatory No. 113
This interrogatory asks Defendant to
state all facts relating to Damschroeder’s role or other involvement in the
sale of Sams Ventures’ stock in Straight Smile to Densply. Defendant objects in
part that this information is not relevant or reasonably calculated to lead to
the discovery of admissible evidence. Defendant’s objection is well taken. That
is, Plaintiff alleges that Defendant breached the parties’ partnership
agreement by not sharing 25% of the proceeds from the sale of Straight Smile
with Plaintiff. Defendant held stock in Straight Smile through Sams Ventures.
To determine damages, Plaintiff would need to know how much money Sams Ventures
distributed to Defendant from the sale. Damschroeder’s role in the sale of Sams
Ventures’ stock is not necessary to determine how much money Defendant received
from the sale. Moreover, this request also has the potential to cover
information protected by the attorney-client privilege, as Damschroeder was
Defendant’s attorney. Further response is not necessary.
Special
Interrogatory No. 114
This interrogatory asks Defendant to
identify all persons to whom Sams Ventures disbursed proceeds from the sale of
Sams Ventures’ stock in Straight Smile. Based on the court’s prior order,
Defendant objects that this information is not relevant because it pertains to
the disposition of proceeds rather than Defendant’s receipt thereof. But
information about the amount of sale proceeds that Sams Ventures distributed to
others will help Plaintiff determine the amount Defendant should have received
from the sale.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is a family LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff has a
countervailing interest that outweighs the Defendant’s potential privacy
interest. (County of Los Angeles v. Superior Court (2021) 65 Cal.App.5th
621, 656.) As noted above, Plaintiff needs this discovery to verify the amount
of sale proceeds that Defendant allegedly withheld from Plaintiff in violation
of the parties’ partnership agreement. Thus, further response is necessary.
Special
Interrogatory No. 115
This interrogatory asks Defendant to
specify the dates on which Sams Ventures distributed the proceeds from Sams
Ventures sale of stock in Straight Smile to individuals identified in Special
Interrogatory No. 114. Based on the court’s prior order, Defendant objects that
this information is not relevant because it pertains to the disposition of
proceeds rather than Defendant’s receipt thereof. But the information sought
will help Plaintiff determine how Sams Ventures distributed the sale proceeds,
which in turn will help Plaintiff verify the amount of proceeds Defendant
should have received.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is his family’s LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff has a
countervailing interest that outweighs the Defendant’s potential privacy
interest. (County of Los Angeles v. Superior Court (2021) 65 Cal.App.5th
621, 656.) As noted above, Plaintiff needs this discovery to verify the amount
of sale proceeds that Defendant allegedly withheld from Plaintiff in violation
of the parties’ partnership agreement. Further response is therefore necessary.
Special
Interrogatory No. 116
This interrogatory asks Defendant to
state the amount in dollars of proceeds from Sams Ventures sale of stock in
Straight Smile that Sams Ventures distributed to each individual identified in
Special Interrogatory No. 114. Based on the court’s prior order, Defendant
objects that this information is not relevant because it pertains to the
disposition of proceeds rather than Defendant’s receipt thereof. But
information about the amount of sale proceeds that Sams Ventures distributed to
others will help Plaintiff determine the amount Defendant should have received
from the sale.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is a family LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff has a
countervailing interest that outweighs the Defendant’s potential privacy
interest. (County of Los Angeles v. Superior Court (2021) 65 Cal.App.5th
621, 656.) As noted above, Plaintiff needs this discovery to verify the amount
of sale proceeds that Defendant allegedly withheld from Plaintiff in violation
of the parties’ partnership agreement. Thus, further response is necessary.
Special
Interrogatory No. 117
This interrogatory asks Defendant to
state the reasons why Sams Ventures distributed proceeds from Sams Ventures’
sale of stock in Straight Smile to each individual identified in Special
Interrogatory No. 114. Based on the court’s prior order, Defendant objects that
this information is not relevant because it pertains to the disposition of
proceeds rather than Defendant’s receipt thereof. But information about why
Sams Ventures distributed the proceeds to others could help Plaintiff determine
whether those individuals accepted proceeds on behalf of Defendant.
Defendant
also objects that this request violates his right to privacy in his financial
affairs because Sams Ventures is a family LLC. (Valley Bank of Nevada v.
Superior Court (1975) 15 Cal.3d 652, 656.) But Plaintiff has a
countervailing interest that outweighs the Defendant’s potential privacy
interest. (County of Los Angeles v. Superior Court (2021) 65 Cal.App.5th
621, 656.) As noted above, Plaintiff needs this discovery to verify the amount
of sale proceeds that Defendant allegedly withheld from Plaintiff in violation
of the parties’ partnership agreement. Thus, further response is necessary.
Special
Interrogatory No. 118
This interrogatory asks Defendant to
identify all persons who have possession, custody, or control of documents
relating to Sams Ventures purchase, acquisition, receipt, ownership, or sale of
Straight Smile Stock. Defendant objects that the information sought is not
relevant. But the individuals at issue could verify the amount Sams Ventures
received from the sale of stock in Straight Smile, which in turn could help
Plaintiff determine the amount of sale proceeds Defendant should have received
based on his ownership interest in Sams Ventures. From this information,
Plaintiff could assess the amount of sale proceeds Defendant allegedly withheld
in violation of the parties’ partnership agreement. Thus, further response is
necessary.
Special
Interrogatory No. 119
This interrogatory asks Defendant to
identify all persons who have possession, custody, or control of documents
referencing Sams Ventures’ receipt of proceeds from the sale of Straight Smile
Stock. Defendant objects that the information sought is not relevant. But the
individuals at issue could verify the amount Sams Ventures received from the
sale of stock in Straight Smile, which in turn could help Plaintiff determine
the amount of sale proceeds Defendant should have received based on his
ownership interest in Sams Ventures. From this information, Plaintiff could
assess the amount of sale proceeds Defendant allegedly withheld in violation of
the parties’ partnership agreement. Thus, further response is necessary.
Special
Interrogatory No. 120
This interrogatory asks Defendant to
identity all individuals who may have knowledge relating to Sam Ventures’
receipt of proceeds from the sale of Straight Smile Stock. Defendant objects
that the information sought is not relevant. But the individuals at issue could
verify the amount Sams Ventures received from the sale of stock in Straight
Smile, which in turn could help Plaintiff determine the amount of sale proceeds
Defendant should have received based on his ownership interest in Sams
Ventures. From this information, Plaintiff could assess the amount of sale
proceeds Defendant allegedly withheld in violation of the parties’ partnership
agreement. Thus, further response is necessary.
CONCLUSION
The court grants Plaintiff’s motion
to compel Defendant’s further responses to special interrogatories (set two) in
part. Defendant shall provide further Code compliant responses to Special
Interrogatory Nos. 88, 89, 95, 96, 97, 98, 114, 115, 116, 117, 118, 119, and
120 within 30 days of this order. The court denies Plaintiff’s motion to compel
Defendant’s further response to Special Interrogatory No. 113.
Plaintiff shall give notice.