Judge: Colin Leis, Case: 23STCV30346, Date: 2025-01-22 Tentative Ruling

Case Number: 23STCV30346    Hearing Date: January 22, 2025    Dept: 74

Zarrabian v. Zarrabian et al.

Motion to Furnish Bond

BACKGROUND

This motion arises from a shareholder dispute.

Plaintiff Yousef Zarrabian (Plaintiff) alleges that defendants Pouya Zarrabian, Gold Gas, Inc.; P&J Gas, Inc.; Classic Petroleum, Inc.; Unique Petroleum, Inc.; Rowland Heights Petroleum, Inc.; and VIP Petroleum, Inc. violated the shareholder agreement and engaged in abuse of control and unjust enrichment as well as elder financial abuse, conversion and accounting. 

Defendant Pouya Zarrabian moves for order to furnish bond pursuant to Corporation Code section 800.

LEGAL STANDARD

            California Corporation Code section 800 allows a “defendant who is an officer or director of the corporation… [to] move the court for an order, upon notice and hearing, requiring the plaintiff to furnish a bond.”  The bond must be based on the grounds that either “(1) [t]hat there is no reasonable possibility that the prosecution of the cause of action alleged in the complaint against the moving party will benefit the corporation or its shareholders [or] (2) [t]hat the moving party, if other than the corporation, did not participate in the transaction complained of in any capacity.”  (Corp. code § 800(c).)  The motion for bond must be filed within 30 days after service of summons.  (Corp. code § 800(c).)  The Court may extend the 30-day period not to exceed 60 days upon a showing of good cause.  (Corp. code § 800(c).)

DISCUSSION

            Defendant requests the Court impose a bond on Plaintiff under California Corporations code section 800.  Defendant alleges that there is no reasonable possibility that the prosecution of Plaintiff causes of action will benefit the corporation because (1) Plaintiff failed to comply with Corporation code section 800(b) and (2) Plaintiff is pursuing a personal right of action.  Additionally, Defendant alleges that they did not participate in the alleged transaction complained of in any capacity.

            Plaintiff argues that Defendant previously brought a motion to require a bond under the original complaint and that Defendant now brings the motion to require a bond on grounds that were previously available. 

            A party who originally made an application for an order which was refused may make a subsequent application for the same order upon new or different facts, circumstances, or law.  (Code of Civil Procedure § 1008(b).)  The motion must include an affidavit stating, “what application was made before, when and to what judge, what order or decisions were made, and what new or different facts, circumstances, or law are claimed to be shown.”

            Defendant does not provide an affidavit stating what new facts, circumstances or law permits a subsequent application for the same order.  Therefore, Defendant has failed to meet the procedural requirements.

CONCLUSION

            The Court denies Defendant’s Motion to Require Bond.

            Defendant to give notice.