Judge: Curtis A. Kin, Case: 21STCV22508, Date: 2023-01-31 Tentative Ruling

Case Number: 21STCV22508    Hearing Date: January 31, 2023    Dept: 72

MOTION FOR LEAVE TO FILE

FIRST AMENDED COMPLAINT

Date:               1/31/23 (8:30 AM)                                           

Case:               UW Intl. Corp., et al. v. Rigas, et al. (21STCV22508)

TENTATIVE RULING:

Plaintiffs UW International Corp., Crown Estate Holding, LLC, and Jay Hooper’s Motion for Leave to File First Amended Complaint is GRANTED.

Defendants John Rigas and Mission N95 Holdings, LLC’s request for judicial notice is DENIED as “unnecessary to the resolution” of the issues before the Court. (Martinez v. San Diego County Credit Union (2020) 50 Cal.App.5th 1048, 1075.)

Plaintiffs UW International Corp., Crown Estate Holding, LLC, and Jay Hooper seek leave to file a First Amended Complaint (“FAC”).

Plaintiffs seek to add an additional defendant, Mission N95 GP, and add additional causes of action. (Lee Decl. ¶¶ 7, 9 & Exs. 1-3.) Plaintiffs contend that Mission N95 Holdings, LLC may have been improperly formed and therefore seek to name the partnership Mission N95 GP. (Lee Decl. ¶ 9.)

Defendants contend they would be prejudiced with the filing of a FAC because trial is currently set for May 15, 2023. However, the allegations against Mission N95 GP and the additional causes of action against the other defendants are based on the same general set of facts underlying the original Complaint. (Lee Decl. ¶ 8.) Plaintiffs allege that the parties formed a partnership to source personal protective equipment during the beginning of the COVID-19 pandemic. (Compl. ¶¶ 12, 15; Proposed FAC ¶¶ 23, 26, 28.) The parties fulfilled an order from the State of California. (Compl. ¶¶ 14, 23; Proposed FAC ¶¶ 31, 37.) Plaintiff Hooper transferred payments that his company, UW International, received from the State of California to defendant John Rigas based on Rigas’ representation that only he had signatory authority on the partnership’s bank account. (Compl. ¶¶ 24, 25; Proposed FAC ¶¶ 37-39.) Plaintiffs allege that defendants are refusing to reimburse them for their share of the profits, initial financing, and warehousing services. (Compl. ¶¶ 26, 29. 31; Proposed FAC ¶¶ 41, 44.)

Because the allegations of the proposed FAC arise from the same general set of facts as the original Complaint, defendants would not be prejudiced with the filing of the FAC. (See Hirsa v. Superior Court (1981) 118 Cal.App.3d 486, 490.) Trial is currently set to take place on May 15, 2023. Notwithstanding any delay from plaintiffs in seeking leave to amend, defendants have time to file any attacks on the pleadings or conduct discovery with respect to the new defendant or additional causes of action. Defendants are not precluded from seeking a trial continuance should they deem a continuance necessary and can demonstrate cause for the requested continuance.

Defendants’ contention that the proposed FAC is a sham, duplicative, or otherwise defective can be addressed with an appropriate attack on the pleadings. (Kittredge Sports Co. v. Superior Court (1989) 213 Cal.App.3d 1045, 1048 [“[T]he preferable practice [is] to permit the amendment and allow the parties to test its legal sufficiency by demurrer, motion for judgment on the pleadings or other appropriate proceedings”].)

The motion is GRANTED. Within two (2) court days hereof, plaintiffs UW International Corp., Crown Estate Holding, LLC, and Jay Hooper are shall file the proposed First Amended Complaint attached as Exhibit 1 to the declaration of Edward Y. Lee in support of the reply.