Judge: Gail Killefer, Case: 24STCV13318, Date: 2025-03-13 Tentative Ruling
Case Number: 24STCV13318 Hearing Date: March 13, 2025 Dept: 37
HEARING DATE: Thursday, March 13, 2025
CASE NUMBER: 24STCV13318
CASE NAME: Lincoln Transportation Service, Inc. v. Edward Roberts, LLC
MOVING PARTY: Defendants Joseph Bibi and
Edward Roberts LLC
OPPOSING PARTY: Plaintiff Lincoln Transportation
Services, Inc.
TRIAL DATE: Not Set
PROOF OF SERVICE: OK
PROCEEDING: Motion to Quash Summons
Due to Lack of Personal Jurisdiction
OPPOSITION: 11 February 2025
REPLY: 20
February 2025
TENTATIVE: Defendant Bibi’s Motion to Quash the Service
of Summons is granted.
Background
On May 29, 2024 Lincoln
Transportation Services, Inc. (“Plaintiff”) filed a Complaint against Edward
Roberts, LLC (“ER”) dba “ERlifescience”; Joseph Bibi (“Bibi”) (collectively
“Defendants”); and Does 1 to 10.
The Complaint alleges six causes
of action: (1) Open Book Account- Common Count; (2) Account Stated – Common
Count; (3) Fraud in the Inducement; (4) Common Fraud (committed after Fraud in
the Inducement); (5) Intentional Misrepresentation; and (6) Unfair Business
Practices (Bus. & Prof. Code § 17200 et seq.)
Defendants filed a motion to quash
service of summons as to Defendant Bibi due to lack of personal jurisdiction.
Plaintiff opposes the Motion. The matter is now before the court.
I. Legal Standard
CCP § 418.10 subdivision (a) states: “A defendant, on or
before the last day of his or her time to plead or within any further time that
the court may for good cause allow, may serve or file a motion…[t]o quash
service of summon on the ground of lack of jurisdiction of the court over him
or her.”¿¿¿¿¿¿
¿¿
When a defendant
moves to quash service of process on jurisdictional grounds, the plaintiff has
the initial burden of demonstrating facts justifying the exercise of
jurisdiction.¿(State of Oregon v. Superior Court (1994) 24 Cal.App.4th
1550, 1557.)¿If the plaintiff meets his or her burden, the burden shifts to the
defendant to demonstrate that the exercise of jurisdiction would be
unreasonable. (Buchanan v. Soto (2015) 241 Cal.App.4th 1353, 1362.
[“When a motion to quash is properly brought, the burden of proof is placed
upon the plaintiff to establish the facts of jurisdiction by a preponderance of
the evidence.”].) This burden must be met by competent evidence in affidavits
and authenticated documentary evidence. (Jewish Defense Org. v. Superior
Court¿(1999) 72 Cal.App.4th 1045, 1055.)
To comport with the constitutional
requirements of due process, a California court may assert jurisdiction over a
nonresident defendant (who has not consented to suit in the forum) only
if the defendant's minimum contacts with the forum state are ‘such that the
maintenance of the suit ‘does not offend the traditional notions of fair play
and substantial justice.” ‘ [Citation.]” (Rivelli v. Hemm (2021) 67
Cal.App.5th 380, 391 [internal citation and quotations omitted] [italics
original].) “Personal jurisdiction under the minimum contacts framework may be
either all-purpose (also called ‘general’ ) or case-linked (also called
‘specific’ ).” (Id. at p. 392 [internal citations and quotations
omitted].)
II. Request for Judicial Notice
The court may take judicial notice
of records of any court of record of the United States. (Evid. Code, §
452(d)(2).) However, the court may only judicially notice the existence of the
record, not that its contents are the truth. (Sosinsky v. Grant (1992) 6
Cal.App.4th 1548, 1565.)
Specially appearing Defendant
Bibi requests judicial notice of the following:
Exhibit A: The First Amended Complaint in Pixior
Global Logistics, LLC, et al. v. Walmart, Inc., et al. in the United States
District Court for the Central District of California Case No. 5:22-cv00561
filed on June 09, 2022,
Exhibit B: Order granting Mr. Bibi’s Motion to Dismiss
for Lack of Personal Jurisdiction
Exhibit C: The Complaint in this
action.
Defendant Bibi’s
request for judicial notice is granted.
III. Evidentiary Objections
Defendant Bibi’s Evidentiary
Objections to the Declaration of Joey Villareal:
Objections Nos. 1 to 4, 10, 12-24,
27, and 29 to 33 are overruled.
Objections Nos. 5 to 9, 11 are
sustained due to lack of personal knowledge as the purported information was
relayed by Jose Cardenas to the Declarant rather than by Defendant Bibi.
Objections No. 25, 27, and 28
are sustained as the Declarant fails to explain how he learned that both
Defendants had ignored the advice of their attorneys.
Defendant Bibi's Evidentiary
Objections to the Declaration of Joey Villareal:
Objections Nos. 1 to 20, 23,
24, and 26 to 29 are overruled.
Objections Nos. 21, 22, and 25
are sustained as the Declarant fails to explain how he learned that both
Defendants had ignored the advice of their attorneys.
IV. Discussion
A. Factual Summary
This action arises from
Plaintiff’s agreement to provide transportation and storage of large shipment
of disinfectant wipes that ER was importing from Asia to California. (Compl.,
¶¶ 40-43, 49.) Plaintiff provided the services but ER failed to pay about two
million dollars. (Id. ¶ 55.) The
Complaint alleges that Bibi was a member and/or managing member and President
or CEO of ER and acted on behalf of ER and himself. Bibi made misrepresentations to Plaintiff and
assured Plaintiff that ER would pay for all services. (Id. ¶¶16, 57, 58.)
Defendant Bibi now moves to quash
the service of summons due to lack of personal jurisdiction. Bibi asserts that
all relevant times he was acting only as a member and representative of ER.
(Bibi Decl., ¶ 7.) Bibi asserts that he
never, in his personal capacity, initiated or received communication with
anyone in California regarding the services provided by Plaintiffs. (Id.,
¶ 8.) He further asserts he never personally entered into an agreement with
anyone in California and has never been present in California to conduct
business on behalf of ER. (Id. ¶¶ 8,0.) Defendant Bibi further adds that
he is a resident of Kings County, New York, and has never resided in California,
has no real estate, bank accounts, or assets in California and has no personal
connections to California. (Id. ¶ 2.) Accordingly, Defendant Bibi moves
to quash the service of summons due to lack of personal jurisdiction.
B. Plaintiff’s Burden to Prove
Personal Jurisdiction¿
In opposition to a motion to quash
based upon lack of personal jurisdiction, complainants have the initial burden
of filing evidence to show minimum contacts. (See Muckle v. Superior Court (2002)
102 Cal.App.4th 218, 228.) “It is plaintiff's burden to prove facts of
jurisdiction by a preponderance of evidence.” (Cornelison v. Chaney
(1976) 16 Cal.3d 143, 155.) “This burden must be met by competent evidence in
affidavits and authenticated documentary evidence. An unverified complaint may
not be considered as an affidavit supplying necessary facts.” (Ziller
Electronics Lab GmbH v. Superior Court¿(1988) 206 Cal.App.3d 1222, 1233.)¿¿
Plaintiff’s opposition does not
argue the court has general jurisdiction over Bibi. Instead, it argues that the court has
specific jurisdiction because Bibi purposefully availed himself of California’s
benefits by targeting his fraud and malfeasance at Plaintiff in LA County and
receiving the benefit of the transaction. (Opposition at p. 10.)
C. Specific
Jurisdiction
“Generally, three requirements
must be satisfied for a California court to exercise specific jurisdiction over
a nonresident defendant: (1) the defendant must purposefully avail themselves
of forum benefits; (2) the controversy must be related to or arise out of the
defendant's forum contacts; and (3) the assertion of personal jurisdiction must
comport with fair play and substantial justice.” (ParaFi Digital
Opportunities LP v. Egorov (2025) 108 Cal.App.5th 124, 134 (ParaFit
Digital).) “Only if the plaintiff makes the initial showing on the first
two requirements does the burden shift to the defendant to show that exercising
jurisdiction would be unreasonable.” (David L. v. Superior Court (2018)
29 Cal.App.5th 359, 367.)
Plaintiff presents the Declaration
of Jose Cardenas, the Chief Executive Officer (CEO) of Plaintiff, and the
person who communicated with Bibi via email and phone. (Cardenas Decl., ¶¶ 3,
7, 8.) Cardenas asserts that it was Bibi who first reached out and represented
that ER had extensive experience in importing and distributing products, that
the hand wipes complied with all applicable laws, and induced Plaintiff to
accept ER as a customer with Bibi making assurances of payment. (Id. ¶¶ 14,
17, 20, 28, 33.)
Plaintiff also presents the
Declaration of Joey Villareal, who is the Executive Vice President and Chief
Operating Officer (COO) of Plaintiff. (Villareal Decl., ¶ 3.) Villareal
similarly asserts that he and Cardenas discussed taking ER as a new customer
based on the representations Bibi made to Cardenas. (Id. ¶¶ 11-16.)
Villareal assets that on or about February 2021, he had a phone call with Bibi
in which Bibi assured him that ER would be able to pay the invoices from the
revenue due to the sale and distribution of the hand wipes and that the hand
wipes were legally compliant. (Id. ¶¶ 26, 31.) Villareal further asserts
that Defendant Bibi explained that ER would receive massive cargo shipment of
handwipes from Los Angeles County’s primary ports of entry in San Pedro and
Long Beach. (Id. ¶ 9.) “Mr. Bibi requested Lincoln's freight logistics
services for picking-up and transporting these shipments to various big-box
retailers within L.A. County with which ER LLC had recently signed distribution
deals.” (Ibid.)
Plaintiff did not attach the
distribution deals or produce evidence that Bibi entered these distribution
deals in his individual capacity as well as in his capacity an agent for ER.
All emails between Plaintiff and
Defendant Bibi appear to come from Bibi’s ER email “jb@ERlifescience.com”
rather than a personal email address. (Cardenas Decl. Ex. 1 to 6; Villareal Ex.
1 to 7.) Plaintiff fails to show that the invoices were sent to Bibi’s personal
residence rather than ER’s place of business. Plaintiff also fails to show that
Bibi agreed to pay Plaintiff’s invoices
in his personal capacity, rather than as an agent of ER. Cardenas asserts that
in May 2024 he learned that EPA sent letters to ER and Bibi that the hand wipes
were illegal and could not be sold, but Plaintiff did not produce the letters,
showing that they were addressed to Bibi in his personal capacity or as an
agent of ER. Moreover, while Defendant Bibi admits he is a member of ER (Bibi
Decl., ¶ 3), Plaintiff fails to present any evidence that Bibi is a managing
member, officer, or director of ER or any other evidence that would permit the
court to find that Bibi is the alter ego of ER.
Accordingly, Plaintiff’s only
evidence that Bibi is implicated in this action are the representations he made
to Plaintiff. Plaintiff’s evidence aims to show that Bibi has minimum contacts
with California due to Bibi’s communication with Plaintiff and the misrepresentations
he made to Plaintiff.
“Corporate officers and directors
cannot ordinarily be held personally liable for the acts or obligations of
their corporation.” (Taylor-Rush v. Multitech Corp. (1990) 217
Cal.App.3d 103, 113 (Taylor-Rush).) “However, they may become liable if
they directly authorize or actively participate in wrongful or tortious
conduct.” (Id. at p. 113.) In Taylor-Rush, the appellate court held
sufficient contacts with California were established for personal jurisdiction
over two out-of-state defendants, one because he made the relevant
misrepresentations and nondisclosures while in California and the other
defendant, while meeting plaintiff in New York, “alleged tortious conduct ...
was purposely directed at [plaintiff] in California and had a tortious effect
here.” (Id. at p. 114.)
Similarly, in Moncrief v. Clark
(2015) 238 Cal.App.4th 1000, the appellate court found that that the defendant
had minimum contacts because “Moncrief and Clark engaged in a single
transaction, Clark targeted Moncrief with the specific purpose of inducing
Moncrief's client to finalize the purchase of farm equipment from Texas Hill
Farms.” (Id. at p. 868.) “Engaging in such targeted communications with
forum residents has been recognized as one type of conduct that can establish a
purposeful availment of the forum's benefits.” (Zehia v. Superior Court
(2020) 45 Cal.App.5th 543, 556.)
Plaintiff’s email with Joseph Bibi
does not show that Bibi was the first to initiate contact with Plaintiff, or
that he did so in his individual capacity and as a managing member of ER. The
emails show requests for services and payment, but do not show that Bibi
expressly promised that he and ER would make payments or any of the other
alleged misrepresentation asserted in Plaintiff’s Complaint.
For purposeful availment, “the
effects test requires ‘intentional conduct expressly aimed at or targeting
the forum state in addition to the defendant's knowledge that his intentional
conduct would cause harm in the forum.’ ” (Zehia, supra, 45
Cal.App.5th at p. 554 [italics original].)
Plaintiff asserts that Bibi knew
that the hand wipes could not be sold or distributed prior Bibi soliciting
Plaintiff’s services in California, but Plaintiff offers no evidence to support
this assertion. Cardenas asserts that the EPA issued letters to Bibi and ER
about the hand wipes, but does not attach letters to his declaration showing
that Bibi had prior knowledge of this fact.
Therefore, even if Plaintiff could
show that Bibi was also acting in his individual capacity when he contacted
Plaintiff, Plaintiff fails to show that Bibi acted with the intent of causing Plaintiff’s
harm and never intended to pay for Plaintiff’s services. Nor does Plaintiff
show that Bibi personally benefited from the alleged fraudulent conduct.
In Walden v. Fiore (2014)
571 U.S. 277, 289, the United States Supreme Court explained that specific jurisdiction
must rest on the defendant’s own suit-related contacts with the forum state,
not merely a plaintiff who lives there. (Id. at pp. 288-289.) First, a
nonresident defendant's forum-connection “must arise out of contacts that the
‘defendant himself ’ creates with the forum State,” not
“contacts between the plaintiff (or third parties) and the forum State.” (Id.
at p. 284; 134 S.Ct. 1115 [italics original].) Second, the “‘minimum contacts’
analysis looks to the defendant's contacts with the forum State itself, not the
defendant's contacts with persons who reside there.” (Id. at p. 285; 134
S.Ct. 1115.) “[T]he plaintiff cannot be the only link between the defendant and
the forum. Rather, it is the defendant's conduct that must form the necessary
connection with the forum State that is the basis for its jurisdiction over
him.” (Ibid.)
In Swenberg v. Dmarcian, Inc.
(2021) 68 Cal.App.5th 280, the court found that the defendant had sufficient minimum
contacts with California because the defendant “publicly present[ed] himself as
a leader of dmarcian, a company headquartered in California, having dmarcian
EU's web address automatically route to dmarcian's Web site, administered in
California, and receiving prospective customers directed to dmarcian EU by a
dmarcian employee in California[.] (Id. at 298.) The contacts were
separate from the plaintiff’s contacts with the defendant, but plaintiff’s
action was nevertheless related and arose out of the defendant’s contacts in
California, such that it would not be unfair to exercise specific
jurisdiction over the nonresident defendant. (Ibid.)
Here, Plaintiff fails to show that
Defendant Bibi created contacts in California that exist separately from its contacts
with Plaintiff and that those “those contacts create the relationship among the
defendant, the forum, and the litigation necessary to satisfy due
process.” (Burdick v. Superior Court (2015) 233 Cal.App.4th 8, 23-24.)
Plaintiff produces no evidence that Bibi and ER are alter egos of each other
such that ER’s minimum contacts with California can be imputed to Bibi’s
minimum contacts. “We have consistently rejected attempts to satisfy the
defendant-focused ‘minimum contacts’ inquiry by demonstrating contacts between
the plaintiff (or third parties) and the forum State.” (Walden, supra,
571 U.S. at p. 284.)
The only evidence Plaintiff offers
as to Bibi’s other contacts in California is that Bibi and ER were previously
sued by another freight storage company operating in California. (RJN Ex. A.) But
as Defendant Bibi points out, the District Court in that case granted Bibi’s
motion to quash due to lack of personal jurisdiction. Therefore, Plaintiff
cannot rely on RJN Ex. A to show that Bibi had other contacts in California. Consequently,
Plaintiff fails to show it is not the only link between Bibi and California. “ ‘[T]he
plaintiff[s] cannot be the only link between the defendant and the forum,’ nor
can the ‘ “unilateral activity” of a plaintiff’ support the exercise of
jurisdiction, even ‘when intentional torts are involved.’ ” (Parafit Digital,
supra, 108 Cal.App.5th at pp. 135–136 citing Walden supra, 571
U.S. at pp. 285-286, 134 S.Ct. 1115.)
“The existence of specific
jurisdiction turns on the facts of each case.” (Jacqueline B. v. Rawls Law
Group, P.C. (2021) 68 Cal.App.5th 243, 252.) Here, Plaintiff has failed to establish
by a preponderance of the evidence that Bibi has minimum contacts with
California. (Id. at p. 253.)
Plaintiff also does not request
leave to conduct jurisdictional discovery. Therefore, the court grants
Defendant Bibi’s Motion.
Conclusion
Defendant Bibi’s Motion to Quash
the Service of Summons is granted.