Judge: Joel L. Lofton, Case: EC066074, Date: 2024-06-20 Tentative Ruling
Case Number: EC066074 Hearing Date: June 20, 2024 Dept: X
Tentative Ruling
Judge Joel L. Lofton,
Department X
HEARING DATE: June 20, 2024 TRIAL DATE: No date set.
CASE: Shanghai Overseas
Affairs Service v. Oasis Growth Partners
CASE NO.: EC066074
MOTION
TO SET ASIDE/VACATE JUDGMENT
MOVING PARTY: Defendant Iris Liya Liu
RESPONDING PARTY: Defendants
Daniel C. Chiu and Rebecca C. Chiu
SERVICE: Filed on May 1, 2024
OPPOSITION: Filed on June 10, 2024
REPLY: Filed on June 12, 2024
RELIEF
REQUESTED
Defendant Iris Liya Liu
requests an order vacating and/or amending the January 3, 2024 Statement of
Decision and any resulting judgment.
Alternatively, Defendant
Liu requests a new trial.
BACKGROUND
On April 20, 2018, Plaintiff
Shanghai Overseas Affairs Service Center Co., Ltd (“Plaintiff”) filed the
operative Fourth Amended Complaint (“4AC”) against Defendants Oasis Growth
Partners, LLC dba Alliance Regional Center (“ARC”); Oasis Growth Partners II, LLC
dba ARC; Oasis Growth Partners Development, Inc. dba ARC; Crestalliance LLC;
Daniel C. Chiu; Rebecca C. Chiu; Iris Liya Liu; LA Life LLC dba ARC’ American
Asia Holdings, LLC dba ARC (“Defendants”); and DOES 1 through 50, inclusive for
nine causes of action:
1. Breach of 2011 Written Contract
2. Breach of 2014 Written Contract
3. Quantum Meruit
4. Quantum Meruit
5. Breach of Duty of Good Faith and
Fair Dealing
6. Fraud
7. Negligent Misrepresentation
8. Actual Voidable Transfer
9. Constructive Voidable Transfer
On January 18, 2018, Defendant Iris
Liya Liu (“Liu”), LA Life, LLC, and American Asia Holdings, LLC
(“Cross-Complainants”) filed the operative First Amended Cross-Complaint
(“FAXC”) against Daniel C. Chiu; Oasis Grown Partners, LLC dba ARC-1 Limited
Partnership; Oasis Growth Partners, LLC dba ARC; Oasis Growth Partners II, LLC
dba ARC; Oasis Growth Partners Development, Inc. dba ARC; Crestalliance LLC;
Stavros, LLC; Rhemata, LLC; and Rebecca C. Chiu (“Cross-Defendants”) for Breach
of Written Contract, Common Count for Money, Common Count of Money Lent; Common
Count for Quantum Meruit, Actual Voidable Transfer, Equitable Indemnity, and
Contribution.
On July 6, 2018, default was entered
against Cross-Defendants Oasis Growth Partners, LLC dba ARC; Oasis Growth
Partners II, LLC dba ARC; Oasis Growth Partners Development, Inc. dba ARC;
Crestalliance LLC; Stavros, LLC; Rhemata, LLC; and Rebecca C. Chiu.
On July 15, 2021, Defendant Liu
dismissed the FAXC without prejudice as to Mr. Chiu only.
On January 3, 2024, this Court
entered Judgment in favor of Plaintiff against Defendant Liu in the amount of
$515,00.00 in damages.
On May 1, 2024, Defendant Liu filed
the instant Motion to Amend of Set Aside Judgment, or Alternatively, for New
Trial. On June 10, 2024, Defendants Daniel C. Chiu and Rebecca C. Chiu filed
oppositions. On June 12, 2024, Defendant Liu filed a reply.
TENTATIVE RULING
Defendant Iris Liya Liu’s Motion to Set
Aside/Vacate Judgment is DENIED. Defendant Liu’s Motion for New Trial is also DENIED.
OBJECTIONS TO EVIDENCE
The
Court SUSTAINS Defendant Liu’s objections to Defendant Rebecca Chiu’s
opposition.
The Court SUSTAINS
Defendant Liu’s objections to Defendant Daniel C. Chiu’s opposition.
LEGAL STANDARD
Setting Aside Judgment
Code of Civil Procedure section 663 states in pertinent part, “A judgment
or decree, when based upon a decision by the court, or the special verdict of a
jury, may, upon motion of the party aggrieved, be set aside and vacated by the
same court, and another and different judgment entered, for either of the
following causes, materially affecting the substantial rights of the party and
entitling the party to a different judgment: [¶](1) incorrect or erroneous
legal basis for the decision, not consistent with or not supported by the
facts; and in such case when the judgment is set aside, the statement of
decision shall be amended and corrected…[¶](2) a judgment or decree not
consistent with or supported by the special verdict.” (Code Civ. Proc., § 663.)
New Trial Motion
“The verdict may be vacated and any other decision may be modified or
vacated, in whole or in part, and a new or further trial granted on all or part
of the issues, on the application of the party aggrieved, for any of the
following causes, materially affecting the substantial rights of such party:
[¶](6) insufficiency of the evidence to justify the verdict or other decision,
or the verdict or other decision is against law.” (Code Civ. Proc., § 657(6).)
DISCUSSION
Defendant
Liu seeks an order vacating or amending this Court’s January 3, 2024 Statement
of Decision (“SOD”) on the grounds that it is based upon incorrect or erroneous
legal basis and not consistent with nor supported by the facts at trial.
Specifically, Defendant Liu argues at trial there was no evidence that she
signed, entered into any agreement with Plaintiff and/or that she asked
Plaintiff to provide EB-5 investor referrals in her personal capacity.
Furthermore, Defendant Liu argues all the evidence showed that Plaintiff
entered into the commission agreements with ARC, the commission agreements
states they were between Plaintiff and ARC only, and every witness testified
affirmatively to these facts.
First, the
Court notes that Plaintiff did not file an opposition to the instant motion.
However, Defendants Daniel C. Chiu and Rebecca C. Chiu filed
declarations/affidavits fashioned as opposition to the instant motion. Mr. Chiu
was dismissed by Plaintiff without prejudice prior to this matter coming for
trial and cites no legal authority for his right to file a pleading in this
matter. Similarly, Ms. Chiu is in default as to the FAXC. Although Plaintiff
contends default prevents Ms. Chiu from filing an opposition in this case, she
was not dismissed and did not default as to the 4AC, which is the main pleading
in this matter and the basis for Defendant Liu’s motion. Nevertheless, Defendants
Daniel C. Chiu and Rebecca C. Chiu cite to evidence that was no presented at
trial, which the Court cannot and has not considered in response to the instant
motion.
Second, Defendant
Liu contends the two cases this Court cited for its finding that she was not
authorized to sign contracts on behalf of ARC are incorrect or erroneous
because (1) the statute of frauds does not apply to the 2011 and 2014
agreements and (2) if it did apply, the statute of frauds is satisfied because
Defendant had a written agreement with Defendant ARC to serve as its manager. In
Seymour v. Oelrichs (1909) 156 Cal. 782, the court held “under section
2309 of the Civil Code ‘an authority to enter into a contract required by law
to be in writing can only be given by an instrument in writing.’” (Seymour
v. Oelrichs (1909) 156 Cal. 782, 788; see also Throndson v. C. I. R.
(9th Cir. 1972) 457 F.2d 1022, 1025 [holding “an agent cannot bind his
principal to such a contract (one required by law to be in writing) save where
his authority to do so is itself in writing”].) Here, the 2011 and 2014
Agreements fall within the statute of frauds because the face of these
agreements to do not indicate a definite time for performance. (Civ. Code, §
1624(a)(1).) As such, Defendant Liu was required to have in writing an
agreement giving her authority to enter into and sign these Agreements on ARC’s
behalf. At trial, Defendant Liu provided no written agreement at trial
demonstrating that she was authorized to sign on behalf of ARC. In fact, the
Strategic Partnership Agreement showcases that Sigma International Group not
Defendant Liu was a representative of the ARC Reginal Center in China. (Decl.,
¶, Ex. 6.) Furthermore, Defendant Liu merely presented oral testimony from
herself and other witnesses about her authority to enter contracts on ARC’s
behalf, which she cites from the trial record in the instant motion. However,
this is and was insufficient to support a finding that she was ARC’s agent.
Moreover, Sterling v. Taylor 40 Cal. 4th 757, disapproved of Seymour
on the issue of extrinsic evidence being inadmissible to enforce an alleged
agreement for the purpose of determining whether a writing complied with the
statute of frauds, which is not at issue in this instant case. (See Sterling
v. Taylor 40 Cal. 4th 757, 769.) Likewise, in Jacobs v. Locatelli (2017)
8 Cal.App.5th 317, the court held Plaintiff’s allegation that Defendant had
written authorization to enter into the commission agreement with her satisfied
Civil Code section 2309, which suggests that without such authorization one
could find that a party signed an agreement on their own behalf and not as an
agent. (Jacobs v. Locatelli (2017) 8 Cal.App.5th 317, 324-325.) As
discussed above, the evidence presented at trial indicates Defendant Liu did
not have authority to enter into the 2011 and 2014 agreements on the behalf of
ARC, so a reasonable finding was made that Plaintiff entered into these
agreements in her own capacity. Also, the case law cited in the SOD supports
this finding. Thus, Defendant Liu has not shown neither that the Court’s SOD was
based on an incorrect or erroneous legal basis nor that the evidence was
insufficient to justify Judgment in favor of Plaintiff.
CONCLUSION
Based on the foregoing, Defendant
Iris Liya Liu’s Motion to Set Aside/Vacate Judgment is DENIED. Defendant Liu’s
Motion for New Trial is also DENIED.
Moving
party to give notice.
Dated: June 20, 2024 ___________________________________
Joel
L. Lofton
Judge
of the Superior Court
Parties who intend to submit on this tentative must send an
email to the court indicating their
intention to submit. alhdeptx@lacourt.org