Judge: Maurice A. Leiter, Case: 24STCV10744, Date: 2025-05-07 Tentative Ruling

Case Number: 24STCV10744    Hearing Date: May 7, 2025    Dept: 54

Hearing Date: May 7, 2025

Department 54, Judge Maurice Leiter

Motion for Summary Judgment, or in the alternative, Motion for Summary Adjudication

Moving Party: Plaintiff Wells Fargo Bank, National Association

Responding Party: Defendant Nicole Bakti, Inc.

T/R:     PLAINTIFF’S MOTION FOR SUMMARY JUDGMENT, OR IN THE ALTERNATIVE, MOTION FOR SUMMARY ADJUDICATION IS GRANTED

PLAINTIFF TO NOTICE

If the parties wish to submit on the tentative, please email the courtroom at SMCdept54@lacourt.org with notice to opposing counsel (or self-represented party) before 8:00 am on the day of the hearing.

The Court considers the moving papers, opposition,nd reply.

BACKGROUND

On April 30, 2024, Plaintiff Wells Fargo Bank, National Association filed a complaint against Defendants Nicole Bakti, Inc. and Alis Hamboian, asserting causes of action for (1) breach of contract; (2) account stated; (3) money lent; and (4) breach of guaranty. Plaintiff alleges Defendants defaulted on a line of credit.

ANALYSIS

“In moving for summary judgment, a ‘plaintiff . . . has met’ his ‘burden of showing that there is no defense to a cause of action if’ he ‘has proved each element of the cause of action entitling’ him ‘to judgment on that cause of action.’”  (Aguilar v. Atlantic Richfield Co. (2001) 25 Cal.4th 826, 849 (as modified (July 11, 2001).)  The plaintiff “must present evidence that would require a reasonable trier of fact to find any underlying material fact more likely than not—otherwise, he would not be entitled to judgment as a matter of law, but would have to present his evidence to a trier of fact.”  (Id., at 851, original italics.)

Once the plaintiff has met that burden, the burden shifts to the defendant to show that a triable issue of one or more material facts exists as to the cause of action or a defense thereto.  (CCP § 437c(p)(1).)  “There is a triable issue of material fact if, and only if, the evidence would allow a reasonable trier of fact to find the underlying fact in favor of the party opposing the motion in accordance with the applicable standard of proof.”  (Aguilar, supra, 25 Cal.4th at 850.)  The defendant “shall not rely upon the allegations or denials of its pleadings to show that a triable issue of material fact exists but, instead, shall set forth the specific facts showing that a triable issue of material fact exists as to the cause of action or a defense thereto.”  (CCP § 437c(p)(1).)

Plaintiff moves for summary judgment against Defendant Nicole Bakti, Inc. on the claims for breach of contract, account stated and money lent. Plaintiff presents evidence showing Plaintiff issued Defendant a business line of credit on April 1, 1997 and Defendant defaulted on the line of credit on November 27, 2023, leaving a remaining balance of $106,310.88.

In opposition, Defendant asserts that it is not the same “Nicole Bakti, Inc.” that entered into the 1997 line of credit because Nicole Bakti, Inc. is under different ownership than it was in 1997. Defendant presents evidence showing the previous owner, defaulted Defendant Alis Hamboian, sold 98% of Nicole Bakti, Inc.’s stock to Aida Gharakhani in 2020.

Defendant cites the general rule that when one corporation sells or transfers its assets to another, the purchaser is generally not liable for the debts and liabilities of the seller. (See Ray v. Alad Corp. (1977) 19 Cal. 3d 22, 28.) In reply, Plaintiff argues that this rule does not apply here because Nicole Bakti, Inc. did not sell its assets to another corporation. Instead, one shareholder sold their shares to another shareholder. The Court agrees.

Plaintiff has met its burden to establish that it is entitled to judgment as a matter of law against Defendant Nicole Bakti, Inc. Defendant has failed to meet its burden to establish a triable issue of fact.

Plaintiff’s motion is GRANTED.