Judge: Maurice A. Leiter, Case: 24STCV31139, Date: 2025-05-21 Tentative Ruling

Case Number: 24STCV31139    Hearing Date: May 21, 2025    Dept: 54

Hearing Date: May 21, 2025

Department 54, Judge Maurice A. Leiter

Demurrer to First Amended Complaint

Moving Party: Defendant City Wide Property Management and Consulting, Inc.

Responding Party: Plaintiff JJ Kansas, LLC

T/R:      DEFENDANT’S DEMURRER IS OVERRULED.

DEFENDANT TO FILE AND SERVE AN ANSWER TO THE FIRST AMENDED COMPLAINT WITHIN 30 DAYS OF NOTICE OF RULING.

DEFENDANT 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, and reply.

BACKGROUND

On December 20, 2024, Plaintiff JJ Kansas, LLC filed the operative first amended complaint against Defendant City Wide Property Management and Consulting, Inc., asserting causes of action for (1) professional negligence; (2) breach of fiduciary duty; (3) breach of contract; (4) breach of the implied covenant of good faith and fair dealing; (5) fraud; (6) concealment; (7) unjust enrichment; and (8) specific performance.

Plaintiff alleges it owned rental units managed by Defendant. Plaintiff alleges Defendant failed to comply with City notices relating to mold and cockroach infestations, leading the tenants to sue Plaintiff. Plaintiff seeks indemnity from Defendant for the underlying tenant suit.

ANALYSIS

A demurrer to a complaint may be taken to the whole complaint or to any of the causes of action in it.  (CCP § 430.50(a).)  A demurrer challenges only the legal sufficiency of the complaint, not the truth of its factual allegations or the plaintiff's ability to prove those allegations.  (Picton v. Anderson Union High Sch. Dist. (1996) 50 Cal. App. 4th 726, 732.)  The court must treat as true the complaint's material factual allegations, but not contentions, deductions or conclusions of fact or law.  (Id. at 732-33.)  The complaint is to be construed liberally to determine whether a cause of action has been stated.  (Id. at 733.)

A. Demurrer to First Amended Complaint

Defendant demurs to the entire FAC on the grounds that Defendant was not a party to the underlying landlord-tenant lawsuit and the FAC does not allege sufficient detail regarding the underlying lawsuit. Defendant asserts that Plaintiff cannot seek indemnity from Defendant without notice and opportunity to be heard in the underlying lawsuit. Plaintiff does not allege causes of action for indemnity, and Defendant has not shown that the FAC is essentially a claim for indemnity. The demurrer cannot be sustained on this basis.

B. First and Second Causes of Action

Defendant demurs to the first and second causes of action for professional negligence and breach of fiduciary duty on the ground that Plaintiff fails to allege a duty. Plaintiff alleges that Plaintiff and Defendant entered into a valid and enforceable property management agreement, pursuant to which Defendant was obligated to exercise due diligence and best efforts in managing the Property. These allegations establish the existence of a duty of care sufficient to support a claim for professional negligence. Plaintiff also alleges the contract created an agency relationship between Plaintiff and Defendant, imposing a fiduciary duty on Defendant to act in Plaintiff’s interest. This is sufficient to allege the existence of fiduciary duty.

The demurrer to the first and second causes of action is OVERRULED.

C. Third Cause of Action

Defendant asserts the third cause of action fails to allege the terms of the contract or attach the contract to the FAC. “The standard elements of a claim for breach of contract are: ‘(1) the contract, (2) plaintiff’s performance or excuse for nonperformance, (3) defendant’s breach, and (4) damage to plaintiff therefrom.’” (Wall Street Network, Ltd. v. New York Times Co. (2008) 164 Cal.App.4th 1171, 1178.) Plaintiff alleges the parties entered into a contract in which Defendant was obligated to properly manage the subject property. Plaintiff alleges Defendant failed to do so, resulting in damages. This is sufficient to allege a claim for breach of contract.

The demurrer to the third cause of action is OVERRULED.

D. Fourth Cause of Action

Defendant demurs to the fourth cause of action for breach of the implied covenant of good faith and fair dealing on the ground that it is duplicative of the third cause of action for breach of contract. The Court will not sustain the demurrer on this basis. Plaintiff may allege different theories of liability.

The demurrer to the fourth cause of action is OVERRULED.

E. Fifth and Sixth Causes of Action

Defendant asserts that the fifth and sixth causes of action for fraud and concealment fail because Plaintiff has not alleged a tort duty independent of contract. As stated, Plaintiff has alleged an agency relationship, creating a tort duty. The demurrer cannot be sustained on this basis.

The demurrer to the fifth and sixth causes of action is OVERRULED.

F. Seventh and Eighth Causes of Action

Defendant demurs to the seventh cause of action for unjust enrichment and eighth causes of action on the grounds that they are not independent causes of action and instead are remedies. Plaintiff may allege entitlement certain remedies. That the remedies are titled as “causes of action” does not preclude Plaintiff from alleging them.

The demurrer to the seventh and eighth causes of action is OVERRULED.