Superior Court of California

County of Los Angeles

In re Matter of:

TURNPIKE FILMS, INC.,

Petitioner

Case No.: 24STCP02669

DEPARTMENT 45

[TENTATIVE] RULING

Action Filed: 08/21/24

Trial Date: Not set

Hearing date: October 23, 2024

Moving Party: Petitioner Turnpike Films, Inc.

Responding Party: None

Motion for Order Reinstating Active Corporate Status Pursuant to Government Code Section 12261.

The Court considered the moving papers. No opposition or reply papers were filed.

The motion is GRANTED. Pursuant to Government Code section 12261, subdivision (b)(3), the business shall be reinstated effective from the date of the filing of the court order with the Secretary of State.

Background

On August 21, 2024, Petitioner Turnpike Films, Inc. (“Petitioner”) filed its Verified Petition for Order Reinstating Active Corporate Status Pursuant to Government Code Section 12261(c) (the “Petition”).

On September 5, 2024, Honorable Curtis A Kin of Department 86 at the Stanley Mosk Courthouse reviewed the Petition and referred the case to Department 1 for reassignment to a Direct Calendar Court pursuant to Local Rule 2.8, as a petition pursuant to Government Code Section 12261(c) is not a special proceeding identified as being assigned to a Writs and Receivers Department. (Minute Order 09/05/24.)

On September 9, 2024, Department 1 reassigned the case to Department 45 at the Stanley Mosk Courthouse. (Minute Order 09/09/24.)

On September 30, 2024, Petitioner filed the instant Motion for Order Reinstating Active Corporate Status Pursuant to Government Code Section 12261(c), which is set for hearing on October 23, 2024 in Department 45 (the “Motion”). Petitioner concurrently filed the Declaration of Amy Benedetti and its Proposed Order. There are no other parties in this matter, and there have been no attempts to intervene, oppose, or otherwise respond.

Legal Standard

California Government Code section 12261 provides:

(a) The Secretary of State shall reinstate to active status on its records, a business entity for which a court finds any of the following:

(1) The factual representations by a shareholder, member, partner, or other person that are contained in the termination document are materially false.

(2) The submission of the termination document to the Secretary of State for filing is fraudulent.

(b) If a court of competent jurisdiction orders reinstatement of a business entity to active status on any of the grounds stated in paragraph (1) or (2) of subdivision (a), the order for reinstatement shall state all of the following:

(1) The specific grounds for reinstatement.

(2) That if there is a conflict with the entity name under subdivision (b) of Section 201, subdivision (b) of Section 5122, subdivision (c) of Section 7122, subdivision (b) of Section 9122, subdivision (b) of Section 12302, subdivision (d) of Section 15901.08, subdivision (b) of Section 17701.08 of the Corporations Code, or related statutes, the reinstatement shall be conditioned upon the business entity concurrently submitting for filing an amendment to change its name to eliminate the conflict along with the certified copy of the order required by Section 12263.

(3) That the business entity shall be reinstated effective from the date of the filing of the court order with the Secretary of State.

(c) The court order for reinstatement may be obtained by submitting a petition to the superior court containing the legal and factual basis for reinstatement or as part of a civil action for damages or equitable relief. The Secretary of State shall not be made a party to the proceeding.

Discussion

Petitioner seeks an order reinstating active corporate status pursuant to Government Code Section 12261. Petitioner filed its Petition and Motion on August 21, 2024 and September 30, 2024, respectively.

The Petition provides as follows. Petitioner is an s-corporation incorporated in the State of California with its principal place of business located as 17252 Hawthorne Boulevard, #487, Torrance, California 90504. (Verified Pet. at ¶ 1.) On April 17, 2024, a Statement of Information was filed for Petitioner without Petitioner’s knowledge, authorization, or consent, updating Petitioner’s principal address and mailing address to AEC Financial, 303 East Foothill Boulevard, Monrovia, California 91016. (Verified Pet. at ¶ 4; Benedetti Decl. ¶ 7.) In addition, the unauthorized 2024 Statement of Information changed Petitioner’s agent for service of process from Gregg Lindsay Reneau to Amy Benedetti. (Verified Pet. at ¶ 5.) Petitioner has no relationship with AEC Financial or Amy Benedetti and has never engaged with either (Verified Pet. at ¶ 6.) Neither AEC Financial nor Amy Benedetti is authorized to act on behalf of the Petitioner. (Verified Pet. at ¶ 13; Benedetti Decl. at ¶ 12.) On May 31, 2024, an unauthorized Certificate of Dissolution – California Corporation Termination (the “Dissolution Document”) was prepared and filed for Petitioner by someone named Beth Hubbard. (Verified Pet. at ¶ 7; Benedetti Decl. at ¶ 10.). Beth Hubbard is not authorized to act on Petitioner’s behalf. (Verified Pet. at ¶ 8.) Petitioner has no relationship with and has never engaged with Beth Hubbard. (Ibid.) The Dissolution Document contained materially false representations including that the dissolution was “made by a vote of ALL of the shareholders of the California corporation” is materially false; “all known debts and liabilities of Petitioner have not been actually paid or paid as far as its assets permitted”; “the known assets of Petitioner have not been distributed to the persons entitled thereto or the corporation acquired no known assets.” (Verified Pet. at ¶ 14.)

Petitioner argues that it is entitled to an order finding that reinstatement is warranted as the Dissolution Document was filed without Petitioner’s permission or through its authority. (Motion pp. 4-5.) AEC Financial, Amy Benedetti, and Beth Hubbard have never been associated with Petitioner nor authorized to act on its behalf in any capacity whatsoever. (Verified Pet. at ¶¶ 8, 13; Benedetti Decl. at ¶ 12.)

In light of the foregoing and lack of opposition, the Court finds reinstatement is warranted based on the grounds that the unauthorized 2024 Statement of Information and unauthorized Dissolution Document were prepared and filed by AEC Financial, Amy Benedetti, and Beth Hubbard in error and without authority, and factual representations within the Dissolution Document are unauthorized and materially false.

Accordingly, the motion is granted. Pursuant to Government Code section 12261, subdivision (b)(3), the business shall be reinstated effective from the date of the filing of the court order with the Secretary of State.

It is so ordered.

Dated: October 23, 2024

_______________________

MEL RED RECANA

Judge of the Superior Court