Judge: Melvin D. Sandvig, Case: 21CHCV00240, Date: 2023-01-25 Tentative Ruling

Counsel wishing to submit on a tentative ruling may inform the clerk or courtroom assisant in North Valley Department F47, 9425 Penfield Ave., Chatsworth, CA 91311, at (818) 407-2247.  Please be aware that unless all parties submit, the matter will still be called for hearing and may be argued by any appearing/non-submitting parties. If the matter is submitted on the court's tentative ruling by all parties, counsel for moving party shall give notice of ruling. This may be done by incorporating verbatim the court's tentative ruling. The tentative ruling may be extracted verbatim by copying and specially pasting, as unformatted text, from the Los Angeles Superior Court’s website, http://www.lasuperiorcourt.org. All hearings on law and motion and other calendar matters are generally NOT transcribed by a court reporter unless one is provided by the party(ies).

Case Number: 21CHCV00240    Hearing Date: January 25, 2023    Dept: F47

Dept. F47

Date: 1/25/23

Case #21CHCV00240

 

SUMMARY JUDGMENT/SUMMARY ADJUDICATION

 

Motion filed on 11/8/22.

 

MOVING PARTY: Defendant Elena Macedonio, individually, and as Trustee of the Macedonio Living Trust

RESPONDING PARTY: Plaintiff Alex Lindig, as Trustee of the Elena Macedonio 2012 Grantor Trust FBO Alex Lindig DTD 12-12-2012 and as Trustee of the Elena Macedonio 2010 Grantor Trust FBO Alex Lindig DTD 4-5-10

NOTICE: ok

 

RELIEF REQUESTED: An order granting summary judgment, or in the alternative, summary adjudication as to each of the causes of action alleged against Defendant in Plaintiff’s complaint. 

 

RULING: The motion is denied. 

 

SUMMARY OF ACTION & PROCEDURAL HISTORY

 

This action arises out of dispute between a mother, Elena Macedonio, and daughter, Alex Lindig, regarding repayment obligations on a line of credit (LOC).  On 3/29/21, Plaintiff Alex Lindig, as Trustee of the Elena Macedonio 2012 Grantor Trust FBO Alex Lindig DTD 12-12-2012 (2012 Grantor Trust) and as Trustee of the Elena Macedonio 2010 Grantor Trust FBO Alex Lindig DTD 4-5-10 (2010 Grantor Trust) (Plaintiff/daughter) filed this action against Defendant Elena Macedonio, individually, and as Trustee of the Macedonio Living Trust (ML Trust) (Defendant/mother) for: (1) Equitable Indemnity/Reimbursement and (2) Equitable Subrogation.  On 6/21/21, Defendant answered the complaint alleging various affirmative defenses including the 1st affirmative defense for Failure to State a Claim, 2nd affirmative defense for No Injury, 4th affirmative defense for Plaintiff’s Wrongful Acts, and 16th affirmative defense for Full Performance of Obligations.

 

Plaintiff alleges that on or about 4/4/11, Defendant as Trustee of the ML Trust, executed a Credit Line Agreement (LOC) with UBS Bank USA (UBS) which was payable on demand.  (Complaint ¶5, Ex.A).  On or about 12/20/12, Plaintiff as Trustee of the 2010 Grantor Trust and as Trustee of the 2012 Grantor Trust executed Credit Line Guaranty Agreements whereby the 2010 Grantor Trust and the 2012 Grantor Trust guaranteed the ML Trust’s performance under the LOC by pledging several of the Grantor Trusts UBS accounts as collateral .  (Complaint ¶¶6-7, Ex.B, C).  On or about 4/2/20, UBS demanded repayment of the LOC.  (Complaint ¶¶8-9, Ex.D).  On or about 5/6/20 and 5/7/20, UBS liquidated securities in the Grantor Trusts collateral accounts to pay down the LOC.  (Complaint ¶¶10-11).

 

Plaintiff filed this action on the basis that Defendant as the borrower on the LOC must reimburse Plaintiff for the monies paid as the guarantor on the LOC.  Defendant contends that: (1) she and Plaintiff along with Defendant’s other daughter, Silvia Donahue, who is not a party to this action, entered an agreement to open the LOC for their common benefit; (2) Plaintiff caused the LOC to be called due by UBS by rescinding the collateral posted under the guarantees for the LOC; and (3) Plaintiff only paid her proportional share of the monies owed under the LOC when it was called due by UBS.

 

Plaintiff contends that the only funds she received from the LOC was a loan from Defendant in the amount of $2,307,217 which she used to pay off and consolidate several real property loans.  (Plaintiff’s Response to Separate Statement (PRSS) 4).  Plaintiff contends that in 2019, after Defendant sued her for promissory fraud, breach of contract, conversion and financial elder abuse in 2018 regarding that loan, she repaid the full amount of any funds used for her benefit from the LOC plus interest.  (Plaintiff’s Additional Facts (PAF) 12, 14).  Defendant contends that the payment made by Plaintiff in 2019 was for a “separate obligation” and was not paid to UBS; therefore, it was not for payment of any of the amount due on the LOC.

 

On 11/8/22, Defendant filed and served the instant motion seeking an order granting summary judgment in favor of Defendant and against Plaintiff.  Alternatively, Defendant seeks summary adjudication of each of her causes of action (Issues 1 & 2).  Defendant sets forth a third “issue” for summary adjudication which she improperly breaks down into four sub-issues related to her 1st, 2nd, 4th and 16th affirmative defenses.  The third “issue” actually seems to be another argument as to why Defendant contends that she is entitled to judgment on Plaintiff’s causes of action because a party may only seek summary adjudication as an affirmative defense if the party contends “that there is no merit to an affirmative defense as to any cause of action.”  See CCP 437c(f)(1).  Presumably, Defendant is not contending that any of her affirmative defenses have no merit.  

 

ANALYSIS

 

Plaintiff’s Request for Judicial Notice is granted.

 

Plaintiff’s objections to the declarations of Elena Macedonio and Silvia Donahue are overruled.

 

In ruling on a motion for summary judgment and/or summary adjudication, the moving party’s evidence must be strictly construed while the responding party’s evidence is to be liberally construed with any doubts or ambiguities resolved in favor of the responding party.  See D’Amico (1974) 11 C3d 1, 21; Aguilar (2001) 25 C4th 826, 843; Johnson (2008) 43 C4th 56, 64; Ragland (2012) 209 CA4th 182, 199.

 

Although Plaintiff’s 1st cause of action is titled “Equitable Indemnity/Reimbursement,” the opposition to the instant motion indicates that the claim is actually one for reimbursement which is supported by the facts alleged in the complaint.  (See Opposition, p.5 fn.3); Campbell (1953) 121 CA2d 729, 732 (“The subject matter of the action and the issues involved are determinable from the facts alleged, rather than the title of the pleading… .”).

 

The evidence indicates that Defendant was the only borrower on the LOC and Plaintiff was a guarantor on the LOC.  (PRSS 2; PAF 3-4).  A guarantor promises to guarantee the debt of another and is only secondarily liable for the principal’s debt.  See Civil Code 2787; Talbot (2008) 164 CA4th 148, 151; Gray1 CPB, LLC (2011) 202 CA4th 480, 489.

 

Civil Code 2847 provides:

 

“If a surety satisfies the principal obligation, or any part thereof, whether with or without legal proceedings, the principal is bound to reimburse what he has disbursed, including necessary costs and expenses; but the surety has no claim for reimbursement against other persons, though they may have been benefited by his act, except as prescribed by the next section.”

 

When a guarantor/surety pays a principal’s debt, the surety/guarantor can sue the principal based on the implied obligation of reimbursement.  See Golden Eagle Ins. Co. (1994) 26 CA4th 160, 168.

 

A triable issue of material fact exists as to whether Plaintiff is entitled to be reimbursed for the collateral taken by UBS to satisfy the LOC on which Defendant is the borrower and Plaintiff is a guarantor. 

 

The elements for the 2nd cause of action for equitable subrogation are: (1) payment made by the subrogee to protect its own interests; (2) the subrogee must not have been primarily liable for the debt; (3) the entire debt must have been paid; and (4) subrogation must not work any injustice on the rights of others.  Caito (1978) 20 C3d 694, 704. 

 

Here, Plaintiff made the payment to UBS, via the collateral, to protect Plaintiff’s interests under the guarantees; Defendant was the borrower on the LOC; through the payments made by Defendant, Silvia Donahue and Plaintiff, the entire debt was paid; and a triable issue of material fact exists as to whether subrogation will work an injustice to Defendant in this case.     

 

Additionally, it has been held that “[o]ne who is neither an intermeddler nor a volunteer and who pays the obligation of another, for which the other is primarily liable, is equitably subrogated to all of the rights and to the security formerly held by the obligee against the principal obligor.”  Union Bank  (1968) 265 CA2d 40, 44; See also Civil Code 2848, 2849. 

 

Defendant’s argument that Plaintiff cannot seek subrogation against Defendant because UBS had no rights/remedy against Defendant because the LOC was paid off by Defendant, Donahue and Plaintiff would seemingly eliminate all subrogation claims.  A subrogee makes payment for the debt of another in exchange for the right to seek reimbursement from the debtor.  Under Plaintiff’s reasoning, the subrogee’s payment to the creditor would eliminate the right to seek reimbursement from the debtor because the creditor no longer has a claim.  Contrary to Defendant’s assertion in the reply, the evidence does not establish that Plaintiff voluntarily made payment of amounts taken from the collateral accounts when the LOC was called due by UBS. 

 

Defendant has also failed to establish her 1st, 2nd, 4th and 16th affirmative defenses provide a complete defense to Plaintiff’s claims.  Contrary to the 1st affirmative defense, Plaintiff has sufficiently stated each of the causes of action alleged in the complaint.  With regard to the 2nd cause of action, the evidence establishes a triable issue of material fact exists as to whether Plaintiff has suffered any injury as a result of the payment made on the LOC.  As noted above, Plaintiff was a guarantor on the LOC, not the primary borrower.  With regard to the 4th cause of action, Defendant has failed to establish that Defendant committed any wrongful conduct and/or that any of Defendant’s conduct caused the loss claimed in the complaint.  Defendant has not established that Plaintiff was not entitled to revoke the guarantees.  Nor, has Defendant shown that UBS called the LOC due based on any wrongful act by Plaintiff.  The evidence indicates that the LOC was payable on demand.  (PAF 16).  A triable issue of material fact exists as to Defendant’s 16th affirmative defense as the “full performance” claimed by Defendant was a result of the partial payment by Plaintiff on the LOC on which Defendant was the borrower.   

 

CONCLUSION

 

Based on the foregoing, the motion for summary judgment and/or summary adjudication is denied in its entirety.