Judge: Michael P. Linfield, Case: 19STCV28320, Date: 2023-02-15 Tentative Ruling

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Case Number: 19STCV28320    Hearing Date: February 15, 2023    Dept: 34

SUBJECT:         Demurrer to the Verified Second Amended Complaint

 

Moving Party:  Defendants/Cross-Defendants Mihran Yenokyan and Azniv Hanesgohlian

Resp. Party:    None

 

SUBJECT:         Demurrer to the Verified Cross-Complaint

 

Moving Party:  Defendants/Cross-Defendants Mihran Yenokyan and Azniv Hanesgohlian

Resp. Party:    None

                                     

 

Defendants/Cross-Defendants’ Demurrer to the Verified Second Amended Complaint is OVERRULED.

 

Defendants/Cross-Defendants’ Demurrer to the Verified Cross-Complaint is OVERRULED.

 

PRELIMINARY COMMENTS:

 

This demurrer is unopposed; the Court finds such silence to be troubling.  Although it has considered Plaintiff’s “Notice of Previous Filing,” such a notice is not sufficient.

 

 

BACKGROUND:

On August 13, 2019, Plaintiff Antone Nino and Nasrin Shakeri Nino, a partnership, filed its Verified Complaint against Defendants Nasrin Shakeri Nino (both as an individual and as a general partner of the partnership), Nasrin Nino, Mihran Yenokyan (both individually and as a trustee of a trust), Azniv Hanesoghlian (both individually and as a trustee of a trust), Kamal Bilal, and Westco Petroleum Distributors, Inc. This lawsuit concerns alleged unlawful financial transactions regarding a partnership that was created out of Antone Nino and Nasrin Shakeri Nino’s marital dissolution proceeding

On November 6, 2019, Plaintiff filed its Verified First Amended Complaint. Beginning with this complaint, the “Plaintiff” is Jeffrey Siegel, who is suing in three different capacities.

On February 6, 2020, Plaintiff filed his Verified Second Amended Complaint.

On March 6, 2020, Defendants Mihran Yenokyan and Azniv Hanesgohlian (in both of their respective capacities) filed their Demurrer to the Verified Second Amended Complaint.

On March 10, 2020, Defendant Nasrin Shakeri Nino (in both of her capacities) filed her Verified Answer to the Verified Second Amended Complaint.

On March 20, 2020, Defendants/Cross-Complainants Nasrin Shakeri Nino (in both of her capacities) and Nasrin Nino filed their Verified Cross-Complaint against Cross-Defendants Mihran Yenokyan and Azniv Hanesoghlian (in both of their respective capacities).

On April 3, 2020, Defendants/Cross-Defendants Mihran Yenokyan and Azniv Hanesgohlian (in both of their respective capacities) filed their Demurrer to the Verified Cross-Complaint.

On April 28, 2020, Defendant/Cross-Complainant Nasrin Shakeri Nino filed her Notice of Stay of Proceedings due to pending bankruptcy proceedings.

On July 13, 2020, the Court issued an order staying this civil case (case number 19STCV28320) in its entirety due to Defendant/Cross-Complainant Nasrin Shakeri Nino’s bankruptcy.

On January 11, 2021, by request of Plaintiff, the Clerk’s Office dismissed without prejudice Jasmine Antone Nino and Rami Antone Nino from the Verified Second Amended Complaint.

On May 9, 2022, by request of Plaintiff, the Clerk’s Office dismissed with prejudice Kamal Antoine Bilal, Antoine Kamel Bilal, Westco Petroleum Distributors, Inc., and Westco Petroleum, Inc. from the Verified Second Amended Complaint.

On October 7, 2022, the Court lifted the stay on the case in its entirety.

On February 9, 2023, Plaintiff filed its Notice of Previous Filing.

ANALYSIS:

 

I.           Legal Standard

 

A demurrer is a pleading used to test the legal sufficiency of other pleadings. It raises issues of law, not fact, regarding the form or content of the opposing party’s pleading. It is not the function of the demurrer to challenge the truthfulness of the complaint; and for the purpose of the ruling on the demurrer, all facts pleaded in the complaint are assumed to be true, however improbable they may be. (Code Civ. Proc., §§ 422.10, 589.)

 

A demurrer can be used only to challenge defects that appear on the face of the pleading under attack; or from matters outside the pleading that are judicially noticeable. (Blank v. Kirwan (1985) 39 Cal.3d 311.) No other extrinsic evidence can be considered (i.e., no “speaking demurrers”). A demurrer is brought under Code of Civil Procedure section 430.10 (grounds), section 430.30 (as to any matter on its face or from which judicial notice may be taken), and section 430.50(a) (can be taken to the entire complaint or any cause of action within).

 

A demurrer may be brought under Code of Civil Procedure section 430.10, subdivision (e) if insufficient facts are stated to support the cause of action asserted. A demurrer for uncertainty (Code of Civil Procedure section 430.10, subdivision (f)), is disfavored and will only be sustained where the pleading is so bad that defendant cannot reasonably respond—i.e., cannot reasonably determine what issues must be admitted or denied, or what counts or claims are directed against him/her. (Khoury v. Maly's of Calif., Inc. (1993) 14 Cal.App.4th 612, 616.) Moreover, even if the pleading is somewhat vague, “ambiguities can be clarified under modern discovery procedures.” (Id.)

 

II.        Discussion

 

A.      Demurrer to the Verified Second Amended Complaint

 

Defendants/Cross-Defendants demur as to the tenth cause of action (for partition between tenants in common) and the eleventh cause of action (for accounting of rents, issues, and profits) on the grounds that: (1) Plaintiff does not have the legal capacity to sue; (2) Plaintiff lacks standing to sue; (3) there is a misjoinder of and/or failure to join necessary parties; (4) that the Verified Second Amended Complaint does not state facts sufficient to constitute a cause of action; and (5) that the Verified Second Amended Complaint is ambiguous, unintelligible, and uncertain. (Demurrer to the Verified Second Amended Complaint, p. 4:3–8.)

 

In lieu of filing an opposition, Plaintiff filed his Notice of Previous Filing. Plaintiff notices his Opposition to the Demurrer to the Verified First Amended Complaint. On the one hand, this Opposition would seem inappropriate as there is a more recent amended pleading. On the other hand, Defendants/Cross-Defendants’ Demurrer to the Verified Second Amended Complaint repeats multiple arguments that were rejected in the earlier demurrer. The Court considers Plaintiff’s earlier Opposition to the extent it is appliable to the current Demurrer.

 

Notably, the Court has previously dealt with each of Defendants/Cross-Defendants’ arguments before. The Court’s Order dated January 23, 2020 states in relevant part:

 

“The Court finds Defendant [Nasrin Nino] fails to show as a matter of law that Plaintiff [Jeffrey Siegel], acting as Antone Nino’s personal representative, cannot bring an action derivatively on behalf of the Partnership after Antone Nino has been dissociated and the winding up process has begun but has not finished.

 

. . .

 

“Defendants [Mihran Yenokyan and Azniv Hanesoghlian] contend Plaintiffs’ lack standing because Defendant Nasrin, as the real party in interest, ‘has made it clear . . . that the partnership does not want to pursue the claims in the FAC. . . .’ [Citation omitted.] But, this argument assumes Plaintiffs sue in the name of the Partnership, which is not true. Thus, the argument lacks merit.

 

. . .

 

“V. Ninth Cause of Action — Partition and Accounting

 

“Defendants’ [Mihran Yenokyan and Azniv Hanesoghlian] arguments based on lack of capacity to sue, misjoinder, and lack of standing, discussed above, that are mentioned with respect to this cause of action still lack merit.”

 

(Minute Order dated January 23, 2020, pp. 9, 13, 20, 21.)

 

        The Court sustained the prior demurrer with leave to amend the complaint based on the following reasoning:

 

“In opposition, Plaintiffs concede Defendants are correct that, as a general rule, ‘[a] joint tenant out of possession may not maintain an action against his cotenant in possession for the rents, issues and profits derived from the property by means of the occupant's own labor[,]’ (see Black v. Black (1949) 91 Cal.App.2d 328, 332) and therefore, Defendants would not be subject to a request for accounting, if Defendants are in possession of the subject property. But, Plaintiffs contend there is an exception: ‘One tenant may maintain an action requiring his cotenant to account for rents collected from their property from third persons to whom the property is leased.’ (McWhorter v. McWhorter (1929) 99 Cal.App. 293, 296, emphasis added; see also Rutledge v. Rutledge (1953) 119 Cal.App.2d 114, 120.) Plaintiffs contend the exception applies here because Plaintiffs believe Defendants leased out the subject property to Super Service Center Station, Inc. To support this belief, Plaintiffs request judicial notice of Super Service Center Station, Inc.’s documents filed with the California Secretary of State. (RJN, Exhs. 1-4.) However, based on these documents alone, the Court does not judicially notice the fact that Defendants leased the subject property to Super Service Center Station, Inc. because there is no mention of a lease agreement in them. Further, the entity’s address in the judicially noticed documents does not match the address for the ‘Vanowen Property’ alleged in the FAC. (See FAC ¶ 26(b).) Lastly, Plaintiffs does not cite an allegation that Defendants leased the Vanowen Property. Therefore, Plaintiffs have not shown an exception applies to the general rule from Black. Thus, they are no entitled to maintain an action against a co-tenant for the rents, issues, and profits derived from the property by means of the occupant’s labor. As such, Plaintiffs concede there is an insufficient basis for an accounting.”

 

(Minute Order dated January 23, 2020, pp. 21–22.)

 

Defendants/Cross-Defendants have not presented any new arguments. In contrast, the Verified Second Amended Complaint now alleges, among other things, “that third party lessees and tenants, including Super Service Center Station, Inc., doing business as 76 Service Center and other businesses and entities occupy the Vanowen Property under commercial leases with one or more of the Yenokyan defendants, and that the Yenokyan defendants have shared such third party rental payments and other funds arising from the use and occupancy of the Vanowen Property with Nasrin, to the exclusion of Siegel and NNP.” (Verified Second Amended Complaint, ¶ 206.)

 

The new allegations made in the Verified Second Amended Complaint make the tenth and eleventh causes of action for partition and accounting, respectively, sufficiently pleaded, certain, and intelligible to survive demurrer.

 

The Court OVERRULES Defendants/Cross-Defendants’ Demurrer as to the Verified Second Amended Complaint.

 

B.      Demurrer to the Verified Cross-Complaint

 

Defendants/Cross-Defendants demur as to the same causes of action (for partition and for accounting) in the Verified Cross-Complaint, albeit solely on the grounds that they are fatally unintelligible and uncertain, and that they fail to state a cause of action.

 

For the same reasons discussed above, the Court disagrees.

 

Defendants/Cross-Complainants have made allegations that would indicate the exception discussed above applies here, including allegations about the leases on the land which are providing rents, issues, and profits to Defendants/Cross-Defendants. (Verified Cross-Complaint, ¶¶ 21–22, 25–28.) These allegations, along with those that otherwise establish co-tenancy, sufficiently state a cause of action, and are sufficiently intelligible and certain, to survive demurrer.

 

The Court OVERRULES Defendants/Cross-Defendants’ Demurrer as to the Verified Cross-Complaint.

 

III.     Conclusion

 

Defendants/Cross-Defendants’ Demurrer to the Verified Second Amended Complaint is OVERRULED.

 

Defendants/Cross-Defendants’ Demurrer to the Verified Cross-Complaint is OVERRULED.