Judge: Nathan Vu, Case: 2022-01274295, Date: 2022-10-17 Tentative Ruling
Please Note: The hearing on this matter has been changed to 8:30 A.M.
Demurrer
Defendants Golden Rain Foundation of Laguna Woods’ and Village Management Services, Inc.’s demurrer is SUSTAINED as to the third cause of action of the Complaint filed by Plaintiffs Janet Wilson and Sedigheh Battle, with 21 days leave to amend.
Defendants Golden Rain Foundation of Laguna Woods (Defendant GRF) and Village Management Services, Inc. (Defendant VMS) demur to the Complaint filed by Plaintiffs Janet Wilson and Sedigheh Battle.
Standard for Demurrer
In ruling on a demurrer, a court must accept as true all allegations of fact contained in the complaint. (Blank v. Kirwan (1985) 39 Cal.3d 311, 318.) A demurrer challenges only the legal sufficiency of the affected pleading, not the truth of the factual allegations in the pleading or the pleader’s ability to prove those allegations. (Cundiff v. GTE Cal., Inc. (2002) 101 Cal.App.4th 1395, 1404-05.)
Questions of fact cannot be decided on demurrer. (Berryman v. Merit Prop. Mgmt., Inc. (2007) 152 Cal.App.4th 1544, 1556.) Because a demurrer tests only the sufficiency of the complaint, a court will not consider facts that have not been alleged in the complaint unless they may be reasonably inferred from the matters alleged or are proper subjects of judicial notice. (Hall v. Great W. Bank (1991) 231 Cal.App.3d 713, 718 fn.7.)
Although courts should take a liberal view of inartfully drawn complaints, (see Civil Proc. Code, § 452), it remains essential that a complaint set forth the actionable facts relied upon with sufficient precision to inform the defendant of what plaintiff is complaining, and what remedies are being sought, (Leek v. Cooper (2011) 194 Cal.App.4th 399, 413). Bare conclusions of law devoid of any facts are insufficient to withstand demurrer. (Schmid v. City and County of San Francisco (2021) 60 Cal.App.5th 470, 481; see Civil Proc. Code, § 425.10, subd. (a).)
“A demurrer for uncertainty is strictly construed, even where a complaint is in some respects uncertain, because ambiguities can be clarified under modern discovery procedures.” (Khoury v. Maly’s of California, Inc. (1993) 14 Cal App.4th 612, 616.) Demurrers for uncertainty “are granted only if the pleading is so incomprehensible that a defendant cannot reasonably respond.” (Lickiss v. Fin. Indus. Regulatory Auth. (2012) 208 Cal.App.4th 1125, 1135.) “[A] demurrer for uncertainty will not be sustained where the facts claimed to be uncertain or ambiguous are presumptively within the knowledge of the demurring party.” (Ching (Yee) v. Dy Foon (1956) 143 Cal.App.2d 129, 136.)
Uncertainty
Defendants demur to the Complaint on the basis that it is uncertain pursuant to Civil Procedure Code section 430.10(f). Here, the Complaint adequately pleads factual allegations against Defendants and is not so poorly pleaded that Defendants cannot reasonably respond.
The Complaint alleges one cause of action against Defendants GRF and VMS – the third cause of action for breach of contract. (See Compl., ¶ 20.) The Complaint pleads that Defendants’ “ratification of [Defendant Patricio] Frixione’s actions in excluding Plaintiffs from Gym 1 constitutes breach of contract. Plaintiffs are not getting the benefits to which they are entitled and GRF and VMS knows it and is allowing it to happen.” (Ibid.) From this, Defendants are able to discern which claims are asserted against them and which assertions need to be admitted or denied.
Failure to State a Cause of Action
Defendants also demur to the entire Complaint for failure to state facts sufficient to constitute a cause of action under Civil Procedure section 430.10(e). However, the entire Complaint is not alleged against Defendants GRF and VMS. Only one cause of action is asserted against Defendants GRF and VMS and the court will consider the demurrer to that one of cause of action below.
3rd Cause of Action (Breach of Contract)
Defendants GRF and VMS demur to the third cause of action for breach of contract on the basis that Plaintiffs failed to request alternate dispute resolution (ADR) pursuant to Civil Code section 5930 before filing this lawsuit and failed to file a Certification of ADR efforts pursuant to Civil Code section 5950.
However, pursuant to Civil Code section 5930(b), “This section applies only to an enforcement action that is solely for declaratory, injunctive, or writ relief, or for that relief in conjunction with a claim for monetary damages not in excess of the jurisdictional limits stated in Sections 116.220 and 116.221 of the Code of Civil Procedure.” (Civil Code, § 5930, subd. (b).)
The Complaint does not “solely” seek declaratory, injunctive, or writ relief. Rather, the Complaint seeks monetary damages and specific performance against Defendants GRF and VMS, along with monetary damages in excess of $50,000 against Defendant Patricio Frixione. (See Compl. at p. 5.)
Nothing in the Complaint or the judicially noticeable documents shows that Plaintiffs seek declaratory, injunctive, or writ relief in conjunction with a claim for monetary damages that does not exceed the jurisdictional limits of the small claims court, because nothing in the Complaint quantifies the amount of damages against moving Defendants.
Defendants GRF and VMS also contend that the Complaint fails to allege sufficiently a contract between Plaintiffs and Defendants GRF and VMS.
A written contract may be pled either by its terms — set out verbatim in the complaint or a copy of the contract attached to the complaint and incorporated therein by reference — or by its legal effect. (Miles v. Deutsche Bank National Trust Co. (2015) 236 Cal.App.4th 394, 402.) “In order to plead a contract by its legal effect, plaintiff must allege the substance of its relevant terms. This is more difficult, for it requires a careful analysis of the instrument, comprehensiveness in statement, and avoidance of legal conclusions.” (McKell v. Washington Mutual, Inc. (2006) 142 Cal.App.4th 1457, 1489, internal quotations omitted).)
Plaintiffs did not attach any contract to the Complaint nor does the Complaint specifically allege the terms of any contract. Instead, the Complaint alleges that Plaintiffs “executed various contracts and agreements with Golden Rain Foundation” and that “[p]art of these contracts and agreements is the contractual right of all residents to use GRF facilities. Additionally, Laguna Woods Village Recreation Department has a policy that specifically states, ‘All GRF facilities are available to residents.” (Compl., ¶¶ 2 & 4.) The Complaint does not allege the existence of any contracts or agreements between Plaintiffs and VMS.
Thus, the Complaint does not adequately allege the existence of a contract or agreement between Plaintiffs and Defendants GRF or VMS, nor does it sufficiently specify which of the “various contracts and agreements” have been breached or which contractual provisions have been violated. The demurrer must be sustained as to the third cause of action.
Defendants GRF and VMS shall give notice of this ruling.