Judge: Peter A. Hernandez, Case: 24STCV08576, Date: 2024-10-16 Tentative Ruling
Case Number: 24STCV08576 Hearing Date: October 16, 2024 Dept: 34
Dan Meis v. Meis Design Studio, LLC, et al. (24STCV08576)
Defendants Meis Design
Studio, LLC and Perkins Eastman Architects, DPC’s Motion to Stay for Forum
Non Conveniens is DENIED.
Background
On April 5, 2024, Plaintiff Dan Meis (“Plaintiff”)
filed a complaint alleging causes of action arising from an employment
agreement between Plaintiff and Defendant Meis Design Studios, LLC (“MDS”) against
Defendants MDS, Perkins Eastman Architects, DPC (“PEA” and with MDS as “Defendants”),
and Does 1-10 for:
1. Breach of Contract;
2. Conversion;
3. Violation of Cal. Bus. & Prof. Code §
17200;
4. Violations
of Cal. Labor Code; and
5. Declaratory
Relief.
On September 19, 2024, Defendants filed
this Motion to Stay for Forum Non Conveniens. On October 3, 2024,
Plaintiff filed an opposition to Defendants’ motion. As of October 9, 2024, Defendants
filed their Reply.
Legal Standard
Even if the court has subject matter and
personal jurisdiction, it may stay or dismiss the action on the ground of
inconvenient forum. (C.C.P. §418.10(a)(2).)
If the court finds that “in the interest
of substantial justice” an action filed in California should be adjudicated
elsewhere, it may stay or dismiss the action on such conditions as may be
just. (C.C.P. §410.30(a).)
Section 410.30(a) codifies the common law
doctrine of forum non conveniens. Forum non conveniens is not a
jurisdictional doctrine; rather, it is “an equitable doctrine invoking the
discretionary power of a court to decline to exercise the jurisdiction [to stay
or dismiss] it has over a transitory cause of action when it believes that the
action may be more appropriately and justly tried elsewhere.” (Stangvik
v. Shiley Inc. (1991) 54 Cal.3d 744, 751; In re Christopher B.
(1996) 43 Cal.App.4th 551, 559.)
Defendants bear the burden of proof,
meaning they must provide the trial court with sufficient evidence to enable it
to carry out its weighing and balancing analysis. (National Football
League v. Fireman’s Fund Insurance Co. (2013) 216 Cal.App.4th 902, 933
n.15.)
Plaintiff’s choice of forum will not be
disturbed unless the court is convinced: (1) a “suitable” alternative forum
exists; and (2) the balance of private and public interest factors makes it
“just” that the litigation proceed in the alternative forum. (Stangvik,
54 Cal.3d 744, 751; Morris v. AGFA Corp. (2006) 144 Cal.App.4th 1452,
1463.) Where plaintiff is a California resident
for purposes of forum non conveniens, there is a “strong presumption” in
favor of plaintiff’s choice of forum. (See id.; Stangvik, 54
Cal.3d 744, 754 [noting that factors underlying “strong presumption” test apply
only to residents of forum state].)
The fact that a defendant may have
consented or submitted to California jurisdiction does not prevent it from
moving to stay or dismiss the action on forum non conveniens
grounds. (Appalachian Insurance Co. v. Superior Court (1984) 162
Cal.App.3d 427, 440.)
Discussion
A.
Request
for Judicial Notice
Judicial
notice may be taken of “[f]acts and propositions that are not reasonably
subject to dispute and are capable of immediate and accurate determination by
resort to sources of reasonably indisputable accuracy.” (Evid. Code §§ 452(c),
(h).) Pursuant to Evid. Code § 452(d), this court may also take judicial notice
of the records of any court of record of the United States.
Defendants
request the court to take judicial notice of various documents attached to Defendants’
Request for Judicial Notice. (RJN, 2:1-25.) The court grants Defendants’
request.
C.
Forum Non Conveniens
Defendants
move for an order staying this action based on New York being a suitable
alternative forum and the balancing of interests favoring New York.
1.
Suitable
Alternative Forum
A
suitable alternative forum exists when the “… defendants are subject to the
court’s jurisdiction and the cause of action is not barred by the statute of limitations.”
(Guimei v. General Electric Co. (2009) 172 Cal.App.4th 689, 694.) “‘[A]
forum is suitable where an action “can be brought,” although not necessarily
won.’ [Citations.]” (Animal Film, supra, 193 Cal.App.4th at p. 472.) The
existence of a suitable alternative forum is a legal question. (Ibid.)
Defendants
argue that New York is a proper alternative forum. (Motion, at 9:21-22.) First,
Defendants argue that Plaintiff’s claims arise from an operating agreement for MDS, a Texas limited liability company. (Id.,
at 1:6-21.) Defendants argue that
the parties to the MDS operating agreement are Plaintiff and Defendant PEA. (Ibid.)
Pursuant to their operating agreement, Plaintiff transferred all of the assets
of his corporation Daniel Meis Architecture, PLCC (“Meis Architecture”) to MDS.
(Ibid.) Defendants contend that PEA agreed to fund and support MDS’ operation based out of PEA’s offices in
New York. (Ibid.) Defendants argue that since MDS was based out
of New York, key witnesses are New York residents, and Plaintiff’s employment
agreement with MDS contains a New York choice of law, then New York is a proper
alternative forum for this action. (Ibid.)
Additionally, Defendants argue that although
Plaintiff claims to be a California resident, Plaintiff appeared to have a dual
residency with New York. (Id., at 1:22-26.) Defendants contends that as
of 2021, Plaintiff owned a New York apartment and home. (Ibid.)
Defendants also contends that Plaintiff is an architect licensed in New York and
does not appear to be licensed in California. (Ibid.) Defendants also
argue that Plaintiff claims to be entitled to reimbursement for trips to New
York and indemnity from Defendants for New York litigation Plaintiff is
involved with his New York landlord over Meis Architecture’s New York lease. (Id.,
at 2:1-4.)
Defendants argue that, as a result of Plaintiff’s
resignation from MDS, Plaintiff filed this action on April 5, 2024 (“CA
Action”) and Defendants filed suit against Plaintiff and Meis Architecture in
New York on April 22, 2024 (“NY Action”). (Id., 6:19-26.) Defendants
contend that the NY Action is based on Plaintiff’s failure to devote his full
time to MDS, diverting company resources, converting MDS’ property, and
competing with MDS. (Id., 7:8-16.) Defendants also argue Plaintiff’s CA
Action alleges baseless California Labor and Business & Professions Code
Claims. (Id., 7:17-24.) Defendants contend that Plaintiff’s California
law claims are baseless due to the New York choice of law provision in
Plaintiff’s employment agreement. (Ibid.) Defendants argue that Plaintiff
was represented by counsel with regard to the employment agreement. (Id.,
5:5-6.)
In opposition, Plaintiff argues that he is a
California resident. (Opp., 3:10-17.) Plaintiff contends that he moved to
California in 1995 and has lived in the state continuously, except from 2013 to
2015 and 2017 to 2021 when Plaintiff resided in New York. (Ibid.) Plaintiff
contends that since 2021, Plaintiff has resided in Los Angeles County in a home
he owns, and Plaintiff has sold his two New York properties. (Ibid.)
Additionally, Plaintiff argues that Plaintiff
operated MDS and Meis Architecture primarily from California. (Id.,
3:18-28.) Plaintiff contends that since Plaintiff moved to California in 1995, he
has operated and worked with architecture firms in California making it
unnecessary to obtain a California license since Plaintiff worked with
California-licensed architects. (Ibid.) Plaintiff argues that prior to
working for MDS, Plaintiff operated Meis Architecture, which was registered in
New York but had a principal place of business in California. (Ibid.)
Meis Architecture also maintained a New York office but majority of its
employees and operations were based in California. (Ibid.)
Plaintiff contends that Plaintiff entered into an
employment contract with PEA on September 20, 2021, which identified
Plaintiff’s California address both in the preamble and the notice provision. (Id.,
2:2-13.) Plaintiff argues that PEA wanted Plaintiff located in Los Angeles and Plaintiff operated MDS out
of California occasionally traveling to New York and working out of PEA’s office in New York. (Ibid.) Plaintiff
contends that MDS had a few New York based employees, but most worked out of
the California office. (Ibid.) Lastly, Plaintiff contends that
Plaintiff’s MDS email signature block identifies his office in California. (Ibid.)
Plaintiff also declares that he was not represented
by counsel regarding the employment agreement between Plaintiff and MDS. (Meis
Decl., ¶ 10.) Additionally, Plaintiff argues that Eastman
Architects is based in New York but has
operations and employees in California as seen in Eastman Architects’ website where it claims to operate MDS and
lists nine architects based in California. (Watkins Decl., ¶ 2-3.)
As to this first factor, the court finds in favor of
Defendants. It is evident that a substantial number of transactions between
Plaintiff and Defendants occurred in New York. The facts alleged by both
parties show that New York is a suitable alternative forum because it is
another forum where this action may be brought. However, this finding does not
end the court’s inquiry.
2.
Public
& Private Interest Factors
The
second part of the analysis is the weighing and balancing of private and public
factors. (National Football League, supra, 216, Cal.App.4th at p. 918.)
“The private interest facts are those that make trial and the enforceability of
the ensuring judgment expeditious and relatively inexpensive, such as the ease
of access to sources of proof, the cost of obtaining attendance of witnesses,
and the availability of compulsory process for attendance of unwilling
witnesses. The public interest facts include avoidance of overburdening local
courts with congested calendars, protecting the interest of potential jurors so
that they are not called upon to decide cases in which the local community has
little concern, and the weighing of competing interests of California and the
alternative jurisdiction in the litigation.” (Morris v. AGFA Corp.
(2006) 144 Cal.App.4th 1452, 1463-1464.) Additionally, in determining whether
to issue a stay, the court considers whether the rights of the parties can best
be determined by the court of the other jurisdiction because of the nature of
the subject matter [and] the stage to which the proceedings in the other court
have already advanced.” (Century Indemnity Co. v. Bank of America (1997)
58 Cal.App.4th 408, 412.)
Defendants
argue that the private factors favors the issuance of a stay of this action.
(Motion, at 11:1-28.) Defendants argues that the principals of PEA, Brad Perkins and Shawn Basler, are critical
witnesses in this case that reside in New York. (Ibid.) Additionally, Defendants
contend that although Plaintiff claims to be a California resident, he has significant
contacts with New York for the reasons explained above. (Ibid.) Defendants
also argue that the NY Action and CA Action center around MDS’ operating
agreement where all the relevant witnesses and documents pertaining to MDS are
located in New York. (Id., 12:1-27.) Defendants also argue that in the
CA Action, Plaintiff claims that he is entitled to reimbursement for the costs
associated with Plaintiff breaking off his lease with his New York landlord at
the direction of MDS which makes all witnesses and documents pertaining to this
claim located in New York. (Ibid.) Additionally, Defendants argue that
Plaintiff’s claim that MDS retained Plaintiff’s personal property centers
around property located in New York. (Ibid.) Defendants contends that Plaintiff’s
cause of action for declaratory relief pertain to shares in PEA, which is a New
York corporation with its principal place of business in New York. (Ibid.)
Lastly, Defendants argue that a key aspect of the parties’ dispute is that
Plaintiff allegedly diverted corporate opportunities and direct clients to pay
Meis Architecture instead of MDS and that the witnesses and documents
pertaining to this dispute are located in New York. (Id., 13:13-14.)
Defendants also argue that the public interest
factors favor issuing a stay in this action. (Id., at 13:24-25.)
Defendants contend that California has no substantial interest in this dispute
since this action involves an operating agreement for a Texas company (MDS)
entered into with a New York corporation (PEA) and a New York architect
(Plaintiff). (Id., 13:26-28.) Additionally, Defendants argue that the
California Labor Code does not apply because Plaintiff’s employment agreement
contains a New York choice of law provision and that Plaintiff’s wage claims
are baseless. (Id., 14:5-13.) Defendants contend that the California
court system should not be burdened with adjudicating an action to be decided
under New York law centering around out of state corporations, issues, and
witnesses. (Ibid.)
In
opposition, Plaintiff argues that the public interest factors favor California
as a forum. Plaintiff contends that California has a strong public policy in
protecting California employees, specially where they seek relief unavailable
in other jurisdictions. (Opp., 7:14-28.)
Plaintiff argues that the relief he seeks is grounded in California employment
law since Plaintiff claims that the employment agreement’s noncompete clause is
statutorily unlawful and MDS violated California Labor Code. (Ibid.)
Plaintiff also argues that his cause of action for violation of Business and
Professions Code section 17200 arises from Defendants’ attempts to enforce the
noncompete clause in the employment agreement. (Id., 8:1-8.) Plaintiff
argues that his claims in the CA Action arise from the employment agreement
with MDS and not its operating agreement. (Ibid.)
Plaintiff refutes that he is a New York architect
and reaffirms that he is a California resident who also works in California. (Id.,
at 9:1-20.) Plaintiff also argues that Plaintiff’s complaint is based on
controversies arising in California that implicate Plaintiff’s substantive
rights under the California labor code. (Ibid.) Plaintiff argues that to
the extent that New York law must be applied to Plaintiff’s breach of contract
claim, the court is equipped to do so. (Id., at 9:21-26.) Plaintiff also
notes that the employment agreement does not have a venue selection clause. (Id.,
at 9:27-28.) Lastly, Plaintiff contends that this action arises solely from his
employment relationship with MDS and not MDS’ operating agreement. (Id.,
10:3-8.)
Plaintiff also argues that the private interest favor
this forum. (Id., 10:9-28.) Plaintiff contends that Defendants do not
explain how they would be injured if this action was tried in California. (Ibid.)
Plaintiff argues that PEA’s contributions in MDS is irrelevant to Plaintiff’s
CA Action. (Ibid.) Plaintiff also argues that PEA and MDS have
California operations and employees which mitigate any claimed burden of having
to litigate in California -- no more than Plaintiff’s burden to litigate in New
York. (Ibid.) Plaintiff argues that the claimed converted property is
Plaintiff’s email server and emails which is electronical stored information which
is readily accessible anywhere. (Id., at 10:27-28, 11:1-5.) Plaintiff
also argues that Defendants claim that witnesses and documents pertaining to
whether MDS must reimburse Plaintiff is moot since the lawsuit filed by
Plaintiff’s New York landlord was disposed pursuant to a settlement agreement.
(Id., at 11:6-13.) Plaintiff contends that the witnesses from that claim
are irrelevant to Plaintiff’s claims since they arise from agreements between
Defendants and Plaintiff. (Ibid.) Plaintiff also argues that Defendants
contention that Meis Architects is an indispensable party to this action is
unfounded since Meis Architects are not party to this action nor do Defendants
explain why they cannot assert crossclaims against Meis Architects in this
action. (Ibid.)
The court finds in favor of Plaintiff.
The court initially notes that Plaintiff’s choice of
forum, even if he was a nonresident, is entitled to great weight. (See Morris
v. AGFA Corp. (2006) 144 Cal.App.4th 1452 [“A plaintiff’s choice of forum
‘is entitled to great weight even though the plaintiff is a nonresident[]’
[citations[],] [b]ut a plaintiff’s choice of forum can be disturbed if the
balance is strongly in favor of the defendant[] [citations[]]”].)
The court also finds that this action involve
interest concerning California courts and juries since it is an employment
dispute involving a California employee for an employer that is not only based
in New York but also California. Moreover, the court notes that courts have
permitted for remote appearances which would undercut some of the prejudice
that Defendants would sustain in relation to defending this action in
California.
Because the balancing of interests heavily disfavors
stay, Defendants motion is denied.
Conclusion
Defendants
Meis Design Studio, LLC and Perkins Eastman Architects, DPC’s Motion to Stay
for Forum Non Conveniens is DENIED.