Judge: Stephen I. Goorvitch, Case: 23STCV07201, Date: 2023-05-26 Tentative Ruling

Case Number: 23STCV07201    Hearing Date: May 26, 2023    Dept: 39

Mario Cazares v. TGB Promotions, LLC, et al.

Case No. 23STCV07201

Demurrer

BACKGROUND

            Plaintiff Mario Cazares (“Plaintiff”), who is a professional boxer, allegedly retained Defendants Haymon Holdings, LLC, Haymon Sports, LLC, and Haymon Boxing, LLC (the “Haymon entities”), among others, to manage and promote him.  Plaintiff asserts nine causes of action: (1) Specific performance for breach of contract, (2) Breach of contract, (3) Violation of the Professional Boxing Safety Law, 15 U.S.C. § 6308(b); (4) Violation of the Professional Boxing Safety Law, 15 U.S.C. § 6307e(b); (5) Violation of the Professional Boxing Safety Law, 15 U.S.C. § 6304(4); (6) Conspiracy to violate the Professional Boxing Safety Law; (7)  Unfair business practices; (8) Promissory estoppel; and (9) Declaratory relief.  Plaintiff attached a copy of the contract at issue, which was between Plaintiff and TGB Promotions, LLC (“TGB”).  Now, Defendants demur to the first amended complaint, which Plaintiff opposes.  The Court sustains the demurrer with leave to amend.

LEGAL STANDARD

“It is black letter law that a demurrer tests the legal sufficiency of the allegations in a complaint.”  (Lewis v. Safeway, Inc. (2015) 235 Cal.App.4th 385, 388.)  In ruling on a demurrer, the court must “liberally construe[]” the allegations of the complaint.  (Code Civ. Proc., § 452.)  “This rule of liberal construction means that the reviewing court draws inferences favorable to the plaintiff, not the defendant.”  (Perez v. Golden Empire Transit Dist. (2012) 209 Cal.App.4th 1228, 1238.)

DISCUSSION

            The Court sustains the demurrer to the contractual claims—the first, second, eighth, and ninth causes of action—because the Haymon entities are not parties to the contract.  The contract was signed by Tom Brown of TGB.  “Corporate entities are presumed to have separate existences, and the corporate form will be disregarded only when the ends of justice require this result.” (Laird v. Capital Cities/ABC, Inc. (1998) 68 Cal.App.4th 727, 737, overruled on other grounds by Reid v. Google, Inc. (1998) 68 Cal.App.4th 727.)  Plaintiff does not allege facts supporting his conclusory allegation that the Haymon entities are part of “an intricate web of sham companies . . . .”  (Complaint, ¶ 25.)  Conclusory legal allegations are not sufficient.  Plaintiff also alleges that Luis de Cubas Jr. informed him that “Haymon, PBC and TGB were one and the same, and that if [Plaintiff] signed an agreement with TGB he would also be a PBC fighter.”  (Complaint, ¶ 31.)  This allegation is not sufficient to establish that the Haymon entities and TGB are alter egos of each other.    

            Plaintiff also asserts causes of action under the Professional Boxing Safety Act of 1996, which is codified in Title 15 of the United States Code.  The third cause of action is based upon the requirement under section 6308(b) that there be a “firewall” between boxing promoters and boxing managers.  The fourth cause of action is based upon boxing promoters’ disclosure obligations to boxers under section 6307e(b).  The fifth cause of action is based upon the requirement under section 6304(4) that anyone who arranges, promotes, organizes, or produces a professional boxing match must provide health insurance to the boxer to cover any injuries sustained in the match.  The sixth cause of action is a conspiracy claim.  However, Plaintiff does not allege any facts demonstrating that the Haymon entities promoted or managed him for purposes of the third and fourth causes of action.  Plaintiff does not allege that the Haymon entities arranged, promoted, organized, or produced any professional boxing match involving Plaintiff.  Nor does Plaintiff any facts suggesting that the Haymon entities conspired to violate the Professional Boxing Safety Law. 

            The Court sustains the demurrer to the seventh, eighth, and ninth causes of action against the Haymon entities for the reasons stated. 

CONCLUSION AND ORDER

            Based upon the foregoing, the Court orders as follows:

1.         The Court sustains the demurrer by the Haymon entities.

2.         The Court affords leave to amend.  Plaintiff shall file a first amended complaint within twenty (20) days. 

3.         Counsel for the Haymon entities shall provide notice and file proof of such with the Court.