SL 1 L 2 ‘ T5 9:
IN THE SUPERIOR COURT OF GUAM 6 ESTATE OF CHIA M1NG SHEN, CIVIL CASE NO. CV0453-21
8 Plaintiff,
vs. DECISION AND ORDER 10 JANELA CARRERA and JORELL CARRERA, 11 Defendants. 12
13 INTRODUCTION 14 This matter came before the Honorable Arthur R. Barcinas on August 17, 2021 for a 15 motion hearing on Defendants’ Motion to Dismiss. Attorney Franide Perez was present at the 16 hearing on behalf of Plaintiff, the Estate of Chia Ming Shen (‘Plaintiff’). Attorney Gary 17 Gumataotao was also present on behalf of the Defendants Janela Carrera and Jorell Carrera 18 (“Defendants”). 19 Having considered the arguments, pleadings and applicable law, the Court hereby 20 converts the MOtion to Dismiss to a Motion for Summary Judgment, and GRANTS Summary 21 Judgment in favor of the Defendants.
BACKGROUND 23 This case arises out of a dispute over past due rent between the Plaintiff and Defendants 24 (the “Parties”). On June 2, 2021, Plaintiff filed the Complaint alleging that Defendants owe
Plaintiff $88,400.00 in past due rent for the period between October 2015 and May 2021.
Page 1 of 6 1
2 According to the Complaint, Plaintiff and Defendants entered into a Lease Agreement with
Option to Purchase (“Lease”) for the residential property (“Property”) located at:
202 Chalan Pugua Machena 5 (Lot No. 63-2, Tract No. 534) Dededo, Guam 96929 6 In exchange for possession of the Property, Plaintiff was to receive monthly rental payments of
$1,300 beginning on November 1, 2014. Based on the four year statute of limitations, Plaintiff $ seeks damages for four years of past due rent, amounting to $62,400.00. Plaintiff also seeks
payment of attorney’s fees. 10 The Defendants were served with the Summons and Complaint on June 7, 2021. On
June 24, 2021, Defendants filed a Rule 1 2(b)(6) Motion to Dismiss, or in the alternative a 12 Motion for Summary Judgment. That same day, Defendants also filed a supporting Affidavit of 13 a Mr. Ronald Ponce indicating that a search through records at the Department of Revenue and 14 Taxation did not uncover any valid business license in the name of the Plaintiff or for the 15 Property rental. Plaintiff filed its Opposition and supporting Declaration of John Shen on July 16 22, 2021, indicating that Plaintiff was working toward obtaining a business license. Defendants 17 filed their Reply on July 23, 2021. Plaintiff then filed a Supplemental Declaration on August 18 11,2021. 19 . .
A motion hearing was held on August 17, 2021, during which Plaintiff presented . .
20 testimony from witnesses Randall Cunliffe and John Shen. After the hearing, this matter was 21 taken under advisement. 22 DISCUSSION 23 STANDARD. 24 Rule 12(b)(6) of the Guam Rules of Civil Procedure allows a defendant to raise a
defense for failure to state a claim upon which relief can be granted. See Guam R. Civ. Pro.
Page 2 of 6 e 1
2 12(b)(6). “In reviewing such a motion, the court must ‘construe the pleading in the light most
favorable to the non-moving party, and resolve all doubts in the non-moving party’s favor.”
Taitano v. Calvo Fin. Corp., 2008 Guam 12, ¶ 9, aff’d on reh’g5 2009 Guam 9. Dismissal is
proper if it appears “beyond doubt that the [non-moving party] can prove no set of facts in 6 support of his claim which would entitle him to relief.” Id. (citing Vasques v. Los Angeles
County, 487 f.3d 1246, 1249 (9th Cir. 2007). “[T]he court is not required to accept legal 8 conclusions cast in the form of factual allegations if those conclusions cannot reasonably be
drawn from the facts alleged.” First Hawaiian Bank v. Manley, 2007 Guam 2, ¶ 9 (citing 10 Clegg v. CultAwareness Network et al., 18 F.3d 752, 754-55 (9th Cir.1994)). 11 However, “a Rule 12(b)(6) motion to dismiss must be converted into a Rule 56 12 motion for summary judgment whenever ‘matters outside the pleadings’ are presented to and 13 considered by the court.” Core Tech Int’l Corp. v. Hanil Engg & Const. Co., 2010 Guam 13, 14 ¶ 29; Newby v. Gov’t of Guam, 2010 Guam 4, ¶ 14. In a Rule 12(b)(6) motion, “a court’s 15 consideration is limited to the complaint, written instruments attached to the complaint as 16 exhibits, statements or documents incorporated in the complaint by reference, and documents 17 on which the complaint heavily relies.” Newby, 2010 Guam 4, ¶ 14 (citing Mercadó Arocho 18 v. United States, 455 F.Supp.2d 15, 19 (D.P.R.2006). Therefore, if the Court considers 19 matters outside of the pleadings, it must convert the Rule 1 2(b)(6) motion to one of summary 20 judgment. Id. Once a Rule 12(b)(6) motion is converted to a summary judgment motion, “the 21 requirements of Rule 56 become operable and the matter proceeds as would any motion 22 made directly under that rule.” Newby, 2010 Guam 4, ¶ 19. 23 Under the Rule 56 motion for summary judgment standard, “a court shall grant summary 24 judgment ‘if the pleadings, depositions, answers to interrogatories, and admissions on file,
together with the affidavits, if any, show that there is no genuine is sue as to any material fact
Page 3 of 6 . e 1
2 and that the moving party is entitled to ajudgment as a matter of law.” Ukau v. Wang, 2016
Guam 26, ¶ 73. “There is a genuine issue if there is “sufficient evidence’ which establishes a
factual dispute requiring resolution by a fact-finder”; and there is a dispute involving a material
fact when that fact “is relevant to an element of a claim or defense and whose existence might 6 affect the outcome of the suit....” lizuka Corp. v. Kawasho Int’l (Guam), Inc., 1997 Guam 10 ¶
7 (citing T W. Elec. Serv., Inc. v. Pacflc Etec. Contractors Ass ‘n, 809 F.2d 626,630(9th Cir. 8 1987).
Here, the Court considered matters outside of the pleadings, to include an Affidavit filed 10 by Defendants on June 24, 2021, the Supplemental Declaration of John Shen filed on August
11, 2021, and the testimony submitted by Plaintiffs witnesses Randall Cunliffe and John Shen 12 at the motion hearing held on August 17, 2021. Because the Court considered matters outside 13 the pleadings, the Court hereby converts this Rule 1 2(b)(6) Motion to Dismiss to one of 14 Summary Judgment and will use the applicable standard. 15 II. THE COURT FINDS DEFENDANTS ARE ENTITLED TO SUMMARY JUDGMENT BECAUSE THERE IS NO DISPUTE THAT PLAINTIFF LACKS 16 A VALID BUSINESS LICENSE. 17 “Standing is a threshold jurisdictional matter.” Guam Imaging Consultants, Inc. v. Guam 18 Mem’tHosp. Auth., 2004 Guam 15 ¶ 17 (citing Brewer v. Lewis, 989 f.2d 1021, 1025 (9th Cir. 19 1993)). “Standing determines the power of the court to entertain a suit,” and “is ajurisdictional 20 question that must be addressed at the threshold of any case.” Brewer, 989 F.2d at 1025. Thus, 21 the first issue the Court considers is whether Plaintiff has standing to bring this suit. Pursuant to 22 Guam’s Business License statute, “[amy person engaging in, transacting, conducting, 23 continuing, doing, or carrying on a business on Guam without a business license. . . may not 24 maintain a proceeding in any Court on Guam until it obtains a business license....” 11 GCA §
Page 4 of 6 1 70131(b). Furthermore, “no person shall engage in, transact, conduct, continue, do, or carry on a
2 business in Guam until it obtains a business license.” 11 G.C.A. § 70 130(b).
3 Here, both Plaintiff and Defendant agree that there is currently no business license in
4 place for the rental Property at issue. After a search at the Guam Department of Revenue and
5 Taxation Business License Branch, Defendants contend that there is no record of a valid
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SL 1 L 2 ‘ T5 9:
IN THE SUPERIOR COURT OF GUAM 6 ESTATE OF CHIA M1NG SHEN, CIVIL CASE NO. CV0453-21
8 Plaintiff,
vs. DECISION AND ORDER 10 JANELA CARRERA and JORELL CARRERA, 11 Defendants. 12
13 INTRODUCTION 14 This matter came before the Honorable Arthur R. Barcinas on August 17, 2021 for a 15 motion hearing on Defendants’ Motion to Dismiss. Attorney Franide Perez was present at the 16 hearing on behalf of Plaintiff, the Estate of Chia Ming Shen (‘Plaintiff’). Attorney Gary 17 Gumataotao was also present on behalf of the Defendants Janela Carrera and Jorell Carrera 18 (“Defendants”). 19 Having considered the arguments, pleadings and applicable law, the Court hereby 20 converts the MOtion to Dismiss to a Motion for Summary Judgment, and GRANTS Summary 21 Judgment in favor of the Defendants.
BACKGROUND 23 This case arises out of a dispute over past due rent between the Plaintiff and Defendants 24 (the “Parties”). On June 2, 2021, Plaintiff filed the Complaint alleging that Defendants owe
Plaintiff $88,400.00 in past due rent for the period between October 2015 and May 2021.
Page 1 of 6 1
2 According to the Complaint, Plaintiff and Defendants entered into a Lease Agreement with
Option to Purchase (“Lease”) for the residential property (“Property”) located at:
202 Chalan Pugua Machena 5 (Lot No. 63-2, Tract No. 534) Dededo, Guam 96929 6 In exchange for possession of the Property, Plaintiff was to receive monthly rental payments of
$1,300 beginning on November 1, 2014. Based on the four year statute of limitations, Plaintiff $ seeks damages for four years of past due rent, amounting to $62,400.00. Plaintiff also seeks
payment of attorney’s fees. 10 The Defendants were served with the Summons and Complaint on June 7, 2021. On
June 24, 2021, Defendants filed a Rule 1 2(b)(6) Motion to Dismiss, or in the alternative a 12 Motion for Summary Judgment. That same day, Defendants also filed a supporting Affidavit of 13 a Mr. Ronald Ponce indicating that a search through records at the Department of Revenue and 14 Taxation did not uncover any valid business license in the name of the Plaintiff or for the 15 Property rental. Plaintiff filed its Opposition and supporting Declaration of John Shen on July 16 22, 2021, indicating that Plaintiff was working toward obtaining a business license. Defendants 17 filed their Reply on July 23, 2021. Plaintiff then filed a Supplemental Declaration on August 18 11,2021. 19 . .
A motion hearing was held on August 17, 2021, during which Plaintiff presented . .
20 testimony from witnesses Randall Cunliffe and John Shen. After the hearing, this matter was 21 taken under advisement. 22 DISCUSSION 23 STANDARD. 24 Rule 12(b)(6) of the Guam Rules of Civil Procedure allows a defendant to raise a
defense for failure to state a claim upon which relief can be granted. See Guam R. Civ. Pro.
Page 2 of 6 e 1
2 12(b)(6). “In reviewing such a motion, the court must ‘construe the pleading in the light most
favorable to the non-moving party, and resolve all doubts in the non-moving party’s favor.”
Taitano v. Calvo Fin. Corp., 2008 Guam 12, ¶ 9, aff’d on reh’g5 2009 Guam 9. Dismissal is
proper if it appears “beyond doubt that the [non-moving party] can prove no set of facts in 6 support of his claim which would entitle him to relief.” Id. (citing Vasques v. Los Angeles
County, 487 f.3d 1246, 1249 (9th Cir. 2007). “[T]he court is not required to accept legal 8 conclusions cast in the form of factual allegations if those conclusions cannot reasonably be
drawn from the facts alleged.” First Hawaiian Bank v. Manley, 2007 Guam 2, ¶ 9 (citing 10 Clegg v. CultAwareness Network et al., 18 F.3d 752, 754-55 (9th Cir.1994)). 11 However, “a Rule 12(b)(6) motion to dismiss must be converted into a Rule 56 12 motion for summary judgment whenever ‘matters outside the pleadings’ are presented to and 13 considered by the court.” Core Tech Int’l Corp. v. Hanil Engg & Const. Co., 2010 Guam 13, 14 ¶ 29; Newby v. Gov’t of Guam, 2010 Guam 4, ¶ 14. In a Rule 12(b)(6) motion, “a court’s 15 consideration is limited to the complaint, written instruments attached to the complaint as 16 exhibits, statements or documents incorporated in the complaint by reference, and documents 17 on which the complaint heavily relies.” Newby, 2010 Guam 4, ¶ 14 (citing Mercadó Arocho 18 v. United States, 455 F.Supp.2d 15, 19 (D.P.R.2006). Therefore, if the Court considers 19 matters outside of the pleadings, it must convert the Rule 1 2(b)(6) motion to one of summary 20 judgment. Id. Once a Rule 12(b)(6) motion is converted to a summary judgment motion, “the 21 requirements of Rule 56 become operable and the matter proceeds as would any motion 22 made directly under that rule.” Newby, 2010 Guam 4, ¶ 19. 23 Under the Rule 56 motion for summary judgment standard, “a court shall grant summary 24 judgment ‘if the pleadings, depositions, answers to interrogatories, and admissions on file,
together with the affidavits, if any, show that there is no genuine is sue as to any material fact
Page 3 of 6 . e 1
2 and that the moving party is entitled to ajudgment as a matter of law.” Ukau v. Wang, 2016
Guam 26, ¶ 73. “There is a genuine issue if there is “sufficient evidence’ which establishes a
factual dispute requiring resolution by a fact-finder”; and there is a dispute involving a material
fact when that fact “is relevant to an element of a claim or defense and whose existence might 6 affect the outcome of the suit....” lizuka Corp. v. Kawasho Int’l (Guam), Inc., 1997 Guam 10 ¶
7 (citing T W. Elec. Serv., Inc. v. Pacflc Etec. Contractors Ass ‘n, 809 F.2d 626,630(9th Cir. 8 1987).
Here, the Court considered matters outside of the pleadings, to include an Affidavit filed 10 by Defendants on June 24, 2021, the Supplemental Declaration of John Shen filed on August
11, 2021, and the testimony submitted by Plaintiffs witnesses Randall Cunliffe and John Shen 12 at the motion hearing held on August 17, 2021. Because the Court considered matters outside 13 the pleadings, the Court hereby converts this Rule 1 2(b)(6) Motion to Dismiss to one of 14 Summary Judgment and will use the applicable standard. 15 II. THE COURT FINDS DEFENDANTS ARE ENTITLED TO SUMMARY JUDGMENT BECAUSE THERE IS NO DISPUTE THAT PLAINTIFF LACKS 16 A VALID BUSINESS LICENSE. 17 “Standing is a threshold jurisdictional matter.” Guam Imaging Consultants, Inc. v. Guam 18 Mem’tHosp. Auth., 2004 Guam 15 ¶ 17 (citing Brewer v. Lewis, 989 f.2d 1021, 1025 (9th Cir. 19 1993)). “Standing determines the power of the court to entertain a suit,” and “is ajurisdictional 20 question that must be addressed at the threshold of any case.” Brewer, 989 F.2d at 1025. Thus, 21 the first issue the Court considers is whether Plaintiff has standing to bring this suit. Pursuant to 22 Guam’s Business License statute, “[amy person engaging in, transacting, conducting, 23 continuing, doing, or carrying on a business on Guam without a business license. . . may not 24 maintain a proceeding in any Court on Guam until it obtains a business license....” 11 GCA §
Page 4 of 6 1 70131(b). Furthermore, “no person shall engage in, transact, conduct, continue, do, or carry on a
2 business in Guam until it obtains a business license.” 11 G.C.A. § 70 130(b).
3 Here, both Plaintiff and Defendant agree that there is currently no business license in
4 place for the rental Property at issue. After a search at the Guam Department of Revenue and
5 Taxation Business License Branch, Defendants contend that there is no record of a valid
6 business license for Plaintiff or any rental of the subject Property from 2013 through 2021.
7 Affidavit (Jun. 24, 2021). In its Opposition, Plaintiff indicated that it is in good faith pursuing a
$ valid business license, thereby admitting that it lacks a current business license. Opp’n (Jul. 22,
9 2021) p. 2; Ex. A. This is furthered by the Supplemental Declaration of John Shen filed on
10 August 11,2021, wherein Mr. Shen stated that his “ongoing efforts to obtain a business license”
11 were frustrated by the Defendants. J. Shen Decl.j[ 9 (Aug. 11, 2021). His Declaration essentially
12 admitted that Plaintiff does not yet have a valid business license. Id. ¶ 16. At the August motion
13 hearing, Plaintiff also could not provide any evidence that the Estate had a valid business
14 license for the Property from 2013 onward.
15 Based on the evidence provided by the Parties, the Court finds that there is no genuine
16 issue of material fact and that both Parties agree that Plaintiff does not have a valid business
17 license to rent the Property. The Court further finds no evidence that Plaintiff held a valid
1$ business license for the property from 2013 to present. Thus, under Guam’s business license
19 statute, Plaintiff is not able to bring this action in the Superior Court. In sum, because Plaintiff
20 does not have a valid business license to lease the Property at issue, it is unable to maintain this
21 proceeding in the Superior Court. The Court therefore grants summary judgment in favor of the
22 Defendants.
Page 5 of 6 1
2 CONCLUSION 3 For the reasons stated above, the Court GRANTS summary judgment m favor of the
Defendants. 5
6 r ITISSOORDERED r i
HONORABLE ARTRUR R. BARCJNAS 9 Judge, Superior Court of Guam
13 cnOwit. copy t the original w 14
15 Date: — Time: / // 16 joseph Barflba, Jr. Cotjrt of Guam
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