IN THE SUPERIOR COURT OF GUAM
2 VICTOR C. FERNANDEZ and ) 3 CIVIL CASE NO. CV0970-13 MARIE A. FERNANDEZ, ) 4 ) Plaintiffs, ) 5 ) DECISION AND ORDER vs. ) 6 ) 7 LI, XIU, YAN, WANG, JUN RONG, and ) YUN SHING GUAM, INC., ) 8 ) Defendants. ) 9 ___________________________ ) lO
11 INTRODUCTION 12 This matter came before the Honorable James L. Canto II on Defendants' motion to 13 dismiss, filed September 11, 2013. Oral arguments were heard on November 15, 2013. 14 Attorney William B. Pole represented Plaintiffs and Attorney Phillip Torres appeared on behalf 15 of Defendants. Having considered the parties' briefs, oral arguments, and the applicable law, 16 the Court now issues the following Decision and Order. 17 BACKGROUND 18 On August 14, 2013, Plaintiffs filed a verified complaint alleging that Defendants 19 breached a lease agreement between Plaintiffs and Defendants in which Defendants rented a 20 house at 175A Naiao PL, Barrigada, Guam (hereinafter "Premises") from Plaintiffs, committed 21 fraud in the inducement and actual fraud in failing to renovate the Premises, and caused 22 additional damages to the Premises. (Verified Compl., 2-4, Aug. 14, 2013). 23 On September 11, 2011, Defendants, jointly and individually, filed a motion to dismiss 24 on three grounds: (1) Defendant Xi Y an Li moves to dismiss the case against her on the grounds 25 that the Complaint fails to state a contract claim against her upon which relief can be granted; 26 (2) Defendants Jun Rong Wang and Yung Shing Guam, Inc. move to dismiss the claims against 27 them by Plaintiffs for failure to state a claim against them; and (3) Defendants jointly move to 28
Page 1 of9 dismiss this action against all of them on the grounds that Plaintiffs did not have a business 2 license during the times asserted in their claims. (Mot. Dismiss, I, Sept. 11, 2013). 3 On October 8, 2013, Plaintiff filed an opposition to the motion, arguing that {1) there are 4 sufficient facts pled to show that Plaintiffs entered into a lease and that Defendants failed to live
5 up to the terms of the Lease resulting in financial loss and harm; {2) Plaintiffs have a valid
6 business license; {3) a contract dispute exists between the parties; {4) Plaintiffs should be given 7 leave to amend the complaint if Defendants' motion is successful. (Opp'n Mot., 2-7, Oct. 8. 8 2013).
9 On October 23, 2013, Defendant filed a reply, arguing that Defendant Li was the only 10 Defendant to have signed to the lease agreement and the lease agreement contains deficiencies
11 which precluded the agreement from constituting a contract. (Reply, 2-3, Oct. 8, 2013).
12 Further, Defendant asserts that Plaintiffs have not pled with particularity and that Plaintiffs 13 failed to have a valid business license during the term of the lease agreement frot.p. February 21,
14 2011 to February 20,2013. !d. at 3-4.
t5 DISCUSSION 16 I. Motion to Dismiss
17 Under Guam R. Civ. P. 12(b)(6), a claim may be dismissed where it "appears beyond 18 doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him
19 to relief." Core Tech lntn 'I Corp. v. Hanil Engineering & Canst. Co., Ltd, 2010 Guam 13, 52 20 (citing Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 555 (2007)). In order to dismiss a claim
21 pursuant to Rule 12(b)(6), a court must review the pleading in the light most favorable to the
22 non-movant, accept its material allegations of fact as true, and resolve any doubts in favor of the 23 non-movant. First Hawaiian Bank v. Manley, 2007 Guam 2 , 9. 24 In this case, viewing the verified complaint in the light most favorable to Plaintiffs and 25 a pting its material allegations as true, Defendants failed to renovate the Premises as required 26 under the lease agreement and caused additional damages to the Premises. (Verified Compl., 3,
27 Aug. 14, 2013). On this basis, the verified complaint alleges that Defendants breached a
28 contract, committed fraud, and caused further damage to the house.
Page2 of9 A complaint that is attacked under Guam R. Civ. P. 12(b)(6), "need not contain detailed 2 factual allegations, [but] a plaintiffs obligation to provide the grounds of his entitlement to 3 relief 'requires more than labels and conclusions, and a formulaic recitation of the elements of a 4 cause of action will not do."' Core Tech, 2010 Guam 13 ~52 (quoting Twombly, 550 U.S. at 5 555). Guam R. Civ. P. 12(b)(6) was adopted from Fed. R. Civ. P. 12(b)(6) and a federal court's 6 interpretation ofthe analogous federal rule is persuasive authority. Guam R. Civ. P. 12(b)(6). 7 See also Sananap v. Cyfred, Ltd., 2011 Guam 21 ~ 24 n. 13; Pelowski v. Taitano, 2000 Guam 34 8 ~ 12. The U.S. Supreme Court holds the following regarding how substantive a pleading must 9 be to survive a Civil Procedure Rule 12(b)(6) motion: 10 To survive a motion to dismiss, a complaint must contain sufficient factual matter, II accepted as true, to 'state a claim to relief that is plausible on its face.' ... The plausibility standard is not akin to a 'probability requirement,' but it asks for more I2 than a sheer possibility that a defendant has acted unlawfully ... But where the well- pleaded facts do not permit the court to infer more than the mere possibility of 13 misconduct, the complaint has alleged- but it has not 'shown'- 'that the pleader is 14 entitled to relief.' Fed. Rule Civ. Proc. 8(a)(2). In keeping with these principles a court considering a motion to dismiss can choose to begin by identifying pleadings 15 that, because they are not more than conclusions, are not entitled to the assumption I6 of truth. While legal conclusions can provide the framework of a complaint, they must be supported by factual allegations. I7 Ashcroft v. Iqbal, 556 U.S. 662, 129 S.Ct. 1937, 1949-50 (2009) (citations omitted). I8 Pursuant to Guam R. Civ. P. 8(a), a complaint shall contain, "a short and plain statement I9 of the claim showing that the pleader is entitled to relief." The U.S. Supreme Court explains 20 that: 2I [T]he pleading standard Rule 8 announces does not require "detailed factual 22 allegations," but it demands more than an unadorned, the-defendant-unlawfully- harmed-me accusation. A pleading that offers "labels and conclusions" or "a 23 formulaic recitation of the elements of a cause of action will not do." Nor does a 24 complaint suffice if it tenders "naked assertions" devoid of "further factual enhancement. ... a complaint must contain sufficient factual matter, accepted as 25 true, to "state a claim to relief that is plausible on its face."
26 Ashcroft v. Iqbal, 556 U.S. 662,678, 129 S.Ct. 1937, 1949 (2009) (citations omitted). 27 The Court goes on to explain that, "[t]hreadbare recitals of the elements of a cause of 28 action, supported by mere conclusory statements, do not suffice ... Rule 8 marks a notable and
Page 3 of9 generous departure from the hyper-technical, code-pleading regime of a prior era, but it does not 2 unlock the doors of discovery for a plaintiff armed with nothing more than conclusions." Id 3 (citations omitted).
4 Defendants here filed a motion to dismiss on three grounds: (1) Defendant Xi Yan Li 5 moves to dismiss the case against her on the grounds that the Complaint fails to state a contract 6 claim against her upon which relief can be granted; (2) Defendants Jun Rong Wang and Yung 1 Shing Guam, Inc.
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IN THE SUPERIOR COURT OF GUAM
2 VICTOR C. FERNANDEZ and ) 3 CIVIL CASE NO. CV0970-13 MARIE A. FERNANDEZ, ) 4 ) Plaintiffs, ) 5 ) DECISION AND ORDER vs. ) 6 ) 7 LI, XIU, YAN, WANG, JUN RONG, and ) YUN SHING GUAM, INC., ) 8 ) Defendants. ) 9 ___________________________ ) lO
11 INTRODUCTION 12 This matter came before the Honorable James L. Canto II on Defendants' motion to 13 dismiss, filed September 11, 2013. Oral arguments were heard on November 15, 2013. 14 Attorney William B. Pole represented Plaintiffs and Attorney Phillip Torres appeared on behalf 15 of Defendants. Having considered the parties' briefs, oral arguments, and the applicable law, 16 the Court now issues the following Decision and Order. 17 BACKGROUND 18 On August 14, 2013, Plaintiffs filed a verified complaint alleging that Defendants 19 breached a lease agreement between Plaintiffs and Defendants in which Defendants rented a 20 house at 175A Naiao PL, Barrigada, Guam (hereinafter "Premises") from Plaintiffs, committed 21 fraud in the inducement and actual fraud in failing to renovate the Premises, and caused 22 additional damages to the Premises. (Verified Compl., 2-4, Aug. 14, 2013). 23 On September 11, 2011, Defendants, jointly and individually, filed a motion to dismiss 24 on three grounds: (1) Defendant Xi Y an Li moves to dismiss the case against her on the grounds 25 that the Complaint fails to state a contract claim against her upon which relief can be granted; 26 (2) Defendants Jun Rong Wang and Yung Shing Guam, Inc. move to dismiss the claims against 27 them by Plaintiffs for failure to state a claim against them; and (3) Defendants jointly move to 28
Page 1 of9 dismiss this action against all of them on the grounds that Plaintiffs did not have a business 2 license during the times asserted in their claims. (Mot. Dismiss, I, Sept. 11, 2013). 3 On October 8, 2013, Plaintiff filed an opposition to the motion, arguing that {1) there are 4 sufficient facts pled to show that Plaintiffs entered into a lease and that Defendants failed to live
5 up to the terms of the Lease resulting in financial loss and harm; {2) Plaintiffs have a valid
6 business license; {3) a contract dispute exists between the parties; {4) Plaintiffs should be given 7 leave to amend the complaint if Defendants' motion is successful. (Opp'n Mot., 2-7, Oct. 8. 8 2013).
9 On October 23, 2013, Defendant filed a reply, arguing that Defendant Li was the only 10 Defendant to have signed to the lease agreement and the lease agreement contains deficiencies
11 which precluded the agreement from constituting a contract. (Reply, 2-3, Oct. 8, 2013).
12 Further, Defendant asserts that Plaintiffs have not pled with particularity and that Plaintiffs 13 failed to have a valid business license during the term of the lease agreement frot.p. February 21,
14 2011 to February 20,2013. !d. at 3-4.
t5 DISCUSSION 16 I. Motion to Dismiss
17 Under Guam R. Civ. P. 12(b)(6), a claim may be dismissed where it "appears beyond 18 doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him
19 to relief." Core Tech lntn 'I Corp. v. Hanil Engineering & Canst. Co., Ltd, 2010 Guam 13, 52 20 (citing Bell Atlantic Corp. v. Twombly, 550 U.S. 544, 555 (2007)). In order to dismiss a claim
21 pursuant to Rule 12(b)(6), a court must review the pleading in the light most favorable to the
22 non-movant, accept its material allegations of fact as true, and resolve any doubts in favor of the 23 non-movant. First Hawaiian Bank v. Manley, 2007 Guam 2 , 9. 24 In this case, viewing the verified complaint in the light most favorable to Plaintiffs and 25 a pting its material allegations as true, Defendants failed to renovate the Premises as required 26 under the lease agreement and caused additional damages to the Premises. (Verified Compl., 3,
27 Aug. 14, 2013). On this basis, the verified complaint alleges that Defendants breached a
28 contract, committed fraud, and caused further damage to the house.
Page2 of9 A complaint that is attacked under Guam R. Civ. P. 12(b)(6), "need not contain detailed 2 factual allegations, [but] a plaintiffs obligation to provide the grounds of his entitlement to 3 relief 'requires more than labels and conclusions, and a formulaic recitation of the elements of a 4 cause of action will not do."' Core Tech, 2010 Guam 13 ~52 (quoting Twombly, 550 U.S. at 5 555). Guam R. Civ. P. 12(b)(6) was adopted from Fed. R. Civ. P. 12(b)(6) and a federal court's 6 interpretation ofthe analogous federal rule is persuasive authority. Guam R. Civ. P. 12(b)(6). 7 See also Sananap v. Cyfred, Ltd., 2011 Guam 21 ~ 24 n. 13; Pelowski v. Taitano, 2000 Guam 34 8 ~ 12. The U.S. Supreme Court holds the following regarding how substantive a pleading must 9 be to survive a Civil Procedure Rule 12(b)(6) motion: 10 To survive a motion to dismiss, a complaint must contain sufficient factual matter, II accepted as true, to 'state a claim to relief that is plausible on its face.' ... The plausibility standard is not akin to a 'probability requirement,' but it asks for more I2 than a sheer possibility that a defendant has acted unlawfully ... But where the well- pleaded facts do not permit the court to infer more than the mere possibility of 13 misconduct, the complaint has alleged- but it has not 'shown'- 'that the pleader is 14 entitled to relief.' Fed. Rule Civ. Proc. 8(a)(2). In keeping with these principles a court considering a motion to dismiss can choose to begin by identifying pleadings 15 that, because they are not more than conclusions, are not entitled to the assumption I6 of truth. While legal conclusions can provide the framework of a complaint, they must be supported by factual allegations. I7 Ashcroft v. Iqbal, 556 U.S. 662, 129 S.Ct. 1937, 1949-50 (2009) (citations omitted). I8 Pursuant to Guam R. Civ. P. 8(a), a complaint shall contain, "a short and plain statement I9 of the claim showing that the pleader is entitled to relief." The U.S. Supreme Court explains 20 that: 2I [T]he pleading standard Rule 8 announces does not require "detailed factual 22 allegations," but it demands more than an unadorned, the-defendant-unlawfully- harmed-me accusation. A pleading that offers "labels and conclusions" or "a 23 formulaic recitation of the elements of a cause of action will not do." Nor does a 24 complaint suffice if it tenders "naked assertions" devoid of "further factual enhancement. ... a complaint must contain sufficient factual matter, accepted as 25 true, to "state a claim to relief that is plausible on its face."
26 Ashcroft v. Iqbal, 556 U.S. 662,678, 129 S.Ct. 1937, 1949 (2009) (citations omitted). 27 The Court goes on to explain that, "[t]hreadbare recitals of the elements of a cause of 28 action, supported by mere conclusory statements, do not suffice ... Rule 8 marks a notable and
Page 3 of9 generous departure from the hyper-technical, code-pleading regime of a prior era, but it does not 2 unlock the doors of discovery for a plaintiff armed with nothing more than conclusions." Id 3 (citations omitted).
4 Defendants here filed a motion to dismiss on three grounds: (1) Defendant Xi Yan Li 5 moves to dismiss the case against her on the grounds that the Complaint fails to state a contract 6 claim against her upon which relief can be granted; (2) Defendants Jun Rong Wang and Yung 1 Shing Guam, Inc. move to dismiss the claims against them by Plaintiffs for failure to state a 8 claim against them; and (3) Defendants jointly move to dismiss this action against all of them
9 on the grounds that Plaintiffs did not have a business license during the times asserted in their 10 claims. (Mot. Dismiss, 1, Sept. 11, 2013). Each ground will be discussed, in turn. II
12 n. Contract Claim Against Defendant Li 13 Defendant argues that the lease agreement does not comport with the elements of a 14 contract because the consideration for the agreement cannot be determined from the agreement. 15 (Mot. Dismiss, 2, Sept. 11, 2013). Under Guam law, an enforceable contract requires an offer,
16 acceptance, and consideration Mobil Oil Guam, Inc. v. Tendido, 2004 Guam 7 , 34 (citing 18 17 GCA § 85102 (1992) ("It is essential to the existence of a contract that there should be: 1)
18 Parties capable of contracting; 2) Their consent; 3) A lawful object; and 4) A sufficient cause or 19 consideration.")). Even if a contract is not stated in words, an implied contract can exist where
20 th terms are manifested by conduct. 18 GCA § 86103 (2005).
21 In the present case, the breach of contract claim is supported by the following alleged 22 facts: (1) On or about February 21, 2011, Defendant Li executed a two year lease ending on 23 February 20, 2013 to rent the Premises; (2) The lease required Defendants to renovate and 24 repair the Premises as partial consideration; (3) Defendant Li immediately took possession and
25 took occupancy of the Premises; and (4) Defendant Li paid $350 per month for rent. These 26 facts, when taken as true, address the existence of a contract between Plaintiffs and Defendant 27 i and how Defendant Li breached the contract. This breach of contract claim raises a right to 28
Page4 of9 relief above the speculative level and for these reasons, the claim is plausible on its face and 2 shall not be dismissed on this ground. See Twombly, 550 U.S. at 555. 3
4 III. Fraud Claim 5 Defendants argue that Plaintiffs have not pled fraud with particularity and that they have 6 not provided sufficient facts and circumstances to allege misrepresentation. (Reply, 3, Oct. 23, 7 2013). Under Guam law, the elements of fraud are as follows: "1) a misrepresentation; 2) 8 knowledge of falsity (or scienter); 3) intent to defraud to induce reliance; 4) justifiable reliance; 9 5) resulting damages." Trans Pacific Export Co. v. Oka Towers Corp., 2003 Guam 3 ~ 23 10 (citations omitted). II The fraud claim brought by the Fernandez Plaintiffs is supported by the following I2 alleged facts: (1) Defendant Wang, a licensed and experienced contractor, induced Plaintiffs to 13 rent the Premises to the Defendants without which Plaintiffs would not have entered into the I4 lease; (2) Throughout the period of the lease, Defendants repeatedly promised that full repairs, I5 renovations and/or improvements would be completed to the Premises; 3) Defendants left the I6 Premises without having made the renovations and repairs; and 4) Damages resulted from the I7 failure to complete the improvements to the Premises. These facts, when taken as true, do not I8 address how Defendants actions, or inactions, constitute fraud. Specifically, Plaintiffs do not I9 allege any factual allegations as to the knowledge of falsity (or scienter) on the part of 20 Defendants when dealing with Plaintiffs and also lack factual allegations relating to Defendants' 21 intent to defraud to induce reliance. Absent a well pled fact of fraud, the claim fails to raise a 22 right to relief above the speculative level. See Twombly, 550 U.S. at 555. For these reasons, the 23 claim of fraud is not plausible on its face and that claim shall be dismissed. 1 24 II 25 II 26 1 27 Defendants further oppose dismissal on the grounds that amendment should be granted. This argument lacks merit because no amended pleading has been presented for the Court to review. See Car Carriers, Inc. v. Ford 28 Motor Co., 745 F.2d 1101, 1107 (7th Cir. 1984) ("[l]t is axiomatic that the complaint may not be amended by the briefs in opposition to a motion to dismiss.").
Page 5 of9 IV. Claims Against Defendants Jun Rong Wang and Yung Shing Guam, Inc. as to the Lease Agreement 2 Defendant Wang and Defendant Yun Shing Guam, Inc. argue that they are not parties to 3 the lease agreement and should not be part of the suit. (Mot. Dismiss, 3, Sept. 11, 2013). 4 Plaintiffs allege that Defendant Li entered into the lease on behalf of all the Defendants. 5 (Compl., 2, Aug. 14, 2013). Plaintiffs appear to have included Defendant Wang in the suit 6 because Defendant Wang allegedly induced Plaintiffs to rent the house to Defendant Li. 7 However, as stated above, the fraud claim is dismissed. /d. Furthermore, Plaintiffs appear to 8 have included Defendant Yun Shing Guam, Inc. in the suit because Defendant Li and Defendant 9 Wan wholly own Yun Shing Guam, Inc. and the Premises were used by the company's lO workers. /d. However, the lease agreement is only signed by the Defendant Li and Plaintiffs 11 fails to adequately show how Defendant Li entered into the lease on behalf of the other two 12 Defendants in this suit or in his or her capacity as owner of Yun Shing Guam, Inc. Absent such 13 a showing and a well pled fact of a breach of contract against Defendants Wang and Yun Shing 14 G~ Inc., the breach of contract claim cannot be maintained against Defendants Wang and 15 Y un Shing Guam, Inc., and those claims against them which refer to the lease agreement shall 16 be dismissed. See Twombly, 550 U.S. at 555. ("Factual allegations must be enough to raise a 17 right to relief above the speculative level"). 18
19 V. Business License 20 Defendants argue that II GCA § 70130 provides that a plaintiff cannot maintain the 21 action if he or she does not have a business license and, because Plaintiffs did not have a 22 business license during the period in question, they are precluded from maintaining this lawsuit 23 again t Defendants. (Mot. Dismiss, Sept. II, 2013). Plaintiffs assert that the recent 24 amendments to the statute allow a business to cure any issues that would arise from not having 25 obtained a business license. (Opp'n Mot., 4-5, Oct. 8, 2013). 26 This case involves Guam's BusineSs License Law, found at 11 GCA §§ 70101 et seq. 27 In deciding the business license issue herein, the Court finds the following statutes 28
Page 6 of9 11 GCA § 70130. Restriction of Activities on Persons Engaging in, 2 Transacting, Conducting, Continuing, Doing, or Carrying on a Business Without Licenses. 3 It is the policy of the government of Guam that all persons engaging in, transacting, conducting, continuing, doing, or carrying on a business have 4 business licenses. Unless otherwise specifically exempted by law, no person shall 5 engage in, transact, conduct, continue, do, or carry on a business in Guam until it obtains a business license. The requirement to obtain a business license shall be 6 independent of and in addition to a requirement for a certificate of authority from 7 the Director of Revenue and Taxation or other applicable regulating agency or board, pursuant to applicable Guam laws, including, but not limited to, 22 GCA § 8 15307,22 GCA § 15102, 18 GCA § 7102 and 11 GCA § 106213. 9 11 GCA § 70131. Consequences of Engaging in, Transacting, Conducting, 10 Continuing, Doing, or Carrying on a Business Without Business License or Certificate of Authority. 11 (b) Any person engaging in, transacting, conducting, continuing, doing, or carrying on a business on Guam without a business license and, as may be 12 required by all applicable laws of Guam, a certificate of authority from the 13 Director of the Department of Revenue and Taxation, or other applicable regulating agency or board, may not maintain a proceeding in any Court on Guam 14 until it obtains a business license and, as may be required by all applicable laws of Guam, a certificate of authority to transact business on Guam. 15
16 (e) Notwithstanding the provisions of this Section, the failure of a person to obtain a business license, and, as may be required by all applicable laws of Guam, a 17 certificate of authority from the Director of the Department of Revenue and Taxation, or other applicable regulating agency or board, does not impair the 18 validity of its corporate acts or prevent it from defending any proceeding in 19 Guam.
20 Furthermore, Title 11 Chapter 76, a subset of the Business License law, provides, in
21 pertinent part:
22 Every person engaged in or carrying on any service business or calling, which shall include all non-professional activities engaged in for other persons for 23 consideration, involving the rendering of a service as distinguished from the 24 production or sale of tangible property, but not including the services rendered by an employee to his employer, shall be required annually to obtain a service 25 license. The annual fee for a service license shall be Fifty Dollars ($50.00) except 26 that the fee shall be Ten Dollars ($10.00) for any person who rents or leases not more than one family-residential unit. 27 11 GCA § 76101 (2007) (emphasis added). 28 Here, Plaintiffs rented a house to Defendants for the consideration of $350 per month
Page 7 of9 and renovation to the house. Therefore, Plaintiffs were required to obtain a license. See 11 2 GCA § 76101 (2007). The lease period was from February 21, 2011 to February 20, 2013, but 3 the Plaintiffs obtained a license on April17, 2013. (Opp'n Mot., Exhibit 9, Oct. 8, 2013). 4 Under Guam law, the lack of a business license does not void the underlying obligation 5 altogether. Guam Tai-Pan Dev. and Constr. Inc. v. Yigo Alta Estates, 2002 Guam 20 ~ 11. 6 Thus, the failure of Plaintiffs to hold a business license does not negate the validity of the 7 underlying lease agreement. Jenkins v. Montallana, 2007 Guam 12 ~ 21 n.7 (citation omitted). 8 However, even if a Plaintiff obtains a business license thereafter, he or she may not collect for 9 the breaches of an agreement that occurred during the period of time within which the 10 individual did not have a valid business license. Arashi & Co., Inc. v. Nakashima Enterprises, 11 Inc., 2005 Guam 21 ~ 26. Thus, under Guam Supreme Court precedent, Plaintiffs may not 12 recover for the breaches of the lease agreement during the period which Plaintiffs did not have a 13 valid business license, which equates to any time before Apr. 17, 2013. Because the complaint 14 alleges breaches to the lease agreement before Apr. 17, 2013, any and all claims against 15 Defendants arising from the lease agreement shall be dismissed. 16 Having found that Plaintiffs may not recover for the breaches of the lease agreement for 17 the period in which Plaintiffs did not hold a business license, any amendment to the complaint 18 in this regard is futile and thus, leave to amend the complaint shall not be awarded to Plaintiffs. 19 See Arashi & Co., Inc. v. Nakashima Enterprises, Inc., 2005 Guam 21 ~ 16 (finding that leave to 20 amend may be denied in circumstances where amendment would be futile).
21 VI. Property Damage Claim 22 Plaintiffs state a cause of action against Defendants alleging that Defendants' 23 "workers/employees" caused an estimated $12,993.55 in physical damage to Plaintiffs' house. 24 (Verified Compl., 3, Aug. 14, 2013). Plaintiffs allege Defendants are liable for said damages 25 via a respondeat superior theory. Id. This alleged cause of action is unaffected by Plaintiffs' 26 ability to legally enforce a lease agreement or their timely acquisition of a business license. 27 Further, Defendants did not specifically address this particular claim by Plaintiffs in their 28
Page 8 of9 motion to dismiss. Thus this claim withstands that dismissal motion.
2 Ill 3 Ill 4 Ill 5 CONCLUSION 6 Based upon the foregoing, Defendants' motion to dismiss is hereby GRANTED in part, 7 such that the fraud claim and any and all claims pertaining to the lease agreement are hereby 8 dismissed. The claim regarding a cause of action for damage to real and/or personal property, 9 as well as any other cognizable claims not discussed above, survive the motion to dismiss.
11 SO ORDERED this f1-rrt day of February, 2014. 12
15 HON. JAMES L. CANTO II 16 Judge, Superior Court of Guam 17
Page 9 of9