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4 G U A M 'BY' 4 . in. IIN THE E SUPERIOR COURT CO OF O F GUAM :By:..__ct,-1c1-----~ 55
66 VINCENTE. VINCENT LUJAN, CIVIL CASE NO. CI no. CV0595-24
7 7 Plaintiff, Plaintiff; 8 8
vs. 99
10 1 DECISION AND ORDER DECISION ORDER PAGO BAY HOMEOWNERS Re: Defendant 's Motion Motion to Dismiss, or in Defendant's in the the 11 ASSOCIATION, THE PAGO BAY T HE PAGO BAY Alternative, Motion to to Strike and for for aa More More HOMEOWNERS ASSOCIATION, HOMEOWNERS ASSOCIATION, INC., INC., DefiniteStatement Definite Statement 12 12 DUNCAN HORNE, DUNCAN HORNE, BRUCE REYNOLDS, GENE DYDASCO, MARIE MARIE P. p. LIZAMA, LIZAMA, 13 1 Director of Revenue & Taxation, and and DOES DOES I 14 14 through XIII, through XIII,
15 1 Defendants. Defendants. 16 16
17 17
On On February February 4, 4, 2025, matter came 2025, this matter camebefore beforethe theHon. Hon.Arthur Arthur R. R. Barcinas for a hearing 18 18
19 19 on Defendant's Motion to Defendant's Motion to Dismiss, Dismiss, or or in in the the Alternative, Alterative, Motion to Strike and for Strike and for a More
20 20 Definite Statement Definite ("Motion"), filed on December Statement ("Motion"), 4, 2024 December 4, 2024 by Defendants Pal o Bay Defendants Pago Bay 21 21 HOmeowners Association, The Homeowners Association, The Pago Page Bay Homeowners Association, Inc., Home, Bruce Inc., Duncan Home, 22 2 Reynolds, Reynolds, and and Gene Gene Dydasco (collectively, "Defendants"). Plaintiff (collectively, "Defendants"). Plaintiff Vincent Vincent EE. LLujan ujan 223
("Plaintiff') ("Plaintiff')was wasrepresented represented by by Attorney Attorney Carlos CarlosTaitano, Taitano, and andDefendants Defendants were were represented represented by 24 2
25 25 Attorney G. Patrick Patrick Civille. Civille.
26 26 BACK GROUND BACKGROUND 27 2 This This matter arises from matter arises from a homeowners' homeowners' association governance governance dispute disputebetween betweenPlaintiff Plaintiff 228
and Defendants.Defendant and Defendants. DefendantPago Palo Bay Bay Homeowners Homeowners Association, Association,Inc. Inc.("PBHA") ("PBHA") is is aa nonprofit nonprofit Decision and Decision and Order, Order; CV0595-24 Vicente E. E. Lujan Lujan vs. vs. Pago Bay Homeowners Association, et Pogo Bay et al.
corporate body body that thatmanages managesthe thesixteen-lot sixteen-lotsubdivision subdivisionof ofPago Palo Bay Bay Estates, Estates, and and Plaintiff Plaintiff owns
2 one of those those lots. lots. The PBHAboard The PBHA board allegedly allegedly levied levied aa$1,500 $1,500 special special assessment assessment on on all all lot
3 owners within owners within the the Pago Bay Estates Palo Bay Estates subdivision, subdivision, including including Plaintiff. Plaintiffs Plaintiff Plaintiff filed a Complaint
4 subsequent Fir and subsequent First st Amended Complaint (("FAC") in in objection objection to to the the special special assessment assessment 5 inter alia, seeking, inter to cancel a/ia, to cancel the the PBHA's PBHA'sincorporation incorporation certificate, certificate, abate abate the assessments, assessments, 6 recover damages recover damages for breach of fiduciary alleged breach for alleged fiduciary duty, duty, and and obtain obtain injunctive injunctive and and declaratory declaratory 7
8 The FAC relief. The FACincorporated incorporatedeight eightcauses causes ofofaction actionover overforty forty pages pages and and also also made made purported purported
9 derivative claims on behalf of all other lot lot owners owners in in Pago Bay Estates. Palo Bay Estates. 10 On December 4, 2024, 2024, PBHA filedthe PBHA filed the instant instant Motion, Motion, arguing arguing that that Plaintiff Plaintiff had failed II to satisfy to satisfy the the pleading pleading standard standardofofGuam GuamRule Ruleof ofCivil Civil Procedure Procedure ("GRCP") S(a), had ("GRCP") 8(a), had failed to to 12
13 meet the heightened meet heightened fraud fraud particularity particularity standard standard of of GRCP 9(b), and GRCP 9(b), and had had asserted asserted improper improper
14 claims for "derivative" claims for unnamed unnamed homeowners pursuant pursuant to toGRCP 23.1. PBHA GRCP 23.1. further argued PBHA further argued in 15 the alternative that Plaintiff alterative that Plaintiffshould shouldbe berequired required toto re-plead re-plead with with aa more more definite definitestatement statement for 16 lack of lack of clarity clarity pursuant pursuant to GRCP GRCP12(e), 12(e), and and toto strike strike all allredundant redundant and and immaterial immaterial matter matter for 17 lack of lack of conciseness pursuant pursuant to toGRCP 12(f). GRCP 12(f). 18
19 On Jan Januaryy 2, 2025, 2025, Plaintiff filed hhis opposition is op p osit tto tthe Motion, h Mot argumg ion , ar g u in tthat h his h
20 repeated use repeated use of of the the term term"or" "or" to to incorporate incorporate prior avermentsisisvalid prior averments underthe valid under theGuam GuamRules Rules of of
21 CivilProcedure, Civil Procedure, and and that that allegations made upon upon "information and belief' "infomlation and belief'are are acceptable acceptable under under 22 Guam law. 23 · On On February February 4, 4, 2025, 2025, the Court Court took took the the matter matter under advisement. 24
25 DISCUSSION D I S CUS S I ON
26 PBHA BH A f irfirst s t a rargues g u e s tthat h a tthe h aalleged lle u it y and aambiguity n d verbosity r b os it y of of the h e FAC warrant C wa r an
27 dismissal under GRCP S(a), 9(a), GRCP 8(a), 9(a), and and 12(b)(6), l2(b)(6), or or modification modification under under GRCP 12(e) and GRCP 12(e) and 12(f). l2(f). 28
Page of9 Page2 of Decision D and Order; ec i s i o n an O , CV0595-24 CV V i c en te E. Vicente E Lujan L vs. Pag vs Pago e BBay Homeowners ay Ho meo w n er s AAssociation, et al s s o c i ati o n , et al.
GRCPRule GRCP Rule12(b)(6) 12(b)(6) allows allows aa court court to to dismiss dismiss aa complaint complaint for for failure failure to to state state a claim l
22 upon which upon which relief reliefcan canbe be granted. granted. See Guam R. Civ. Civ. P. P. 12(b)(6). 12(b)(6). Guam law requires requires only only aa short
3 3 and plain statement statementof ofthe theclaim claimshowing showing entitlement entitlementtotorelief. relief Ukau v. v. Wang, 2016 Guam Wang, 2016 Guam26 26 1] ,r 4 52. Whether 52. Whether a plaintiff plaintiff pleaded pleaded or proved proved his claim claim by by preponderance preponderance of the the evidence evidence is 5 immaterial at 12(b)(6) phase; at the l2(b)(6) phase, Plaintiff merely has Plaintiff merely has to to state state sufficient sufficient facts to to place Defendant 6
7 on notice of his claim. Wang, 26 1[53. Wang, 2016 Guam 26 53. In Inruling ruling bn ,r Onaamotion motionto todismiss dismissunder underGRCP GRCP
8 8 12(b)(6), theCourt 12(b)(6), the accept all must accept Court must all the the well-pleaded facts as well-pleaded facts as true, true, construe construe the the pleading pleading in the
9 light most light most favorable to the non-moving party, and and resolve all all doubts doubts in the non-moving party's
10 10 favor. Cruz v. favor. Cruz v. Cruz, 2023 Guam Cruz, 2023 Guam20 ,r 10. 2011 I 0. Dismissal to state Dismissal for failure to state a claim is is appropriate appropriate 11 only ififitit appears only appears beyond beyond doubt doubt that that the non-moving party can prove no set of of facts facts in in support support of of 12
13 13 his claim which would his would entitle entitle him to to relief. Id. relief Id.
14 1 Under Guam Under Guam law, law, any any pleading pleading which whichsets sets forth forth aa claim claim for for relief reliefmust must contain, contain, among 15 other things, "a other things, "a short short and and plain statement statement of of the the claim that the pleader is entitled claim showing that entitled to 16 relief." relief." GRCP GRCP8(a). 8(a). Each Each averment averment of of aa pleading pleading must must be be simple, concise, and simple, concise, and direct. direct. GRCP GRCP 17
8(e)(l). If the pleading If the pleading involves involves aa fraud fraud claim, claim, the the circumstances circumstances constituting constituting the fraud must 18 18
19 also be plead also plead with with particularity. particularity. GRCP 9(b ). "When applying GRCP 9(b). applying Rule Rule 9(b)'s 9(b )'s heightened heightened pleading
220 requirements to to determine whether a complaint should be dismissed for failure failure to to state state a claim, 221 construe the the Court must construe the complaint complaint in in the the light light most most favorable favorable to to the the plaintiff." Smith v. plaintiff" Smith v. 222 Allstate Ins. Allstate Ins. Co., Co., 160 F.Supp.2d 1150, 160 F.Supp.2d 1153 (S.D. 1150, 1153 (S.D. Cal. Cal. 2001) (citing Parks 2001) (citing ofBusiness School of Parks School Business v. v. 23
Symington, 1480, 1484 Symington, 51 F.3d 1480, 1484 (9th (9thCir. Cir. 1997)). 1997))."A "A complaint complaint should not be dismissed unless it 224
25 appears beyond doubt appears beyond doubt that theplaintiff thatthe can prove plaintiff can prove no no set setof of facts factsin in support supportof ofhis his claim claim which which
226 would entitle would to relief." Id. entitle him to Id. 227
Page3 of Page of9 Decision and Decision and Order; Order, CV0595-24 CV0595-24 Vicente E. Lujan vs. vs. Pogo Pago Bay BayHomeowners Homeowners Association, Association, et et al. al.
Under Under Guam Guam law, law, there there are are five five elements elements of of fraud: fraud: (1) (1) AAmisrepresentation, (2) misrepresentation; (2)
2 offalsity Knowledge of falsity (or (orscienter), scienter); (3) (3)Intent Intenttotodefraud defraud totoinduce induce reliance, reliance; (4) (4)Justifiable Justifiable
3 reliance; and reliance, Resulting damages. and (5) Resulting Ukau v. damages. Ukau v. Wang, Wang, 2015 2015 Guam Guam 26 ,r 36. 26 11 36."[GRCP] "[GRCP] 9(b) 9(b)
4 provides, in in relevant relevant part, part, that that "the "the circumstances circumstances constituting fraud or mistake shall be stated constituting fraud stated 5 particularity" and with particularity" and that that"[m]alice, "[m]alice, intent, intent,knowledge, knowledge, and andother otherconditions conditionsof of mind mind of of a 6
7 person may may be averred averred generally." Id. ,r 35. Id. 11 35. This This standard standard isisknown known as as the the "who, "who, what, when,
8 where, and where, and how" requirement. Id. While itit isisa amore requirement. Id. moreheightened heightenedstandard standard than than the the notice notice
9 pleading established pleading establishedby byGRCP GRCP 12(b)(6), l2(b)(6), itit still still does does not not require require a plaintiff plaintiff to to prove prove a claim claim of of 10 fraud at the the pleading pleading stage. Id. ,r stage. Id. 1147. Instead,aaplaintiff 47. Instead, plaintiffmust mustprovide providefacts factswith with"sufficient "sufficient detail 11 to provide provide notice notice to to defendants defendants as as to to what what particular particular fraudulent action is fraudulent action is being being alleged. alleged. Id. Id. 12
13 "Whilestatements "While statements of oftime, time, place, place, and and nature nature of ofthe the alleged alleged fraudulent fraudulent activities are are sufficient,
14 conclusory allegations mere conclusory allegations of fraud fraud are are insufficient. Taitano v. insufficient. Taitano v. Calvo Calvo Finance Finance Corp., Corp., 2008 2008 15 Guam 12 ,rii 15. Similarly, allegations Guam based entirely allegations based entirely on information and and belief do do not not usually usually 16 satisfy the particularity particularity requirement requirementof ofRule Rule 9(b). 9(b). Id. Id. 17 If Ifthe the pleading pleading isis so so vague vagueororambiguous ambiguous that that aa party party cannot cannot be be reasonably reasonably required to 18
19 frame aa responsive responsive pleading, pleading, the the responding responding party party may move for for aa more more definite definitestatement statement
20 before filing filing aa responsive responsive pleading. pleading. GRCP l2(e). 12(e).Upon Uponmotion motionby bythe theresponding responding party, party, the the 21 Court may also also order order stricken stricken from from the the pleading pleading"any "anyredundant, redundant, immaterial, immaterial, impertinent, impertinent, or 22 scandalous matter." scandalous matter."GRCP GRCP12(f). l2(f). 23 Finally, pursuant pursuant totoGRCP GRCP 23.1, 23.1, aa derivative derivative action actionrequires requiresPlaintiff Plaintiffto to file file a verified 24
25 complaint seeking to complaint seeking to enforce enforce aa right right ofofa acorporation corporationororunincorporated unincorporated association. association. The
26 complaint must must allege allege that that Plaintiff Plaintiff was a member of of the the corporation corporation or or association association at the time 27 of ofthe the transaction at issue, transaction at issue,and andmust mustplead pleadwith withparticularity particularitywhat whatefforts, efforts,ififany, any,Plaintiff Plaintiff took to 28
Page4 e of9 f Decision D and Order; ec i s i o n an O , CV0595-24 CV Vicente i c en te E. Lujan uc vs. Pag vs Pagoe BBay Homeowners ay Ho meo w n er s AAssociation, et al s o c i ati o n , et al.
obtain the the desired desired relief relief from Hom the officers or or directions directions of of the the corporation corporation or association. association. "The "The
2 derivative action derivative action may maintained if itit appears may not be maintained appears that that the the plaintiff does not fairly plaintiff does fairly and and
3 adequately represent the the interests interests of of the the shareholders shareholders or or members members similarly similarly situated situated in in enforcing enforcing
4 the right of of the the corporation corporation or or association." association." GRCP GRCP 23.1. 5 11. GRCP S(a) RCP 8 6 PBHAfirst PBHA firstargues argues for for dismissal dismissal under under GRCP GRCP 8(a), alleging that that the thePlaintiffs Plaintiffs PAC is so FAC is so 7
8 ambiguous that verbose and ambiguous that PBHA is unable PBHA is unable to to provide provide aa proper proper response. response. PBHA PBHAasserts asserts that that
9 Plaintiff is "pleading Plaintiff "pleading in in the the disjunctive disjunctive various various acts acts allegedly allegedly performed performed by by any number of any number
10 defendants" and defendants" and that that"it "it is is impossible impossible to to know know which which acts acts are are being being complained complained of, of, or which 11 defendant was defendant was allegedly involved in allegedly involved in taking taking the the alleged actions," actions," which which renders renders it impossible for 12
13 PBHAtotoadequately PBHA adequately respond. respond. Mot., Mot., at at 8. 8. The The Court Court agrees.
14 Pursuant to Pursuant to GRCP 8(a), aa complaint GRCP 8(a), complaint must must provide provide "a "a short short and and plain" plain" statement statement of the the 15 that the claim showing that the pleader pleader is is entitled entitled to to relief, relief, giving defendants fair notice of giving defendants of the the basis for 16 each claim. each Here, the claim. Here, the FAC PAC spans spans forty forty pages, pages, eight eightcauses causes of ofaction, action, and and aathirty-paragraph thirty-paragraph 17 relief without player for relief without clearly clearly linking linking specific specific facts facts to to specific specific claims claims or or defendants. defendants. It is is 18
19 neither short neither short nor plain, and the plain, and the confusion confusion created created by by this this scattershot scattershot approach approach precludes fair
20 notice. notice.
21 Similarly, GRCP 8(e)(1) Similarly, 8(e)(l)requires requires that that "each "each averment of aa pleading averment of pleading shall shall be be simple, simple, 22 concise, and concise, direct." Instead, and direct." Instead, the PACconsistently the FAC consistently packs packs multiple multiple alternative alternative theories theories and and 23 conclusory statements conclusory statements into into single single run-on run-on paragraphs, paragraphs,while while also also vaguely previous vaguely referencing previous 24
25 claims, e.g. e.g.
26 108. The foforegoing-described 108. re g o -d e s c ri b e d actions a c t i o n sor o r conduct c o n d u c t of of HHome, o me Reynolds, Reynolds, Dydasco, or TPBHAI are or is illegal, unlawful, invalid, TPBHAI are or is illegal, unlawful, invalid, 27 voidable, conspiratorial, void, voidable, conspiratorial, malicious, malicious, vexatious, vexatious, oppressive, oppressive, 28 willful misconduct, reckless misconduct, gross negligent
Page 55 of9 P o \
Decision and Decision and Order; Order, CV0595-24 Vicente E. Lujan PagoBay Lujan vs. Palo BayHomeowners HomeownersAssociation, Association,et et al.
misconduct, negligent, misconduct, negligent, otherwise otherwise tortuous, tortious, groundless, groundless, knowing, l improper, imp e r , or con conscious,s, flagrant r an t indifference in d if f e r e n ce to t o the t h e rights ig h t s of 2 2 [Plaintiff], [Plaintiff], without substantial stantial justification, justification, without pprobable rob ab cause, ultra vires, breach of fiduciary duty, fires, breach duty, or violation or or breach breach 3 3 of the Declaration, or the of the Articles Articles of Incorporation or the the By-laws By-laws ofthePBHA. of the PBHA. 4 4
55 ,r FAC,11 I108. FAC, This manner 08. This manner of of writing writing is consistent consistent through through the theFAC, and Plaintiff FAC, and notably uses Plaintiff notably uses
6 some variation of the the phrase phrase"illegal, "illegal, unlawful, unlawful, invalid" in lists invalid" in lists with with various various other other synonyms synonyms at at 7 7 least thirty times throughout the entire document. This structure flouts This structure flouts the the standard standard established 8
by GRCP by GRCP8(e)(l) 8(e)(l)and andonly onlycompounds compoundsthe theproblem problemofofnotice noticepresented presented by the the GRCP 8(a) issue GRCP 8(a) issue 9
IO0 1 above. Plaintiff above. argues that Plaintiff argues that GRCP IO(c)permits GRCP l0(c) permitsincorporation incorporation by by reference. reference. However, itit does does
II not justify embedding each not each of of the the FAC's previous paragraphs FAC's previous paragraphs in each count, particularly when 12 paragraphs involve said paragraphs involve multiple unrelated theories. multiple unrelated theories.This This manner manner of of omnibus omnibus incorporation incorporation only only
133 1 obscures the obscures the operative operative facts factsand andprevents preventsPBHA PBHA from from determining determining which allegations which specific allegations 14 14
support which support which claim. claim. Thus, Thus, the the Court Court also also finds that Plaintiff finds that fails to Plaintiff fails to meet meet the the GRCP 8(e) GRCP 8(e) 15 1
166 1 standard. standard.
17 1 z. 2. GRCP 9(b) 18 PBHAalso PBHA alsoargues argues that that the the FAC fails to FAC fails to meet meet the heightened particularity standard set by particularity standard 19 GRCP9(b). GRCP 9(b ). InInopposition, opposition, Plaintiff Plaintiffasserts asserts that that he he sufficiently sufficientlypled pied"general "generalfraud, fraud, statutory statutory 20 20
fraud, common law fraud, law fraud, fraud, actual actual fraud, fraud, or or constructive constructive fraud." fraud." Opp., Opp., at at 7. 7. The The Court agrees agrees with with 21
22 2 PBHA that Plaintiff PBHAthat not plead does not Plaintiffdoes plead fraud fraud with with particularity particularity as as required requiredby by GRCP 9(a). While GRCP 9(a). While
23 2 Plaintiff alludes Plaintiff alludes to to "fraudulent" "fraudulent" conduct conduct at multiple points throughout throughout the the FFAC, AC, none of of the the 24 counts actually counts actually plead plead a standalone standalone fraud fraud cause causeof ofaction. action.The The FAC simply does FAC simply does not not detail detail the the 25 25
"who, what, "who, what, when, when, where, where, and and how" how" ofofany anymisrepresentation misrepresentation or or concealment concealment that that itit alleges, alleges, to to 26 26
27 2 the extent the thatititalleges extentthat allegesany anyatatall allas aseven evenPlaintiffs Plaintiff's opposition opposition argument argument does does not not specifically specifically
28 28 state what type state what fraud isis actually of fraud typeof actually being being pied. pled. Furthermore, Furthermore, large large parts partsof of the theFAC's reference FAC's reference
PPage 6 of9 ag e 6 o Decision and Decision and Order, Order; CV0595-24 CV0595-24 Vicente E. Lucan Vicente Lujan vs. vs. Pogo BayHomeowners Pago Bay Homeowners Association, Association, et et al.
to fraud fraud are are predicated predicatedon oninformation information and andbelief, belief and allegations based based entirely entirely on on information information l
2 2 and belief do not not usually usually satisfy satisfy the the particularity requirement requirement of of Rule 9(b ). Taitano Rule 9(b). v. Calvo Taitano v.
3 3 Corp., 2008 Finance Corp., 2008 Guam Guam12 1211 15. ,r 15. Thus, Thus, the the Court finds that that any fraud fraud theory theory presented presented by 4 4 the FAC the is dismissed FAC is dismissed for for failure failure to to satisfy satisfy GRCP 9(b GRCP 9(b). 5 5
3. GRCP23.1 RCP 23 6 6
7 PBHAfurther PBHA furtherargues argues that, that, by seeking relief on behalf of all other other lot-owners, Plaintiff purports Plaintiff purports
8 to assert to assert derivative derivativeclaims, claims,but butfails fails to to comply comply with with GRCP 23.1 because GRCP 23.1 because aa derivative derivative action is 9 by aa shareholder initiated by shareholder to assert assert aa right right belonging belonging to to a corporation. corporation. The Court agrees. The Court agrees. Under 10 1 law, aa derivative Guam law, derivative action action may may be be "brought "brought by by one one or or more more shareholders shareholders or or members members to 11 11 enforce enfor ce a rright of aa cor ig ht of corporation or ofofananunincor p or ation or unincorporated association, the p or ated association, the cor corporation or p or ation or 12
association having failed to to enforce a right which may properly which may properly be be asserted asserted by by it." it." Plaintiff has Plaintiff has 13 1
14 1 assertions that made no assertions thathe he isis attempting attemptingtotoenforce enforceany anyright rightof ofPBHA, any right PBHA, particularly any
15 that that PBHA previouslyfailed PBHA previously failedtotoassert. assert. Plaintiff Plaintiffinstead instead purports purports to to "bring a derivative cause cause of of 16 1 action on behalf of other action other members members of of the the dissolved dissolved PBHA," and argues PBHA," and argues that that "even a single single 17 1
member of the member the PBHA, like[Plaintiff] PBHA, like [Plaintiff]may maymaintain maintainaaderivative derivativecause cause of ofaction action under under Rule Rule 23.1 23.1 18 1
199 1 'adequately representing' as 'adequately representing' only only himself as a member." The Court himself as Court does does not not find find this this argument argument
20 2 compelling, as at all compelling, as the the Ninth Ninth Circuit Circuit has has held heldthat that ififa ashareholder shareholder has has aa direct, direct, personal personal 21 interest in interest in his cause of action, then then the the claim is not claim is not derivative. derivative. See, See, e.g. e.g. Meland Melany v. v. WEBER, WEBER, 2 22 22
F.4th 838, 868 F.4th 868 (9th (9th Cir. Cir. 2021). 2021). Further, Furrier, on March 5, 2025, March 5, 2025, the Court Court issued an an Order Order enjoining enjoining 23 2
Defendants Defend ants from fr om taking taking any action to any action to enfor enforce collection collection of ofassessments assessments ag against ainst Plaintiff 24 2
255 2 pendente lite. pendent lite. In that Order, the the Court stated that Court stated that any any homeowner homeowner who believes believes that that they have a 26 2 derivative claim to derivative this suit to this suit could, could, within withinthirty thirty(30) (30) days, days, request request to to have have that that protection protection 27 2
28 28
PPage7 ag e of9 o Decision D and Order;, CV0595-24 ec i s i o n an CV Vicente i c en te E. Lujan vs vs.. Po Pago g o BBay Homeowners ay Ho meo w n er s AAssociation, et al s o c i ati o n , et al.
extended to extended to them them upon upon submission submission of of affidavit. affidavit. No other lot-owners No other Jot-owners submitted submitted an an affidavit affidavit in l
2 2 that that time, time, effectively effectively rendering rendering Plaintiff Plaintiff the sole party party to to his his derivative derivative claim. claim.
3 3 Accordingly, the Accordingly, the Court GRANTS a dismissal of of the derivative claims. claims.
4 4 1. 1. GRCP 12(b)(6) 5 5 Based on Based on the the above above arguments, arguments, Plaintiff Plaintiffhas has not notmet metthe thestatutory statutory requirements requirements for 6 6
7 pleading. Counts I-III pleading. Counts of the I-III of the FAC FACare areexpressly expresslystated stated to be acts acts of of fraud, fraud,which which Plaintiffhas Plaintiff not
8 met standard for, met the pleading standard andeven for, and evenifif they theywere werenot, not,all allof ofthe theclaims claims put putforth forthin in the theFAC FAC
9 are so are so ambiguous ambiguous that that they they do do not not give sufficient notice give sufficient notice as as to to which party is which party is responsible responsible for 10 what relief. Each Eachcount count ofofthe the FAC FACasserts, asserts, essentially, essentially, that that either either one one or or some some or or all of the all of the II defendants performed defendants performed one one or or more more acts actseither eitherillegally illegally or or invalidly or unfairly invalidly or unfairly and and that that one or 12 1
13 1 of the some or all of the defendants defendants should should be be found found liable for one or more of of those those acts. acts. That That could
14 14 mean anything, mean anything, and puts no-one on on notice. notice. So So far as as the the Court Court can can determine, determine, Count Count V V does not
15 even state even state aa claim, exists only to claim, but exists to state state that that this action action affects affects the the title of ofreal real property, property, 166 1 any explanation without any explanation as as to to how how that that contributes contributes to to the the greater greater argument. argument. Thus, Thus, the Court 117
finds that the the FAC does not FAC does not meet the the notice notice pleading pleading standard standard of of 12(b)(6). l2(b)(6). 18 1
19 1 Upon review, Upon review, however, however, the the Court Court determines determines that, that, with the the exception of of the the derivative
20 2 claims, the Court ORDERS Plaintiff Plaintiff to to submit submit aa more more definite definite statement statement pursuant pursuanttotoGRCP GRCP
21 2 12(e). Further, l2(e). Further, the S that the Court O R D E RS that any impertinent, or any remaining immaterial, impertinent, or redundant redundant 22 22 those relating allegations, particularly those relating solely theories or solely to derivative theories or featuring featuring conclusory conclusory lists 23 2
24 of adjectives, of adjectives, should be stricken stricken pursuant pursuant to to GRCP 12(f), so GRCP 12(t), so as as to to streamline streamline the the pleading and
25 25 its focus narrow its focus to to the the genuinely genuinely contested contested issues issues in in this this matter. matter. 26 2
27 27
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CONCLUSION l
22 Based on Based on the the foregoing, foregoing, the the Court Court hereby hereby ORDERS that that Plaintiff submit submit aa second second
3 Amended Complaint Complaint within within fifteen fifteen (15) (15) days, days, having stricken from said Complaint Complaint all all theories theories 4 based on solely based on derivative derivative claims claims and and all allredundant, redundant, immaterial, immaterial, impertinent, impertinent, or or scandalous scandalous 5 matter. matter. 6
8 IT IS IS SO SOORDERED ORDERED MAY g g92025 MAY O 2025 --------- 9
IO 10 ,,,\/` ./* ,q,/a /-..a-; I ,\ 11 11 ft . \ '> ( 6 ' _ (". _ , /.
12 HONORABLE"}{THURR B;;Rc1nAs/ Judge, Superior cbufpéfguam /» / 13 13 ~&0,7" ,.,." -v . , 114
15 15
16 16
18 18
220 0
22 2
25 25
226 6
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