Reshma Dave v. 2012 Bobby Shah Irrevocable Trust, et al.

• Court: District Court, D. Arizona
• Decided: October 22, 2025
• Docket: 3:24-cv-08053
• Status: Unknown

Opinion

1 WO 2 3 4 5 6 IN THE UNITED STATES DISTRICT COURT 7 FOR THE DISTRICT OF ARIZONA

9 Reshma Dave, No. CV-24-08053-PCT-DLR

10 Plaintiff, ORDER

11 v.

12 2012 Bobby Shah Irrevocable Trust, et al.,

13 Defendants. 14 15 16 Before the Court are four motions: Defendant 2012 Bobby Shah Irrevocable Trust’s 17 (“Trust”) motion for summary judgment (Doc. 43) and motion to stay (Doc. 58), and 18 Plaintiff Reshma Dave’s motion for partial summary judgment (Doc. 51) and second 19 motion to amend the complaint (Doc. 67). All motions are fully briefed. (Docs. 51, 52, 53, 20 63, 64, 68.) For the reasons set forth below, the Court denies the Trust’s motion to stay, 21 grants its motion for summary judgment, and denies Dave’s motion for partial summary 22 judgment and motion to amend the complaint. 23 I. Background 24 This case arises from an alleged scheme by Bobby Shah (“Shah”), co-trustee of the 25 Trust, to move the Trust and shield assets from Dave. Dave and Shah are married but are 26 currently in divorce proceedings in Arizona state court. (Doc. 31 ¶ 1.) In 2012, while they 27 were still together, Shah formed the Trust with its situs in Arizona. (Id. ¶ 5.) A decade after 28 its formation, Shah took steps to move the Trust situs and petition a South Dakota court to 1 assume supervision of the Trust. 2 Shah and Michael Wright, co-trustee, filed a petition “for court supervision and 3 sealing of court file” (“Petition”) in South Dakota state court under S.D. Codified Laws § 4 21-22-9 on February 6, 2024. (Doc. 31 at 8–11.) The Petition included an inventory of the 5 Trust assets, a copy of the governing Trust instrument, and a statement of interested parties. 6 (Id. at 11; Docs. 10-2; 10-3.) Dave was listed as an interested party and a copy of the 7 Petition, and its attachments were served on Dave. (Docs. 10-3; 10-4.) Dave received notice 8 of the hearing scheduled for the Petition. (Doc. 10-5.) The South Dakota court held the 9 hearing and entered an order confirming the court’s supervision (“Order”). (Doc. 10-6.) 10 Neither Dave nor any attorney on behalf of Dave appeared at the hearing or filed any 11 objection to the Petition. (Docs. 10-4; 10-5; 10-8.) A notice of entry of the Order was 12 mailed to Dave, and Shah filed the judgment in the divorce proceedings with the Arizona 13 state court. (Docs. 10-7; 10-8.) 14 Two days after the South Dakota court issued the Order, Dave filed the present suit. 15 (Compare Doc. 1, with Doc. 10-8 at 9.) Dave brings three counts against the Trust: (1) 16 aiding and abetting Shah’s breach of fiduciary duty; (2) intentional fraudulent transfer; and 17 (3) constructive fraudulent transfer. (Doc. 31 at 4–5.) The second and third claims are 18 brought under the Uniform Fraudulent Transfer Act (“UFTA”). A.R.S. § 44-1001 et seq. 19 (Id. ¶¶ 26, 30.) The Trust moved to dismiss for lack of subject-matter jurisdiction. (Doc. 20 8.) 21 While the Trust’s motion to dismiss was pending, Shah filed a second petition in the 22 South Dakota court on May 1, 2024, to determine beneficiaries and interested persons of 23 the Trust and to obtain approval of the Trust’s inventory and accounting (“Second 24 Petition”) under S.D. Codified Laws §§ 21-22-13 and 21-24-5(3). (Doc. 10-9.) A copy of 25 the Second Petition was mailed to Dave. (Doc. 18-5.) Dave received several notices of the 26 hearing scheduled for the Second Petition. (Docs. 18-4; 18-6; 18-7.) The South Dakota 27 court held the hearing in June 2024. (Doc. 13 at 3.) Neither Dave nor any attorney on behalf 28 of Dave appeared at the hearing or filed any objection to the Second Petition. (Id.) The 1 court entered an order after the hearing, declaring that Dave was neither a beneficiary nor 2 an interested party to the Trust and that no transfer to the Trust was fraudulent (“Second 3 Order”). (Id. at 3, 12–13.) The Trust notified this Court of the South Dakota court’s order. 4 (Id.) Shortly thereafter, Dave filed a “Motion for Partial Summary Judgment re: Non- 5 Preclusive Effect of South Dakota State Court Orders,” asking this Court to rule that she is 6 not bound by the Second Order and that the decision has no preclusive effect on this case. 7 (Doc. 14.) 8 In a combined order, the Court denied both the Trust’s motion to dismiss and Dave’s 9 motion for partial summary judgment. (Doc. 24.) The Court concluded that Dave’s motion 10 was premature because the Trust had not raised preclusion as an affirmative defense. (Id. 11 at 7.) The Trust has since done so. (Doc. 35 at 8–9.) Now the Trust moves for summary 12 judgment urging the Court to find the Second Order preclusive (Doc. 43), while Dave again 13 moves for partial summary judgment requesting the Court find the Second Order is not 14 preclusive. (Doc. 51.) While both motions were still pending, the Trust moved to stay this 15 case until the end of the divorce proceedings in Arizona state court. (Doc. 58.) 16 II. Motion to Stay 17 The Court first addresses the Trust’s motion to stay because if granted it would be 18 unnecessary to resolve the motions for summary judgment at this time. The Trust asks the 19 Court to stay this case and all pending matters under the “Colorado River Abstention 20 Doctrine.” (Doc. 58 at 3.) But the Trust does not even attempt to engage with the Colorado 21 River factors, outlined below, and makes only conclusory assertions in support of its 22 argument. Accordingly, the Court cannot conclude that Colorado River necessitates a stay 23 in this matter. 24 Federal courts have a “virtually unflagging obligation . . . to exercise the jurisdiction 25 given them.” Colorado River Water Conservation Dist. v. United States, 424 U.S. 800, 817 26 (1976). In exceptional circumstances, “considerations of wise judicial administration, 27 giving regard to conservation of judicial resources and comprehensive disposition of 28 litigation” can support a stay or dismissal of federal litigation in favor of parallel state 1 proceedings. Ernest Bock, LLC v. Steelman, 76 F.4th 827, 836 (9th Cir. 2023) (quoting 2 Colorado River, 424 U.S. at 817 (internal quotations and citations omitted)). However, a 3 stay of federal proceedings in favor of state proceedings “is the exception, not the rule.” 4 Colorado River, 424 U.S. at 813. “Generally, as between state and federal courts, the rule 5 is that the pendency of an action in the state court is no bar to proceedings concerning the 6 same matter in the Federal court having jurisdiction.” Id. at 817 (internal quotation 7 omitted). 8 Courts in the Ninth Circuit use an eight-factor balancing test to determine if a 9 Colorado River stay is appropriate. The factors include: 10 (1) which court first assumed jurisdiction over any property at stake; (2) the inconvenience of the federal forum; (3) the desire 11 to avoid piecemeal litigation; (4) the order in which the forums obtained jurisdiction; (5) whether federal law or state law 12 provides the rule of decision on the merits; (6) whether the state court proceedings can adequately protect the rights of the 13 federal litigants; (7) the desire to avoid forum shopping; and (8) whether the state court proceedings will resolve all issues 14 before the federal court. 15 R.R. Street & Co. Inc. v. Transport Ins. Co., 656 F.3d 966, 978–79 (9th Cir. 2011). These 16 factors are not applied as a “mechanical checklist,” but rather in “a pragmatic, flexible 17 manner with a view to the realities of the case at hand.” Moses H. Cone Mem’l Hosp. v. 18 Mercury Constr. Corp., 460 U.S. 1, 16, 21 (1983). “[S]ome factors may weigh for or 19 against the exercise of jurisdiction while others primarily serve as a bar to stay or 20 dismissal.” R.R. Street & Co. Inc., 656 F.3d at 979. “Any doubt as to whether a factor exists 21 should be resolved against a stay” or dismissal. Travelers Indem. Co. v. Madonna, 914 F.2d 22 1364, 1369 (9th Cir. 1990). 23 The first factor—whether either court has taken control of the property that is the 24 subject of the litigation—weighs against a stay. This is not an in rem proceeding, and so 25 the factor is absent. Moye v. Midland Funding LLC, No. CV-15-00931-PHX-JJT, 2015 WL 26 10458833, at *2 (D. Ariz. Dec. 21, 2015) (citing Murphy v. Uncle Ben’s, Inc., 168 F.3d 27 734, 738 (5th Cir. 1999) (noting the absence of this factor weighs against a stay)). 28 The second factor—the inconvenience of the federal forum—also weighs against a 1 stay, as both the state and federal forums are in Arizona. Although the state forum is in 2 Mohave County and the federal forum is in Maricopa County, the Trust makes no argument 3 that the federal forum is inconvenient because of the distance between the two. 4 The third factor—the desire to avoid piecemeal litigation—is neutral. While some 5 claims addressed in the Arizona state court could inform the present lawsuit, there are 6 important differences in the litigation. Significantly, the Trust is not a defendant in the 7 Arizona state suit. Thus, the issue of whether the Trust aided and abetted in Shah’s breach 8 of fiduciary duty, will never be addressed in the state suit. 9 The fourth factor—the order in which the forums obtained jurisdiction—weighs 10 against a stay even though the Arizona state suit was brought first, because the Arizona 11 state court found it does not have jurisdiction over the Trust or Dave’s claims against the 12 Trust giving rise to the present matter. Additionally, “priority should not be measured 13 exclusively by which complaint was filed first, but rather in terms of how much progress 14 has been made in the two actions.” Moses H. Cone Mem’l Hosp., 460 U.S. at 21. The Trust, 15 however, has presented no evidence that the state suit has significantly progressed beyond 16 this suit, where the Court has already addressed multiple substantive motions. 17 The fifth factor—whether federal or state law provides the rule of decision on the 18 merits—arguably favors a stay because the causes of action are brought under Arizona 19 state law. However, this Court routinely applies Arizona state law in diversity cases, so to 20 the extent this factor favors a stay, it does so marginally. 21 The sixth factor—whether the state court proceedings can adequately protect the 22 rights of the federal litigants—weighs against a stay because, while there is no doubt the 23 Arizona state court is qualified to protect federal litigants’ rights, Dave’s claims against the 24 Trust in this lawsuit will not be litigated in the state suit. 25 The seventh factor—the desire to avoid forum shopping—weighs against a stay. 26 Dave attempted to bring her claims against the Trust in Arizona state court, but that court 27 denied her motion to add the Trust as a third-party defendant. (Doc. 63 at 48–49.) This 28 belies any argument that Dave attempted to forum shop and the Trust provided no evidence 1 that she did so in bringing the present suit. 2 The eighth factor—whether the state court proceedings will resolve the issues before 3 the federal court—weighs heavily against a stay. As the Court already stated, the claims in 4 this lawsuit are different from those in the Arizona state suit and are against the Trust, while 5 the claims in the state suit are against Shah. “[A] district court may enter a Colorado River 6 stay order only if it has ‘full confidence’ that the parallel state proceeding will end the 7 litigation.” Intel Corp. v. Advanced Micro Devices, Inc., 12 F.3d 908, 913 (9th Cir. 1993) 8 (quoting Gulfstream Aerospace Corp. v. Mayacamas Corp., 485 U.S. 271, 277 (1988)). 9 The Court does not have full confidence that the state suit will end this litigation because 10 if Shah is found to have breached his fiduciary duty in the state suit there would still be 11 litigation in this suit as to whether the Trust aided and abetted that breach. 12 Only one factor marginally favors a stay while all seven other factors weigh either 13 against a stay or are neutral. The Court also notes that the eighth factor—whether the state 14 court proceedings will resolve the issues before the federal court—has outsized weight in 15 a Colorado River analysis. Thus, while weighing these factors is more than simply counting 16 them up, the Court is persuaded that denying the Trust’s request for a stay is appropriate. 17 III. Motions for Summary Judgment 18 A. Legal Standard 19 Summary judgment is appropriate when there is no genuine dispute as to any 20 material fact and, viewing those facts in a light most favorable to the non-moving party, 21 the movant is entitled to judgment as a matter of law. Fed. R. Civ. P. 56(a). A fact is 22 material if it might affect the outcome of the case, and a dispute is genuine if a reasonable 23 jury could find for the non-moving party based on the competing evidence. Anderson v. 24 Liberty Lobby, Inc., 477 U.S. 242, 248 (1986). Summary judgment may also be entered 25 “against a party who fails to make a showing sufficient to establish the existence of an 26 element essential to that party’s case, and on which that party will bear the burden of proof 27 at trial.” Celotex Corp. v. Catrett, 477 U.S. 317, 322 (1986). 28 The party seeking summary judgment “bears the initial responsibility of informing 1 the district court of the basis for its motion, and identifying those portions of [the record], 2 if any, which it believes demonstrate the absence of a genuine issue of material fact.” Id. 3 at 323 (quotation omitted). The burden then shifts to the non-movant to establish the 4 existence of a genuine and material factual dispute. Id. at 324. The non-movant “must do 5 more than simply show that there is some metaphysical doubt as to the material facts” it 6 must “come forward with specific facts showing that there is a genuine issue for trial.” 7 Matsushita Elec. Indus. Co., Ltd. v. Zenith Radio Corp., 475 U.S. 574, 586–87 (1986) 8 (internal quotation and citation omitted). “If the nonmoving party fails to produce enough 9 evidence to create a genuine issue of material fact, the moving party wins the motion for 10 summary judgment.” Nissan Fire & Marine Ins. Co., Ltd. v. Fritz Companies. Inc., 210 11 F.3d. 1099, 1103 (9th Cir. 2000). 12 In considering a motion for summary judgment, the court must regard as true the 13 non-moving party’s evidence, as long as it is supported by affidavits or other evidentiary 14 material. Anderson, 477 U.S. at 255. However, the non-moving party may not merely rest 15 on its pleadings; it must produce some significant probative evidence tending to contradict 16 the moving party’s allegations, thereby creating a material question of fact. Id. at 256–57 17 (holding that the plaintiff must present affirmative evidence to defeat a properly supported 18 motion for summary judgment); see also Taylor v. List, 880 F.2d 1040, 1045 (9th Cir. 19 1989) (“A summary judgment motion cannot be defeated by relying solely on conclusory 20 allegations unsupported by factual data.” (citation omitted)). 21 B. Analysis 22 The Trust’s motion requests that this Court find the Second Order of the South 23 Dakota court precludes this suit and thus ends this litigation, while Dave’s motion urges 24 the Court to find that order has no preclusive effect. (Doc. 43 at 5; Doc. 51 at 1.) The Trust 25 argues that South Dakota’s concepts of issue and claim preclusion are satisfied here. (Doc. 26 43 at 5–12.) Dave does not address the elements of preclusion but solely argues that the 27 Second Order is “not entitled to full faith and credit . . . because the South Dakota court 28 lacked personal jurisdiction over” her because she has no contacts with South Dakota. 1 (Doc. 51 at 4.) Thus, this Court must determine what effect to give the Second Order. 2 The Full Faith and Credit Clause of the United States Constitution provides that, 3 “Full Faith and Credit shall be given in each State to the . . . judicial Proceedings of every 4 other State.” U.S. Const. art. IV, § 1. Additionally, 28 U.S.C. § 1738 “directs all courts to 5 treat a state court judgment with the same respect that it would receive in the courts of the 6 rendering state.” Matsushita Elec. Indus. Co., Ltd. v. Epstein, 516 U.S. 367, 373 (1996); 7 see also Moreno v. UtiliQuest, LLC, 29 F.4th 567, 578 (9th Cir. 2022). Accordingly, the 8 Court must apply South Dakota law to determine the preclusive effect of the Second Order. 9 See Manufactured Home Cmtys. Inc. v. City of San Jose, 420 F.3d 1022, 1031 (9th Cir. 10 2005). 11 In South Dakota, the concept of preclusion includes both issue and claim preclusion. 12 Estate of Ducheneaux, 909 N.W.2d 730, 738 (S.D. 2018). “Issue preclusion refers to the 13 effect of a judgment in foreclosing relitigation of a matter that has been litigated and 14 decided.” Am. Fam. Ins. Grp. v. Robnik, 787 N.W.2d 768, 774 (S.D. 2010) (quoting Migra 15 v. Warren City Sch. Dist. Bd. of Educ., 465 U.S. 75, 77 n.1 (1984)). On the other hand, 16 claim preclusion serves “to prevent relitigation of an issue actually litigated or which could 17 have been properly raised and determined in a prior action.” Barnes v. Matzner, 661 18 N.W.2d 372, 377 (S.D. 2003) (quotation omitted) (emphasis in original). Both issue and 19 claim preclusion are “premised upon two maxims: a person should not be twice vexed for 20 the same cause and public policy is best served when litigation has a repose.” Healy Ranch, 21 Inc. v. Healy, 978 N.W.2d 786, 802 (S.D. 2022) (quotation omitted). For either issue or 22 claim preclusion, four elements must be established: 23 (1) the issue in the prior adjudication must be identical to the present issue, (2) there must have been a final judgment on the 24 merits in the previous case, (3) the parties in the two actions must be the same or in privity, and (4) there must have been a 25 full and fair opportunity to litigate the issues in the prior adjudication. 26 27 Id. at 799. 28 All the four elements are satisfied here. First, the present issue—whether any 1 transfers to the Trust were fraudulent— is identical to the issue resolved in the Second 2 Order. In the present suit, all three of Dave’s claims against the Trust concern alleged 3 fraudulent transfers: aiding and abetting Shah’s fraudulent transfers which was a breach of 4 his fiduciary duty; intentional fraudulent transfer; and constructive fraudulent transfer. 5 (Doc. 31 at 4–5.) In the South Dakota suit, Shah filed the Second Petition requesting an 6 order declaring, among other things, “the propriety of the transfers of any and all real 7 property and other assets to fund the” Trust. (Doc. 10-9 at 11.) The South Dakota court, in 8 its Second Order, made several declarations including: “The transfers of property to the 9 Irrevocable Trust are not fraudulent. The transfers were done with full disclosure to 10 Reshma Dave and with her participation.” (Doc. 18-9 at 13.) The issue in the prior South 11 Dakota adjudication is identical to the issue here. Even if there were any doubt as to the 12 identical nature of the issue, South Dakota courts do not require “exacting ‘issue-identity’ 13 with the earlier action” but rather “look to whether the second action attempt[s] to relitigate 14 a prior determined cause of action[.]” Healy Ranch, Inc., 978 N.W.2d at 799. “[A] cause 15 of action is comprised of the facts which give rise to, or establish, the right a party seeks to 16 enforce.” Id. The facts giving rise to the rights Dave seeks to enforce, the transfers of 17 property to the Trust, are the same facts in both actions. 18 Second, the Second Order was a final judgment on the merits. Neither party argues 19 that the Second Order was appealed or reversed. 20 Third, the requirement that the parties are the same is satisfied here. Proceedings 21 involving the administration of trusts “are different in nature than many other types of civil 22 actions wherein there is a clearly identified ‘defendant’ upon whom service of summons 23 must be made.” In re Russell I. Carver Revocable Trust, 944 N.W.2d 808, 817 (S.D. 2020). 24 “[T]here are instead several ‘interested parties,’ some of whom may object to the relief 25 requested, while others may not.” Id. As an interested party, Dave was served a copy of the 26 Second Petition and several notices of the hearing scheduled for the Second Petition. (Docs. 27 18-4; 18-5; 18-6; 18-7.) These notice procedures “satisfy the requirement in SDCL 21-24- 28 7 that ‘all persons shall be made parties who have or claim any interest which would be 1 affected by the declaration[.]’” Id. at 816. Only if an interested party is not provided due 2 notice of a requested trust declaration would the declaration not prejudice that party’s 3 rights. Id. at 817 (quoting SDCL 21-24-7). Under South Dakota law, Dave was made a 4 party to the trust administration by designating her as an interested party and providing her 5 due notice and thus the same party requirement for preclusion is satisfied. 6 Fourth, Dave had a full and fair opportunity to litigate the issues in the prior 7 adjudication. Dave was named as an interested party, served the Second Petition, and 8 provided multiple notices of the hearing on the Second Petition. “For a claim to be barred 9 by res judicata, the claim need not have been actually litigated at an earlier time. Rather, 10 the parties only need to have been provided ‘a fair opportunity to place their claims in the 11 prior litigation.’” Healy Ranch, Inc., 978 N.W.2d at 802 (quotation omitted). This issue 12 was actually litigated, and Dave had a fair opportunity to place any claim she may have 13 had in the prior suit if she desired but she chose not to. 14 The Trust has established that the elements of claim preclusion are satisfied here 15 and that the Second Order precludes this suit. Dave’s argument to contrary is unavailing. 16 She argues that the Second Order is void as to her because South Dakota did not have 17 personal jurisdiction over her. But Dave exclusively focuses on the South Dakota court’s 18 lack of in personam jurisdiction over her and ignores that court’s in rem jurisdiction over 19 the Trust. 20 “In personam jurisdiction, simply stated, is the power of a court to enter judgment 21 against a person.” United States v. Obaid, 971 F.3d 1095, 1098 (9th Cir. 2020) (quotation 22 omitted). “By contrast, in rem jurisdiction is the court’s power to adjudicate rights over 23 property.” Id. For both in personam jurisdiction and quasi in rem jurisdiction, due process 24 requires an individual to have minimum contacts with the forum state. International Shoe 25 Co. v. Washington, 326 U.S. 310, 319 (1945); Shaffer v. Heitner, 433 U.S. 186, 212 (1977). 26 But the “minimum contacts requirement does not extend to in rem actions.” Obaid, 971 27 F.3d at 1105. A “court’s in rem jurisdiction permits it to determine all claims that anyone, 28 whether named in the action or not, has to the property or thing in question.” Id. at 1100 1 (quoting Tennessee Student Assistance Corp. v. Hood, 541 U.S. 440, 448 (2004)). In an in 2 rem action, “jurisdiction over the person is irrelevant if the court has jurisdiction over the 3 property.” Id. at 1000–01 (quoting Hood, 541 U.S. at 448). 4 Although the Court has previously determined that this suit is in personam, the suit 5 in South Dakota is in rem because actions to “administer trusts” are in rem. Goncalves By 6 & Through Goncalves v. Rady Child.’s Hosp. San Diego, 865 F.3d 1237, 1253 (9th Cir. 7 2017); Princess Lida of Thurn & Taxis v. Thompson, 305 U.S. 456, 466 (1939). And Dave 8 has previously conceded that the nature of the suit in South Dakota is in rem. (Doc. 24 at 9 6.) Thus, the Second Order is not an in personam judgment against Dave, which would 10 require her to have minimum contacts with South Dakota. Rather the Second Order is an 11 in rem judgment adjudicating rights over the Trust. Whether the South Dakota court had 12 personal jurisdiction over Dave is therefore immaterial because the South Dakota court 13 indisputably has jurisdiction over the Trust. See Obaid, 971 F.3d at 1100–01. 14 Certainly, the Second Order affects Dave’s interests in the Trust, but if she wanted 15 to litigate that interest, she had an opportunity to do so. Dave’s reliance on Hanson v. 16 Denckla, 357 U.S. 235 (1958) is inapposite. (Doc. 51 at 10–11.) In Hanson, the Supreme 17 Court required minimum contacts for the defendants only because it had determined that 18 the forum state did not have in rem jurisdiction over the property. 357 U.S. at 249 (“Having 19 concluded that Florida had no in rem jurisdiction, we proceed to consider whether a 20 judgment purporting to rest on that basis is invalid in Florida and must therefore be 21 reversed.”). The South Dakota court has in rem jurisdiction over the Trust, it made a 22 judgment adjudicating rights over the Trust, and now this Court must give the proper effect 23 to that judgment. 24 IV. Motion to Amend 25 Dave filed her motion to amend her complaint (for a second time) on September 25, 26 2025, (Doc. 67) months after the March 31, 2025, deadline for amending pleadings had 27 passed, and months after the close of discovery. (Doc. 33 at 1–2). Once the Court issues a 28 scheduling order, those deadlines control unless good cause supports an amendment to the order. Fed. R. Civ. P. 16(b)(4). Good cause exists when deadlines “cannot reasonably be 2|| met despite the diligence of the party seeking the extension.” Fed. R. Civ. P. 16 Advisory || Comm.’s Notes (1983 Am.). Thus, “Rule 16(b)’s ‘good cause’ standard primarily considers the diligence of the party seeking the amendment.” Johnson v. Mammoth Recreations, Inc., 5 || 975 F.2d 604, 609 (9th Cir. 1992). Where that party has not been diligent, the inquiry ends 6 || and the motion to amend is denied. /d. Only if good cause supports deviation from the 7 || scheduling order will the Court then assesses the propriety of the motion for leave to amend 8 || by considering factors such as bad faith, undue delay, prejudice to the opposing party, 9|| futility of amendment, and whether the complaint previously has been amended. Fed. R. Civ. P. 15(a)(2); See Allen v. City of Beverly Hills, 911 F.2d 367, 373 (9th Cir. 1990). 11 Dave seeks to amend her complaint to add Overwatch, LLC as a defendant to avoid || “collection loopholes” because it owns two other LLCs which together own the property 13 || relevant to Dave’s claims. (Doc. 67 at 1.) Because the Court is granting summary judgment 14|| for the Trust, there will be no collection in this suit and so this amendment would be futile. 15} Further, Dave knew of Overwatch’s existence at the time of her first complaint in March 2024. (Doc. 1 § 6.) A failure to add Overwatch as a defendant before now reflects a lack of diligence. Accordingly, 18 IT IS ORDERED that the Trust’s motion to stay (Doc. 58) is DENIED, its motion for summary judgment (Doc. 43) is GRANTED, Dave’s motion for partial summary 20 || judgment (Doc. 51) is DENIED, and her motion to amend the complaint (Doc. 67) is || DENIED. The Clerk of the Court is directed to enter judgment accordingly and terminate the case. 23 Dated this 22nd day of October, 2025. 24 25 {Z, 27 Sen United States District Judge 28

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