IIIIIIII

IIILI
IIII
IIM
1IIII
1111
III
IIIIII
IIII
IIIII
IIIII
IIII
111111
IIIII
IIII
IIII
CA2DB2

4167

5- 05

{62A564BF-C3C7-48C8-8141-0932700FA149}
{141560}

{54-130828:080813}

{080813}

APPELLANT'S
BRIEF

No. B241675

COURT
SECOND

OF APPEAL

OF THE

APPELLATE

STEPHEN

STATE

DISTRICT,

M. GAGGERO,

OF CALIFORNIA
DIVISION

Plaintiff

EIGHT

and Appellant,

V.

KNAPP, PETERSEN
& CLARK,
STEVEN RAY GARCIA;
STEPHEN
M. HARRIS;
ANDRE JARDINI,
Defendants
and Respondents.

Appeal

from the Superior

Court of California,
County of Los Angeles
Los Angeles Superior Court Case No. BC286925
Honorable
Robert L. Hess, Dept. 24

APPELLANT'S

OPENING

David

BRIEF

Blake Chatfield,
State Bar No. 88991
WESTLAKE
LAW GROUP
2625 Townsgate
Road, Suite 330
Westlake
Village, California
91361
Telephone:
805-267-1220
Facsimile:
805-26_/- 1211
Attorneys
STEPHEN

for Appellant
M. GAGGERO

No. B241675

COURT
SECOND

OF APPEAL

OF THE STATE

APPELLATE

STEPHEN

DISTRICT,

M. GAGGERO,

OF CALIFORNIA
DIVISION

Plaintiff

EIGHT

and Appellant,

V.

KNAPP, PETERSEN
& CLARK,
STEVEN RAY GARCIA;
STEPHEN
M. HARRIS;
ANDRE
JARDINI,
Defendants
and Respondents.

Appeal

O_

from the Superior Court of California,

County of Los Angeles
Los Angeles Superior
Court Case No. BC286925
Honorable
Robert L. Hess, Dept. 24

APPELLANT'S

OPENING

David

BRIEF

Blake Chatfield,
State Bar No. 88991
WESTLAKE
LAW GROUP
2625 Townsgate
Road, Suite 330
Westlake
Village, California
91361
Telephone:
805-267-1220
Facsimile:
805-267-1211
Attorneys
STEPHEN

for Appellant
M. GAGGERO

TO BE FILED IN THE COURT

COURT OF APpEAL_
ATrORN

EY OR

PARTY

Second

_hlT HOUT

A1_TQRNEY

APPELLATE
{Nam_

_tate

DISTRICT,

Bar nurnbe/.'ar_

DIVISION

OF APPEAL

APP-008

Eight

co_ o=,_p_ c_,e_:

B241675

a_dress)

DavidBlake
Chatfield
(Bar # 88991.)
-- Westlake
Law Grou p .
, ,
2625 Yownsgal_eRd.,
Suite 330
Westlake
Village,
CA 91361
rELEmO,E,O: (805)267! 220
FAXNO.fOpS,0: (805)

S_oed_

Court

case

Nt_w_ber:

BC286925:
FOR

COUk:f

USE

ONLY

267-1211

E_._A_ADORESSrO._,;_,_:
davidblakec@yahoo.com
ATTORNEY
FoR(t4ame); Appellant Stephen Ivl. Gaggei'o
APPELLANTmETmONER: Stephen

M_ Gaggero,

RESPONDENTmEAL PARTY _NINTEREST: Knapp,

CERTIFICATE
(Checkone):

OF INTERESTED

iNITIAL CERTIFICATE

et al.
Petersen

& Clarke,

et al.

ENTITLES OR PERSONS
_

SUPPLEMENTAL CERTIFICATE

Notice: Please read rules 8.208 and 8.488 before completing this form. Youmay
use this formf0r
the initial
certificate in an appeal whenyou
file YOUr brief Or a prebriefing motion, application
oropposition
to such a
.motion or application in the Court of Appeal and when you file a petition for an extraordinary
wr t. Y0u may
also usethis form as a supplemental
certificate when you learn of changed or additional
infonnationthatmUst
be disclosed.
1. This form is being submitted
2 a.l_

Stephen

M. Gaggero

There are no interested entities or persons that must be listed in this certificate under rule 8.208.

b. _]

Interested entities or persons required to be listed under rule 8.208 are as follows:

I
(1)

on behalf of the following pfirty (name): Appellant

Full entity
name or
of person
interested
Terra

Mar

Nature
of interest
(Explain):

Trust

(2)
(3)
(4)
(5)
[_

Continued on attachment 2.

The undersigned certifies that the above-listed persons:or entities (corporations, partnerships, firms, or any other
association, but not including government entitie s or their agencies) have either (1) an ownership Interest of 10 percent or
more in the party if it is an entity; or (2) a financial or other interest in the outcome of the proceeding that the justices
should consider in determining whether to disqualify themselves, as defined in rule 8.208(e)(2);

Date: August

8, 2013

David
(1YPE

BlaKe
ce

Chatfield

PRINT

NAME)

(SIC-,NATUR

E OF PARTY

OR

AI_ORNEY_

"/

/
Page

Foan,_provea
f= Optk:nal
Use
Jud_al
Coundl
ol Callomia
A,_P*0CB

[Re_

JanuaPj

1. 2009]

CERTIFICATE

OF INTERESTED

ENTITLES OR PERSONS

I of

/c=. R_._o.'Co_,._=,s
a.2oa
a.,=aa

Le.xisNexis_Automated _ali_nia

Judicial CozmcilForms

TABLE
TABLE

OF CONTENTS

TABLE

OF AUTHORITIES

OF CONTENTS

...............................................................................

.........................................................................

ii

STATEMENT

OF APPEALABILITY

STATEMENT

OF THE

STATEMENT

OF FACTS

ARGUMENT

.......................................................................

THE

TRIAL

.........................................................

CASE .....................................................................

............................................................................

COURT

ERRED

.........................

IN APPLYING

OUTSIDE

REVERSE
PIERCING
TO HOLD THESE
THIRD PARTY
ENTITLES
LIABLE
FOR THE PERSONAL
JUDGMENT
DEBT OF APPELLANT
....................................................................
II

THERE
WAS
THE RESULT
A.

There

INSUFFICIENT
EVIDENCE
TO SUPPORT
BELOW ...................................................................
is No Substantial

Gaggero's
B.

C.

IIl

THE

that the Entities

10

are

Egos ..........................................................

101

There Is No Substantial
Evidence
That Gaggero Set Up
His Estate In Order To Defraud Creditors ..........................

103

The Court Expressly

Control
Gaggero's
Substantial
Evidence

Found That The Entities Did Not

Litigation,
And
There
Is No
That They Did ...................................

107

RELIEF_SOUGHT

BY

MOTION
DOCTRINE
IV

Alter

Evidence

THIS

POST

JUDGMENT

WAS
BARRED
BY
THE
EQUITABLE
OF LACHES
...............................................................

TO AFFIRM
THE
ALTER
EGO
FINDING
WOULD
THREATEN
THE INTEGRITY
OF ESTATE PLANNING
IN
CALIFORNIA
..................................................................................

CONCLUSION

...........................................................................................

WORD

COUNT

CERTIFICATION

PROOF

OF SERVICE

.........................................................

..............................................................................

19

22
31
313
314

TABLE

California

Cases

Alexander

v. Abbey

of the

104 Cal.App.3d
Carrv.

Hotel

23 Cal.App.4th

237

v. Bank

1331

v. LADT

Goodhue,

LLC

Haisley

Conf.

of Dick

77 Cal.App.3d
v. City

v.

(1996)

(1993)

235

13, 15,

16

(1978)

of Merced

19, 21

(1998)
10

(1950)
708 ...................................................................................

v. Reed (1997)
16 Cal. 4th 448 ....................................................................

Palmas

6, 7

44 ....................................................................................

95 Cal.App.2d

Las

Bd

Inc.

6, 7, 8, 9

702 .............................................................................

65 Cal.App.4th

Lake

& Barker,

144 ......................................................................

v. Abarbanel

v. Kohn

(2010)

Center

15 Cal.App.4th

Kohn

12

1551 ..............................................................................

In re Marriage

Kazensky

29

..............................................................................

486 ......................................................................

Cal.App.4th

Jines

30

(2003)

191 Cal.App.4th

41

(1965)

(1977)

v. Darwish

Marconi

20

777 .......................................................................................

113 Cal.App.4th

Hall,

22

(1994)

of California

of Hearst

Greenspan

Corp.

19, 20,

254 .....................................................................................

67 Cal.App.3d
Galdjie

(1980)

14 ....................................................................................

Cal.App.2d

Estate

Chimes

AUTHORITIES

39 .......................................................................

Barnabey's

DiMaria

OF

Assoc.

Cal.App.3d

v. Las
1220

Palmas

Ctr. Assoc.

13

i...................

10

(1991)

...............................................................

...........

8, 22

Laycock

v. Hammer

(2006)

141 Cal.App.4th

25 ..................................................................................

30

Mesler
v. Bragg
Management
Co. (1985)
39 Cal.3d
290 ...........................................................................................

13

Minifie
v. Rowley
(1922)
187 Cal. 481 .........................................................................................

Misik

v. D 'Arco

(2011)

197 Cal.App.4th
Motores

NEC

1065

De Mexicali,

51 Cal.2d

Postal

S. A. v. Superior

Inc.

Cal.App.3d
Instant

Press,

Diamond

83 Cal.App.4th
Triplett

Court

v. Hurt

Inc.
1510

Corp.

Ins.
1415

v. Church

69 Cal .App.4th
Corp.

v. Kaswa

Corp.

Federal

17, 18

(2008)

........................................................................
v. Sup.

6, 7, 8

Ct. (2000)

Exchange

................................................................

of Scientology

11

(1994)
7, 10, 17, 30

i...................

24

(1999)

1012 ................................................................................

v. Chen

185 Cal.App.4th

17

(1989)

Wight v. Street
(1935)
3 Cal.2d
146 .........................................................................

Wollersheim

11

(1958)

523 ..................................................................................

v. Farmers

24 Cal.App.4th

Zoran

10,

772 ...........................................................................

162 Cal.App.4th
Sonora

........................................................................

172 ...........................................................................................

Electronics

208

_...23

10

(2010)
799 ................................................................................

11

Cases

Wechsler
v. Macke
International
Trade, Inc. (Fed. Cir. 2007)
486 F.3d 1286 ..........................................................................................

iii

22

California

Statutes

Code

of Civil Procedure

187 ............................................................

6, 7, 10

Code

of Civil Procedure

904.1 ...................................................................

Corporations

Code

202 .............................................................................

24

Corporations

Code

17002 .........................................................................

24

Evidence

Code

452 .....................................................................................

Evidence

Code

453 .....................................................................................

Evidence

Code

1220 ...................................................................................

Probate

Code 700, et seq ..........................................................................

28

Probate

Code 15203

.................................................................................

24

Federal

Statutes

26 U.S.C.

671, et seq ................................................................................

29

26 U.S.C.

2702

Secondary

Federal

34A Am.Jur.2d
15 Cal.Jur.3d

Taxation

Federal

...............................................................

Taxation

Corporations

"'Tax
havens'
News (June

................................................................

and Trustees

28

(Thomson

West 2013)

18
........... 3, 16

Taxation of Low-Tax
Transactions
- 2nd Edn:
..............................................................................

Lee, "Offshore
Asset Protection
Tolerance
in Estate Planning",
and Cohen,

3, 28

..........................................................................

The Law of Trusts

Campbell,
International
Anguilla.
(Juris 2011)

Ross

Authorities

34 Am.Jur.2d

Bogert,

...........................................................................................

California

28

Trusts:
Testing
the Limits
of Judicial
15 Bankr.Dev.J.
451 (1999) ...................
27

Practice

Guide:

Probate

(Rutter

2013) ......... 28

agree to clampdown
on tax avoidance
and evasion",
15, 2013) ..............................................................................

iv

BBC
28

No.

COURT

OF

SECOND

APPEAL

B241675

OF

THE

APPELLATE

STEPHEN

STATE

DISTRICT,

M. GAGGERO,

OF

CALIFORNIA

DIVISION

Plaintiff

EIGHT

and Appellant,

V.

KNAPP,
PETERSEN
& CLARK,
STEVEN
RAY
M. HARRIS;
ANDRE
JARD1NI,
Defendants

Appeal

from

the

Los

Superior

Angeles

Court

of California,

Superior

Honorable

Court

Robert

L. Hess,

APPELLANT'S

debtors,

appeal

and

is from

substantially

arising

from

the

section

904.1

(a)(2).

OF

an order

Clarke,

Stephen-Ray

against

appellant

1 For
same
to

format

"JA",

the
used

"Trial

sake

a judgment

affecting

the

and

and

is authorized

rights

OF

by

THE

Code

Stephen

M.

Gaggero

of consistency,
other

ten

"Opn."

Harris,

Gaggero's
refer

Civil

record
the

Andre

2008.

in their
to

of the

Knapp,
and

in February

appellants

of

judgment
parties

Procedure

CASE

Garcia,
M.

to add

liabilities

of respondents

and

24

BRIEF

in favor

by the
RT"

Dept.

entered

Stephen

Angeles

APPEALABILITY

STATEMENT
was

of Los

BC286925

amending

judgment,

Judgment

County
No.

OPENING

STATEMENT
This

Case

GARCIA;
STEPHEN
and Respondents.

joint

Petersen
Jardini

(JA2

citations

opening

brief:

appendix,

&
and

421-423.)

are

in the

Citations
reporter's

Respondents
costs

from

affirmed

were
Gaggero
the

awarded

thereafter

in an amended

judgment

$193,245.90

in a second

February

2008

in

May

respondents

judgment

that they were

Gaggero's

in interest.

(CT1 24-CT3

376.)

On
respondents'
judgment

May

29,

motion
debtors.

on June

1, 2012.

filed

after

oral

amended

developer
mid-1990s.

In

1997,

court

thereafter
in interest

a motion

to further

2 as judgment

amend

debtors

based

the
on

and the Entities

separately

argument,

trial

opposed

Gaggero

the

court

granted

to add the ten Entities

and the Entities

as

filed this appeal

543-545.)

Stephen

who owned

were

plus $320,591.78

the judgment

STATEMENT
Appellant

respondents

This

and

39%422.)

2012,
and

1884-1889.)

fees

alter egos and were thus the real parties

Gaggero

(CT3 540-542.)
(CT3

and

to add ten Entities

(CT3 379-396,

(JA7

in attorney

(CT 1 114-116.)

the ground

the motion.

judgment.

fees and costs

judgment.

2012,

$1,327,674.40

2010,

in appellate

amended

In April

awarded

Gaggero

a number

OF FACTS
was a successful

of properties

he transferred

title

real estate

in the Los Angeles

to several

of those

investor

and

area by the
properties

to

transcript
and opinion from Gaggero's
prior appeal, B207567.
Citations
to
"CT" and "RT" refer to the clerk's transcript
and the reporter's
transcript
in
the present
appeal.
Gaggero
respectfully
asks the Court to take judicial
notice of the briefing, record and decision in that appeal pursuant to Evidence
Code sections 452, subdivision
(d), and 453.
2 The entities are Pacific
Coast Management,
Inc., 511 OFW L.P.,
Gingerbread
Court L.P., Malibu Broadbeach,
L.P., Marina Glencoe L.P., Blu
House L.L.C., Boardwalk
Sunset L.L.C., and Joseph Praske as Trustee of the
the Giganin
Trust ("Giganin"),
the Arenzano
Trust ("Arenzano")
and the
Aquasante
Foundation
("Aquasante").
They have also appealed the May 29
order and judgment.
This brief shall refer to them collectively
as the
"Entities".

various limited liability companies and limited partnerships which had been
created on the advice of his estateplanning attorney, JosephPraske, for the
benefit of his family. (Trial RT1 602-604; Trial RT5 2720; CT1 124-125;
CT3 411.) Respondents estimated their value as of 1997 at $35 million to
$40 million,

though they did not account for mortgages or other

encumbrances. (CT1 28, 31; CT3 432.) Respondents have conceded that
Gaggero no longer owned the properties after he transferred them to those
Entities. (CT1 28:2-6, 29:21-22, 31:8-11, 31:11-12, 31:18-20, 32:4-5, 36:26, 40:4-6, 42:15-16; CT3 428:15-17, 430:20-21,432:5-7, 432:9-10, 432:1112.) Pursuant to Praske's estateplanning advice, Gaggero then transferred
his ownership interest in the Entities to trusts which Praske hadalso created
aspart of his estateplan, including Arenzano and Aquasante. (CT2 191-193,
360-CT3 370.) Respondents have conceded both that Gaggero no longer
owned the LLC's or LP's after the transfers. (CT1 28:6-8, 29:1-4, 29:21-22,
31:12-18, 33:13-15, 36:2-6, 42:15-16; CT3 432:3-5, 432:7-9, 432:9-10,
432:11-12.) He separately transferred his residence in Ventura to Giganin.
(CT2 193-196.) Respondents have conceded that Giganin is a Qualified
PersonalResidenceTrust ("QPRT") within the meaning of 26 U.S.C. 2702,
subd. (a)(3)(A). (CT1 31; CT2 193-194.)3
In August 2000, Gaggero hired respondentsto represent him in five
lawsuits in which he was a party. (JA2 521-534; Trial RT2 610-615.) In
January 2002, appellant substituted respondentsout of his cases.(Trial RT3
908-909, 1278-1279, 1288-1289; Trial RT8 4616; Trial RT10 5750.) In
December 2002 he filed this action against them for legal malpractice and

3A QPRT is an irrevocable trust which takes ownership of the settlor's

personal residence, allowing him to live there for a fixed period of years
before title passesto the beneficiaries. (26 U.S.C. 2702, subd. (a)(3)(A); 34
Am.Jur.2d Federal Taxation 40203; Bogert, The Law of Trusts and Trustees
(Thomson

West

2013)

1201.)

breach of contract. (JA7 1934;CT1 19.) The casewas tried in the summer of
2007, until respondents successfully moved for entry of judgment on
September 10 of that year. (Trial RT10 5737-5738; JA1 147; JA2 366.)
The court subsequently wrote a 32-page statement of decision,
disparaging Gaggero's ethics and credibility at far greater length than was
necessaryto justify its decision. (CT1 60-91.) On February 5, 2008, the court
entered judgment in favor of respondents and against Gaggero. (JA2 421423.) In May 2008, the judgment was amended to include an award of
$1,327,674.40 in fees and costs, based on the parties' retainer agreement.
(JA7 1884-1889.) In May 2010, this court affirmed the amendedjudgment.
(Opn. at 21-23.) In December 2010, the judgment was amended a second
time to award respondentsa further $513,837.68 in interest andappellate fees
and costs. (CT1 114-116.)
In April 2012, respondentsbrought a motion to amendtheir February
2008 judgment a third time by adding the ten Entities as judgment debtors.
(CT1 24-CT3 376.) These Entities consist of a managementcorporation of
which appellant is not a shareholder, officer, or employee; four limited
partnerships in which appellant is not a general or limited partner; two
limited liability companies in which appellant is not a member or manager;
and three irrevocable4 trusts of which he was the settlor but is neither the

4 Respondents' own papers contained sworn testimony by Gaggero

and Praske that the trusts were all irrevocable. (CT1 31; CT2 193-194; CT3
373,469-471,473, 481.) As the proponents of that evidence, respondents
judicially admitted its truth. (Evid. Code, 1220; Fassberg Const. Co. v.
Housing
Authority
of City of Los Angeles
The admission
has a "conclusive
effect"

(2007) 152 Cal.App.4th

and "removes
the matter

720, 752.)
as an issue

in the case." (Gelfo v. Lockheed

Martin Corp. (2006) 140 Cal.App.4th
34,
47-48.) They offered no evidence that any of the trusts is revocable.
But even
if they had, their admissions
would trump it. (In re Vincent B. (1981)
125
Cal.App.3d
752, 757.)

trustee nor a beneficiary. 5 (CT3 395, 411-413.)

Respondents' motion did not claim that it was based on any
information they had obtained after the judgment was entered in February
2008, or even after the trial ended in September 2007. They did not so much
as try to explain why they had waited until April 2012 before bringing it.
During the 2007 trial, their questions and arguments showed not only that
they already had all the information that they later used in their alter-ego
motion but also that they were already disputing the Entities' separateness
from Gaggero. (Trial RT4 1836-1839, 2132-2134; Trial RT5 2769-2773;
Trial RT6 3005, 3067-3068; Trial RT9 4814-4816.)
Respondents alleged in their motion that the amendmentwas proper
because the Entities were Gaggero's alter egos and thus actually the real
parties in interest in this action. (CT1 24-42.) Gaggero and the Entities
opposed the motion on the grounds that it sought outside reverse piercing
that the court was not authorized to do (CT3 387-89, 404-07) it lacked
sufficient evidence of alter ego (CT3 389-92, 407-09) and it was barred on
estoppel grounds. (CT3 392-94.)
The motion was heard and granted on May 29, 2012. (RT 1-28.) The
court ordered the judgment amended to add the ten Entities" as judgment
debtors. (RT 25-28; CT3 540-42.) On June 1,2012, appellant andthe Entities
appealed this order. (CT3 543-45.)
//
//

5 Though
trusts.

nominally

(CT1 31:23-24;

CT2

a foundation,
193:8-16.)

Aquasante

is one of the irrevocable

ARGUMENT
I
THE TRIAL COURT ERRED IN APPLYING
OUTSIDE
REVERSE
PIERCING
TO HOLD THESE THIRD PARTY ENTITIES
LIABLE
FOR THE PERSONAL
JUDGMENT
DEBT OF APPELLANT
A trial court's
of discretion.

(Greenspan

("Greenspan").)
carry

decision

a judgment

judgment

debtors.

Marconi

Conf.

discretion

is broad,

Kaswa

Center

Greenspan,
that

veil

36:2-6,

40:4-6,

does

42:15-16;

432:9-10,

432:11-12),

piercing,

the court would

lack of any ownership

more

clear.

Gaggero
outside

reverse

governing
liable

in granting

explained
piercing

case law, deemed

the motion

31:12-18,

428:15-17

debt.

makes

was wrong,
in his
(CT3

Instant

Inc. v.
That

but

1518

Respondents
or their

(CT1

many
28:2-8,

32:4-5,

33:13-15,

432:3-5,

432:5-7,
reverse

it here. Gaggero_s

abuse of its discretion

and factually.

that

California

law

the

trial

ignored

court

his alter egos,

RT 12-14,

v.

("PIP");

law allowed

to impose

an

Inc.

conceded

assets

31:18-20,

from

Press,

1512-13,

the court's

opposition

(CT3 540-42;

by

1554.)

of liability

if California

all of the Entities

to amend.

1551,

Postal

both legally

387-89),

to

& Barker,

430:20-21,

have had no discretion

Its ruling

for his personal

at 513.)

in the Entities

Haisley

1510,

so even

necessary

alter egos as additional

- the transfer

the Entities

CT3

508

One limit is that the court may not

he owns.

31:11-12,

486,

circumstances,

Cal.App.4th

Cal.App.4th

not own

31:8-11,

432:7-9,

even

41

191 Cal.App.4th

Gaggero

29:21-22,

162

debtor's

limits.

that

in some

Goodhue,

piercing

entitles

(2008)

supra,

29:1-4,

(1996)

but it does have

reverse

to use all means

the original

for abuse

191 Cal.App.4th

including,

187; Hall,
Bd.

to business
Corp.

times

to name

debtor is reviewed

(2010)

has discretion

effect

(C.C.P.

outside

individual

court

into

amending

perform

v. LADTLLC

A trial

its jurisdiction

to add ajudgment

16-28.)

forbids
the

and held them

The court

erred

Code of Civil Procedure section 187 "has never been construed to

allow imposition of liability on an entity which was never a party to the
action." (Triplett v. Farmers
1420.)

Cases

using

"section

debtors

have

always

been

party

that

were

to add an alter

the court

inserting

Haisley

& Barker,

There

name

Conf.

there

any dispute

the judgment

were

the fee and cost awards:

that

respondents'

motion

personal

part of this action,

by

business

It necessarily

itself,

Entities
that

to hold

entities

liable

defeat

Gaggero

corporation,

of a

on the theory

defendant
(Hall,

Bd., supra,

but is

Goodhue,

41 Cal.App.4th

the trusts.

There

liable

at 1512-13;

sought

concession
the judgment.

of the LP's,

as

114-116.)
liability
been

may not be applied

officer,
or manager

or

owner.

did

use reverse

not

own

more. There
employee

of the LLC's,

(PIP,
at

piercing.

any

Even
of the

was no evidence
of

the

defendant

that he is a limited

or beneficiary

Gaggero

in

191 Cal.App.4th

who is not their owner.

or that he is a trustee
between

of their

cannot

Gaggero

But there's

no nexus

CT1

to impose

supra,

likewise

that

Gaggero,

who had never

for the debt

Greenspan,

that courts

Nor is

up to it.

for the debts of someone

is simply

1884-89;

debt on ten Entities

leading

against

that the alter ego doctrine

that he is a member
partner

only

JA7

undeniably

to the underlying

and respondents.

entered

421-23;

to amend

is a shareholder,

or general

(JA2

entities

follows

respondents'
would

based

defendant."

Gaggero

was

or of the events

162 Cal.App.4th

to hold

"Amendment

were not parties

between

judgment

It is also well settled

513.)

(Id.)

judgment

that the original

to add a new

Center

that the Entities

agreement

supra,

concept

1415,

omitted].)

or to the retainer

reverse

as additional

procedure

of the real

Inc. v. Marconi

is no dispute

for appellant's

24 Cal.App.4th

and the same."

the judgment

case,

Thus,

ego'

ego is an equitable

the correct

at 1555 [citations

(1994)

in the 'alter
one

is not amending

merely

Exchange

187 to add new parties

rooted

and the new party

judgment

Ins.

of any of

and the Entities

that

could justify adding them to the judgment.

California courts are not authorized to amend a judgment against an
individual to add an entity as a judgment debtor under a reverse alter ego
theory. "[A] third party creditor may not pierce the corporate veil to reach
corporate assets to satisfy a shareholder's personal liability." (PIP, supra,
162 Cal.App.4th

at pp. 1512-13.)

The holding

was later explained

thusly:

"In Postal Instant

Press, Inc. v. Kaswa
Corp. (2008)
162
Cal.App.4th
1510, 77 Cal.Rptr.3 d 96, the Court of Appeal held
that "outside
reverse"
piercing
of the corporate
veil is not
permitted
in California, that is, the corporate
veil will not be
pierced to satisfy the debt of an individual
shareholder.
R_ither,
the court explained,
the alter ego doctrine will only be applied
to hold an individual
shareholder
liable for a corporate
debt
where
the
individual
has
disregarded
the
corporate
form." (Greenspan,
supra, (2010) 191 Cal.App.4th
at 513-14.)
Courts

likewise

individual

under

ownership

over

Palmas
1251)

Assoc.

both

the

v. Las Palmas

debtors

ego doctrine

motion

- and perhaps

the

delineated

in PIP and Greenspan,

40,

in fact supported
41-42.)

Greenspan
piercing
24-28.)

The
the

sought

trial
court

judicial

for

the

debts

that rule requires

additional

judgment

(1991)235

Cal.App.3d

to amend
sense

not even

against

of

an

common

debtors

(Las

1220,

1249-

by respondents

it was
here.

Not

only

outside

application

reverse

authorized
40-42;

piercing

claim that these

piercing.

and

of the

did respondents

respondents'

agreed,

(CT1

to add the Entities

reverse

for such reverse

erroneously
that

then.

it accepted

request

court

the judgment

if it sought

prohibition

their

held

liable

has no owner.

only makes

clear

and

Ctr. Assoc.

disregard

cases

entities
rule, since

original

and since an individual

as judgment

make

the single-enterprise

Yet, respondents'

alter

cannot

relying

to perform
CT3 428-431;

(CT1

34-35,

expressly

on

the reverse
RT

12-14,

The
above,

court's

ruling

Greenspan

court

is not

satisfy

the

against

a corporate

on

outside

alter

ego

critical

the prior

reverse

doctrine

a corporation's

debt.

two

affirmed

to use

rather,

circumstances

error

unequivocally

authorized

individuals;

was

holding

piercing
may

owners

(Greenspan,

points.

as

noted

of PIP

that

a trial

to satisfy

only

be

and/or

supra,

First,

the

applied

sister

debts

of

in certain

corporations

(2010)

191 Cal.App.4th

a request

for reverse

to
at 513-

14.)
Second,
hold

a third

standard

Greenspan

did

liable

for the debt

party

application

of alter

of two

corporations

liable

of the

single-enterprise

same

owner

as

the

from

(Id.)

Since

debts.

provides

no support

the reverse

court,

to the

California

law

individual.
on

this

amending
reversed.
//
//

in order
The
basis,
the

trial
and

owner

the

judgment

the

ego

decision

that

prohibits
party

not
abused

to add

the

affiliates

- along

with

use

which

had

the

which

was

used

to shield

the

owner

involve

of respondents

was

and
debtor

not

involved

owners-and

company

debtor

to

reverse

it had

piercing,

the power

it

to order

here.

a third

court

a sister

did

court's

the

corporations

original

Greenspan

expressly

court

liable

and

argument

to hold

of those

piercing

Greenspan

to hold

judgment

of alter

Contrary

doctrine

to hold

for the trial

application

of an individual.

debt

original

with

involve

- a request

for the

interchangeably
his

ego

rule
the

not

the

reverse
liable

authorized
its

and

finding

application
for

the

to grant

discretion

Entities

the

of the

of the

personal

by

as judgment

doing

alter

debts

the motion
so.
debtors

trial
ego
of an

to amend
The

order

must

be

II
THE EVIDENCE
WAS INSUFFICIENT
TO SUPPORT
THE RESULT
BELOW
Even
doctrine,

if California

which

not support

making

This
the

trial

court

court

considered

of the decision,

65 Cal.App.4th

trial court is insufficient

its authority
litigation,

and was

197 Cal.App.4th
party

be the

controlled
order

ego

upon

1073.) However,
of the old
thereby

due process

having

concerns.

supra,

fell far short

24 Cal.App.4th
of supporting

187, "[t]he

in favor
before

findings."

the

(Lake

ego who had control

and

(Misik

v. D'Arco

both

(2) that

the

had the opportunity

findings.

of the
(2011)

(1) that the new

new

party

had

to litigate,

considerations

[emphasis

any of these

10

in the

court may exercise

alter ego issues."

//

v. City of

Conflicts

those

The due process

//

have

omitted].)

in it."

at 1421

could

must be resolved

this "requires

party

1014-

"if the evidence

an alter

represented

1012,

(Kazensky

omitted].)

which

evidence.

of fact

value."

of law to sustain

to, not in lieu of the threshold

Ins. Exchange,
evidence

alter

liability

the litigation,

to satisfy

addition

1065,

trier

may be overturned

section

substantial

ego

would

upon

69 Cal.App.4th

therefrom

[citations

findings

by

reasonable

drawn

as a matter

therefore

the factual

(1999)

Code of Civil Procedure

to imPose

debtors.

44, 53 [citations

16 Cal. 4th 448,457

Under

judgment

and of solid

inferences

of the alter

to the trial court

supported

if any

credible

but a decision

(1997)

are

application

presented

whether

of Scientology

it reasonable,

or reasonable

v. Reed

determine

is substantial

(1998)

evidence

additional

its decision

v. Church

"Evidence

Merced

must

reverse

not, the evidence

the Entities

based

(Wollersheim
15.)

it does

law permitted

( Triplett
added].)

in

are in

v. Farmers
Here,

the

A.

There

is No Substantial

Gaggero's

to invoke
ownership"

the

supra,

(2000)

would

83 Cal.App.4th

whether

looked

other

of the two entities,

the

debts

of

entities,...and
other,"

the

(Id. at 538-39

Cal.App.4th

or promote

their

injustice.

DiamondCorp.

and

separate

adherence

separateness

to the
(Misik

v.

v. Sup.

as: "commingling

equitable

Ct.

or conduit

(Zoran

in

of corporate
directors

The list of factors

the

two
of the

formalities,
and officers."

"is not exhaustive,

Corp.

and

that it is liable

for the affairs

and identical

have

of funds

ownership

disregard

is determinative."

exits, courts

out by one entity

shell

records,

omitted].)

of interest

of the Entities.

cover

identical

as a mere

respondents'

let alone substantial

from

payments

of interest

that
that

seeking

v. Chen

and

(2010)

185

to establish

the

799, 812.)

unity

Aside

such

the holding

of corporate

factor

Here,
requisite

factors

capitalization,

[citations

single

a fraud

show

at 1073; Sonora

other,

"inadequate

lack of segregation

"[n]o

at certain

use of one

also

also

the appropriate

traditionally

for

must

such

the Entities

523,538.)

In determining

assets

are

The party

"a unity

individual

sanction

197 Cal.App.4th

inquiry.

first show

and

and then

had to prove

two-part

must

entity

do not exist,

of separateness

D'Arco,

This is itselfa

ego doctrine

between

personalities
fiction

was that respondents

alter egos.

the alter

that the Entities

Alter Egos.

The first requirement

were Gaggero's

Evidence

from PCM

some

of

offered

initial

his

offered

and ownership

evidence.

They

the

motion

no financial

for Gaggero's
expenses

transfers
services

6, respondents

6 See Part IV, below.

11

evidence

between

They provided

property

no

Gaggero

no evidence
records
in

and the Entities,

of who owned

for any of the Entities.

1997

and

1998

and

and - with his own money

did

any

not

document

some
- to

a single

transaction of any kind that any of the Entities

anyone,

let alone

longer

owns

with Gaggero.

the Entities

Their repeated

or their

assets

had ever

carried

concessions

proves

out with

that Gaggero

that there

no

was no such unity

of ownership.
The best respondents
113 Cal.App.4th
is sufficient

1331,

to meet

liability."

(CT1

alter-ego

liability,

liability
pure

do was to cite Galdjie

1339 for the claim that "equitable

the ownership

35:5-6.)

requirement

But Galdjie

v. Darwish

for purposes

about

in a trust

of alter

says no such thing. It wasn't

so it says nothing

(2003)

ownership

papers,

ego

e;een about

how the requirements

can be met. Like so much else in respondents',

for such

this claim was

fiction.
This

argument

also presupposes

of each of the Entities.

37:10-12),
Merely
which

Respondents

that Gaggero
twice

claimed

but they did not try to support

calling

Gaggero

respondents

interest

an "equitable

repeatedly

after he transferred
any

could

them

to the LP's

in the LP's

that he was (CT1

35:5-6,

or even

- that he no longer

after

define

does not overcome

and LLC's,

or LLC's

owner

this claim

owner"

conceded

is the equitable

the term.
the facts

owned

his assets

or that he no longer

transferring

those

owned

interests

to the

trusts.
Respondents
formalities,

any failure

or assets,

any

another's

debts,

appellant's
to operate

them,

out

when

expertise

enough

to

evidence

separate

The

only

disregard

respondents

Praske

transferred

of corporate

any commingling

or the Entities

facts

attorney

of any

records,

of Gaggero

that Gaggero

the management

real estate
nearly

holding
etc.

no

to keep

estate planning

of those Entities
with

produced

created
properties

as liable

pointed
the Entities

to

company

for some

establish

(CT1

a unity

of the Entities

12

because

140; CT2 213-215,360.)

of interest

were

he had ownedto

was set up, and that he contracted

lacked.

for

and

one
that

and continued

the estate

Praske

of funds

ownership

some

to consult
he had the
This

is not

between

appellant and these Entities.

B.

There Is No Substantial
Evidence
That
Estate In Order To Defraud
Creditors.

Even

if this court

were

be

substantial

piercing

shareholders

have

- ..circumvent

presented

is justified

or accomplish

intent.

as an equitable
to evade

a wrongful

39 Cal.3d

and the Entities,

improper

form

290,

evidence

300-01.)

there must
"Traditional

remedy

when

individual

purpose."

of

liability,

(Mesler

No such

the

v. Bragg

evidence

was

in this case.

Gaggero

Thousands

improper-motive

transferred

of people

Yet, respondents
estate

planning

must

have

working

done

with no evidentiary
made
to

by many

defraud

until 2000

a very different

that "a trust created

(1993)

fraudulently-established

Cal.App.2d

708, 717-720.)

it must

find

that the entity

finding,

in turn, must

others,

corporations.
But before

be supported

not

until 2008,

of this court has noted

or other persons

the defrauded

v.

Kohn

may disregard

created

begin

them.

creditors

(Kohn

by substantial

13

did

planning

144, 161.) The same

a court

was actually

estate

his creditors

involving

15 Cal.App.4th

entities.

the similar

Four

of defrauding

in

that, unlike

Respondents

plan to defraud

that

planning.

appellant's

creditors.

in disputes

on the fact

part of estate

support

and did not become

for the purpose

of Dick

based

to the LP and LLC

set a facts, Division

and may be disregarded"

(In re Marriage

was

year as a routine

did not set up his estate

Under

is illegal

do this.every

decisions

been

claim

title to real property

insisted

for Gaggero

so he clearly

of

an

the corporate

Co. (1985)

Respondents'
1997

appellant

showing

veil

abused

a statute,

Management

between

evidence

of the corporate

Set Up His

to find that there was substantial

unity of interest and ownership

also

Gaggero

to defraud
evidence.

(1950)

party.
is true
95

such an entity,
someone.

That

Respondentsdid not claim that the trusts had been setup fraudulently.
Indeed, they expressly denied that they had to prove anything of the sort.
(CT3 426:24-427:1 .) They also insisted that the fraud issuehad"already been
determined" and was "clearly resolved" by the January 8, 2008 statement of
decision, basedon a paragraph which saidnothing either aboutthe estateplan
or about fraud. (CT3 427:2-13.) More fundamentally, the legitimacy of the
estateplan was not at issue during the trial becauseit was not relevant to any
of Gaggero's causesof action. (JA 1 1-25.)Further, the statement of decision
could not bind the Entities, who were still more than four years away from
being added to the case.......
The May 29 minute order (CT3 540) says nothing about a fraudulent
purpose behind any of the trusts or other Entities. Neither doesthe court's
formal oi:der, which was drafted by respondents' counsel. (CT3 541-542.)
Neither the order nor the minute order says anything about Gaggero
intending to commit fraud when he setup the estate 15 years earlier.
During the hearing, the trial court said that Gaggero had used his
estate plan "to shield his assets from creditors" in August 2000-2001 (RT
27:25-28:1) 7, but did not say he had created the plan to defraud creditors.
Protecting assetsis the very purpose of estateplanning, as long as it is done
for the estate'sbeneficiaries. So even if this was Gaggero's goal it would not
justify the result below. What matters is whether his intent was fraudulent.
There is no evidence that it was.
The court als0 said that Gaggero "has this substantial judgment
against him, and he has attempted to use these devices to put his assets
beyond the reach of legitimate creditors, and we have had a full and fair
opportunity to litigate this." (RT 26:3-7.) But Gaggero had transferred his

7 The court said that Gaggero had said this during cross-examination.
(RT 28:1-3.) He did not.
14

assetsto the Entities between 1997 and 1998 - more than a decadebefore the
judgment was entered. To infer that a debt he incurred in 2008 is what
motivated him to create an estateplan in 1997 is ludicrous.
The court gave no hint of which "legitimate creditors" Gaggero was
supposedly trying to thwart when Praskeset up his estate in the 1990s.Those
creditors could not have included any of the respondents, who first began
working for him more than two years later andwho only becamehis creditors
eight years after that. Respondents likewise identified no such creditors.
Their papers say nothing about anyone else having claims against Gaggero
_when.he set up the estate. There is no evidence that any prior creditors had
ever brought a fraudulent-transfer action involving any aspect of the estate
plan or otherwise claimed that the plan was designed to defraud them.
The only creditor from that period the record reveals is the Venice
North Beach Committee ("VNBC"), which was awarded about $100,000 in
attorney fees and costs from Gaggero in 1995 - a judgment that was on
appeal when he setup his estate.(Trial RT2 613-14; CT 1 30.) That judgment
was the result

of errors

- as he later proved
$350,000
RT5

against

by winning

Stacey,

Stacey,

in a case where

had paid VNBC

did not find that the estate

respondents'
parted

required.

motion

$35 million

Marriage

of Dick,

To take

supra,

but two

404

was designed

that it was. There

to evade

is instructive

examples:

The

in that case

in the amount

represented

the judgment

in full. (JA2

in assets

attorney

judgment

respondents

plan

did noi claim

with over

Gaggero's

a malpractice

2480.) 8 The trial court acknowledged

and that Gaggero

court

by Sherman

him. (Trial

in Gaggero's
fn. 18, 407.)
to thwart

favor

The

VNBC,

is no reason

trial
and

to think

he

about what type of showing

is

a $100,000

husband

in that

debt.

case

owned

s The VNBC judgment

had grown to $170,000,
including interest,
and costs, by the time of the Stacey verdict in 2001. (Trial RT3 1608.)

15

of

an

fees

English manor house on the Isle of Jersey, which had been his principal
residenceuntil recently. (15 Cal.App.4th at p. 162.) He told the court that the
house belonged to a trust of which he was not even the settlor, let alone a
beneficiary. 9 But he had previously told the government of Jersey that the
house was his, and records of its purchase showed that he had created a
corporate entity to buy it for him in order to create the appearance of a
separateownership. (Id.) The husband also used one of the largesthouses in
metropolitan Denver, which he claimed was owned by an entity called
Alkobel in which he supposedly had no ownership stake. (Id. at p. 163.) But
even after the supposedsaleto Alkobel, he had obtained a.loan by telling the
bank that he was still the property's sole owner. (Id.)
The evidence in the present casereveals no such trickery. It certainly
gives no reason to believe Gaggero was trying to defraud creditors when he
set up his estatein the 1990s.At most, it shows that (1) he hascreditors who
came along many years after
money;

he had set up the estate;

and (3) at least for now, he cannot

None

of this means

or that the Entities

that Gaggero

afford

to pay them

defrauded

in the estate are responsible

(2) he owes

anyone

them

in full.

in 1997 or 1998,

for his debts.

That would

be true if they had been

set up with the intent

to defraud

could

Gaggero's

the trial court had to find such

intent.

deem

the Entities

It didn't.

In order to get an alter-ego

such intent.

They

respondents

and the court-simply

the estate

which

didn't

and the fact

9 There
permits

alter egos,

even allege

that,

such intent,

inferred

fifteen

finding,

respondents

much

such intent

years

later,

creditors.

only

Before

had to prove

less prove

it. Instead,

from the complexity

Gaggero

it

cannot

of

presently

is no hint that the trust was analogous

to a QPRT like Giganin,
the settlor to continue living in a residence
after transferring

it. (Bogert, The Law of Trusts and Trustees (Thomson

West 2013) 1201.)
Dick's insistence
that he was not the trust's settlor is a further reason why his
relationship
with
with Giganin.

that

trust

is distinguishable

16

from

Gaggero's

relationship

afford to pay a seven-figure judgment in full. That inference is manifestly

unreasonable,and it cannot take the place of substantial evidence.

C.

The Court Expressly

Found
Control Gaggero's
Litigation,
Evidence
That They Did.

However,
evidence

of unity

substantial
....

if this court were

of interest

evidence

underlying
e

even

and

to prove

litigation.

That The
And There

to find that there was substantial

an improper

intent,

it was the Entities

(Triplett

v.

Entities
Did Not
Is No Substantial

Farmers

there

must

that actually
Ins.

also

be

controlled

the

supra,

24

Exchange,

"..

Cal.App.4th

at 1421 .) Again,

no such evidence

was presented

A trial court may not add a new judgment

the original

debtor's

alter ego -unless

(Id.; NEC Electronics

the

trial

court

controlled

that

the litigation.

was also precisely

19, 36:23,

(CT3

540.)

38:1-4;

to impose

- even if it really

the underlying

208 Cal.App.3d

the original

judgment

This

the one respondents

37:21-22,

had no discretion

it controlled

Inc. v. Hurt (1989)

found

debtor

was

CT3 424:10-11,428:25-26.)
alter-ego

liability

given

Here,

Gaggero,

alone

not only correct,

for. (CT1

is

litigation.

772,778-79.)

debtor,

finding

had asked

here.

but

28:10-11,

29:18-

l The court

simply

Gaggero's

control

of his

own lawsuit.
Even where
was

never

afforded

underlying
Cal.2d
exercised

alter ego is proven,

action.
172,

the due process

(Motores

176.)

any control

10Respondents

it is improper
right

De Mexicali,

Respondents

actually

their

S. A. v. Superior

produced

over the litigation,

to litigate

to add a new party

no

evidence

interests
Court
that

let alone had the ability

who
in the

(1958)

the

51

Entities

to represent

admitted that only an alter ego who controlled

the underlying
litigation can be added as a judgment
debtor. (CT 1 34:18-20.)
But in the next breath,
without
acknowledging
the contradiction,
they
claimed the Entities could be added because Gaggero controlled
them. (CT1
34:20-23)
Such sleight of hand permeated
their motion. (See Part IV, below.)
17

their interestsat trial or at any other proceeding. To the contrary, respondents

argued it was Gaggero who controlled the Entities, thereby conceding the
Entities had no control over the litigation. (CT1 28:10-11, 29:18-19, 36:23,
37:21-22, 38:1-4; CT3 424:10-11,428:25-26.) The trial court also found it
was appellant who controlled the litigation, not the Entities. (RT 12-14, 1628.)
Finally, these Entities all have shareholders, members, partners,
beneficiaries, and other innocent creditors whose interests were clearly not
the same as appellant's interests in the underlying litigation. (CT3 411-413.)
It is again improper to add a new debtor whose interests.are not the same as
those of the original party. (NEC Electronics
Cal.App.3d

at 780-81;

see also

application

of alter-ego

15 Cal..lur.3d

doctrine

an injustice

as where

to disregard

entity

would

an obligation

on

footnotes

omitted].)

with

the usual

scenario

alter

ego are similar

where
so that

effectively

represents

undisputed

the Entities

the interests
the trial

the interests

litigate

their

differing

violate

their due process

an

This

over
adding

them

finding

the court

held that

underlying

litigation

even

that the Entities

it was

insufficient

on reverse

as a matter

The order amending

Gaggero

so the Entities

if the prohibition

"contrasts

corporate

(Id. at 780.)

and its

defendant
Here,

it is

and no ability

under

any theory

to

would

rights.

At the end of the day, there was no substantial

trial court's

or on its

defendant

the litigation,

of

the corporate

corporation

of the

208

not be pierced

case, like NEC,

of the alter ego."

thus

will

of the corporate

strategy

had no control
interests,

innocent

supra,

30, Extent

veil

create

stockholders",

Corporations

corporate

to do so would

minority

v. Hurt,

["the

where

inflict

Inc.

were

Gaggero's

were

must be reversed.

18

ignored,

the trial court's

the

and in fact

who controlled

were not the real parties

piercing

to support

alter egos,

and not the Entities

of law to sustain

the judgment

evidence

in interest.

the
Thus,

the evidence

finding

is

of alter ego.

III
THE

RELIEF

SOUGHT

WAS

BARRED

BY

Respondents'
filed

in April
and

case

tried

was

earlier
2005

44-54.)

They

exam,

but

discovery

disputes

likewise

revealed

remained

no new
were

that had

just

entered

(Alexander
may

recently

must

creditor
show

v. Abbey

was

Respondents
it was

entered.
offered

public

(Jines

seeks

Chimes
the

to seek

(1980)

104

necessary

that were

291-306,
several
the

they

debtor

and

2012

322-354.)

All

of the Entities
wcbsites

contained

of

the

information

309-319.)
debtors
such

after judgment

relief

Cal.App.3d

(1978)

the real parties

19

in 2011

information

for why

third-party

377.)

which

unable

93-111,

357-CT3

from

(CT2

60-91,

(CT2

about

to add new

v. Abarbanel

no explanation

the Entities

in 2007.

of which

about

(CT2

but

none

material

Gaggero

records

of state

back
who

with

downloaded

that he was

of the

had

tried in

anything

Entities.

information.

secretaries

not do so at all if he had

judgment

assert

had

as available

A judgment
been

basic

and Nevada
been

material

the

(CT1
2009

revealed

of

they

some

respondents

California

any

Praske's

even

of decision,

in this case,

or the Entities.

the

was

the statement

the

consisted

or from
which

to

time

evidence

case

was

relating

by the

BC239810,

judgments

from

Entities

facts

Entities,

included

Gaggero

the

all of their

No.

transcript

with

of

which

that

had

the present

also

an excerpt

relationship

Records

from

OF LACHES

to add these

these

Nearly

L.A.S.C.

about

in

including

amended

MOTION

DOCTRINE

demonstrably

evidence

also used

JUDGMENT

the judgment

transcripts

and prior
facts

POST

of 2007.

v. Yura,

nothing

Gaggero's

that

trial

Their

any new

114-116.)

they

in the summer

opinion

contained

to amend

planning,

ofGaggero

_. (CT1

THIS

EQUITABLE

Yet,

estate

and/or

case

appellate

2012.

his

of deposition

THE

motion

of

Gaggero

BY

more

promptly.

39, 48.)
before

the

77 Cal.App.3d
waited
in interest.

so many

has

And

he

original

702,

717.)

years

to

Gaggero's

opposition

their motion

was further

respondents

argued

Gaggero's
dispute

appeal
with

entirely.

Since

relevant

would

the

motion

succeed
427-428.)

the judgment

for delaying,

the addition

with

to bring

where

to seek

redress."

assessing
elapsed

from the time

the facts..,
delay."

In this
equitable

case,

relief

Respondents
before

them

know

if

had a discovery

court

that

respondents

ignored

the
had

issue
all the

and since they offered

was required

when

am alter

Corp.

(1994)

in as parties."

the facts
omitted].)

was unreasonable,

element

ego

to reject

the

is an equitable

23 Cal.App.4th
plaintiff

(Alexander
omitted].)

14, 21 .)

must have

acted

v. Abbey

of the

A request

the complainant

failed

may be
promptly

No one factor

is determinative

in

but "the

of time which

has

the complainant

knew

where

length

or should

no reason

have

is suggested

known

of

for the

omitted].)
respondents

of an amendment

waited

until

was granted

April

of 2012

to add the Entities

did not claim they had learned

they filed their alter-ego

for judgment

add

at 48 [citations

ascertaining

is an important

(Id. [citations

did not

trial

of new defendants,

(Id. [citations

if the delay

to

Hotel

104 Cal.App.3d
"after

In their reply,

later

was entered

in bringing

of laches.

In order "to justify

refused

the

they

they

the trial court

v. Barnabey's

due diligence

because

shows

of a judgment

(Carr

supra,

Yet

delay

(CT3 392-394.)

I1 and because

before

"Amendment

respondents'

waited

clearly

on the ground

Chimes,

had

evidence

excuse

procedure."

that

for its denial.

they

(CT3

information

no plausible

grounds

only

him.

explained

motion,

any material

to request

as judgment
information

the

debtors.
shortly

or even at any time after their motion

in September

of 2007. As we have seen, nearly

all

_ The pending
appeal did not stop respondents
from taking Praske's
third-party
debtor examination
on June 9, 2009. (CT2 357-CT3
377) They
did not even try to explain why they were willing to take that step while they
risked losing the appeal but could not bring their alter-ego
motion.
20

of the evidence
September

10, 2007

few exhibits
record
years

they offered
order

which

is clear
before

deciding

had full knowledge

through

their

simply

2002.

There

shows

they had all the relevant

to conduct

and none

the
The

information

estate planning
as his lawyers.

for

about

that they

these

him from August

Entities

bothered,

information

took place
Respondents

was filed in December

discovery

is no evidence

was entered

add new judgment

at 717.)

2002,
if they

and the trial

giving
deemed

transcript

by the end of the trial

2012

failed

bringing

2008.

A judgment

if he had the necessary

was entered.

Respondents

years before

in February

debtors

the judgment

in April

the

in

2007.

Judgment

more

sat on the relevant

This action

it relevant.

before

pre-dates

information.

plan when they represented

years

September

any material

that Gaggero's

respondents

that

for judgment

he hired respondents

of his estate

January

motion

motion

to act on it.

is undisputed

years before

of their alter-ego

than that added

that respondents

The evidence

2000

granting

are newer

finally

in 1997, three

in support

(Jines

information

v. Abarbanel,

to do so, and instead

their alter-ego

that the Entities

were

motion,

creditor

to add them

supra,
delayed

77 Cal.App.3d
more

alleging

may not

than

four

for the first time

in fact the real parties

in interest

in this

case.
Respondents

offered

bring these third parties

possession
the situation
party

knew

at or shortly

during

in Alexander

court

have

v. Abbey
known

of the Chimes,

supra,

of the facts relating

in moving

of any reasonable

for amendment,

where

21

to

facts in their
to

the moving

to the alter ego claim

but waited

explanation

the trial court

so long

This is analogous

until several

was final to seek to add an alter ego judgment

held "in the absence

year delay

years the case was pending.

after the time the case commenced,

after the judgment

for why they waited

in the case, when they had the necessary

the eight

or should

no explanation

debtor.

for nearly

abused

years
The

a seven-

its discretion

in

granting

this belated

Abbey

of the
The

Chimes,

104

facts

since

mid-2007

was

entered

1884-1889;

CT1

114-116.)

ground

respondents

that

their

discretion
must

moved
The

and

in granting

latest,

their

should
from

unreasonable

respondents'

v,

full knowledge

of

four

other

have

been

motion

after

(JA7

denied
relief

trial

during

reasons.

such

The

years

- a period

it for

seeking

delay.

belated

over

to amend

to amend

motion

had

but waited

motion

estopped

(Alexander

at 48-49.)

Respondents

at the

were

unexplained

here.

to bring

successfully

of the judgment."

Cal.App.3d

is mandated

twice

of

they

supra,

result

judgment

which

for amendment

same

the relevant
their

motion

the

as a result

court

to amend,

on

abused

and

the

its
order

be reversed.

IV
TO AFFIRM
THE

THE

"California
remedy

and

(Wechsler
t295,

Las

no

Gaggero's

estate

insinuation

and

planning

irrevocable
confident

International

treat

The

Trade,

trial

accepted

innuendo.

challenges.
estate
his estate

Their

plan
plan

settlor's
with
will

Ctr.

neither

improper,

strategy

was

foes
smoke

courts

be secure.

Estate

22

planning

regard

for

no

itself

that

resorted

the most
then

caution.

inference

expected

mirrors,

235

evidence.

distressingly

even

1286,

supra,

without

respondents

are

F.3d

nor

reasonable

can defeat
and

486

reluctance

- of their

way

cautiously."

Assocs.,

arguments

as a drastic

and

Cir. 2007)

Palmas

support

because

doctrine

reluctantly

the absence
could

ego

(Fed.

displayed

in any

works
Ifa

Inc.

v. Las

court

that
was

only

only

THREATEN

IN CALIFORNIA

alter

all of respondents'

evidence
plan

the

form

Assocs.

WOULD

PLANNING

- or,_mor.e..accurately,

With

specious

FINDING

corporate

Palmas

it eagerly

EGO
ESTATE

generally

the

d at 1249.)

the weakness

estate

courts

v. Macke

Cal.App.3

OF

disregard

citing

Instead,

ALTER

INTEGRITY

to

effective.

But

to reject

such

thorough
settlor

and
can

will be crippled

be

in California

if attacks

like respondents'

Respondents'
pages

of their

distrusted
made

motion

Mr.

about

strategy

earlier

33:12-34:6.)

anything

to do with

whether

any of them

the court

cataloging

him years

28:1-29:11,

was straightforward.

to remind

Gaggero,

are allowed

First,

just

findings

to succeed.

how

they used three

much

Not

one

of those

how the Entities

are run,

was Gaggero's

it disliked

and comments

at trial and in its statement

the court

or

had
(CT1

comments

so they shed no light

alter ego. Their

and

of decision.

findings

filll

only purpose

had

at all on

was to fan

the flames.
,

Next,

estate

respondents

plan,

falsehoods

peppered

They

actually

then similar

complex

estate

deception

size and complexity

plan.

will be sufficient

If this court affirms

Respondents

(CT1

personally,

28:1-29:26.)

of decision,
Gaggero

during

(CT1

Assassinating

relationships,

28:19-24,

the Entities

relationships

no

have nothing

to do with

showing

whenever

whether

was sufficient

anyone
finding,

challenges

then no estate

diatribe

aimed

of any of the Entities

from the January

of the impressions

in his estate.

8, 2008

it had

at Mr.

statement

formed

of Mr.

it had cast at him more

than

29:5-11.)

are Gaggero's
him.

his

character
how

but all they

large and complex.

with a lengthy

a mention

with

matter

wrongdoing,

the alter-ego

selectively

the court

and outright

isrelatively

the trial and the many aspersions

earlier.

Whether

487.)

It quoted

the

court.

their attack

with hardly

reminding

four years

financial

began

about

the lack of any supporting

alter ego. If respondents'

showings

facts

conclusions,

to infer

estate

plan will ever be safe in a California

Gaggero

despite

the trial court

the settlor's

of innocuous

unsupported

was that Gaggero's

an estate's

it is somehow

a variety

innuendo,

to suggest

persuaded

showed

Of course,

here,

with

designed

evidence.

presented

alter egos is a question

(Minifie
did

receptive

23

v. Rowley
nothing
the

court

(1922)
to

about

their

187 Cal.

481,

illuminate

may

have

those
been

to

respondents' strategy. Respondents' tactic merely diverted the court's

attention from the lack of substantial
attacks

shed

reason

for this

Gaggero
estate.

evidence.

(See

no light at all on how the Entities

extended

personally

diatribe

was

operate.

to rekindle

in the hope that it would

Part II, above.)

Their

The only plausible

the court's

disdain

carry over to the Entities

for

in his

12

Merely
devoid

reciting

respondents'

of merit they truly

were.

They

for

complex

complained,

that

it involved

implement".

(CT1

relatively

large

complex.

example,

and

,several

as respondents

suggests

"took
note,

properties.

wrongdoing,

to

estate

But

multiple

is enough

Gaggero's

Entities

owns

If complexity

that

multiple

36:1-7.)

and

arguments

Large

show

plan

how

was

so

months

Gaggero's

to

estate

estates

are

is

often

then every large estate

plan is

in trouble.
Another
several

innocuous

of the LP's

real property.

and LLC's

(CT1

Entities

generally],

Sunset],

39:15-17

33:4-5
39:2-3

Broadbeach],

to 511 OFW

and Gingerbread

legitimate
plan.
15203;

Court].)
business

(Corp.

Code

Wightv.

to hold property

12 Gaggero
doing

so would

respondents
had been

But

purpose,

[as to Blu

39:21-22

for the purpose

generally],

House],

39:3-5

and Marina

[as to Marina

Court],

40:1-2

owning

is

Cal.2d

Code

of settlor's

daughter].)

does not list the many

serve no purpose.

24

accusations

Boardwalk
39:18-19

39:27-40:1
40:3-4

[as
[as to

normal

and

set up as part of an estate

17002(a);

146, 149-150

[as to the

Glencoe],

a perfectly

for an entity
Corp.

[as to

Glencoe],

is that

of owning

38:23-24

[as to 511 OFW],

property

especially

Street(1935)3

to their advantage

created

Broadbeach

202(b)(1)(A);

for benefit

used

[as to the Entities

[as to Malibu

[as to Malibu

Gingerbread

point

[approving

Prob.

Code

trust

created

Even so, respondents

against

him here,

also

since

insisted, without evidence, that the same Entities had no business

purpose,

and cited

that

were

the supposed

shams.

claimed,

checks

a car."

bills,

(CT1

to suggest
money.
bills

without

that

is "owned

expenses.

(CT1 32:5-9.)

was

"Gaggero

Gaggero's
provides

later,

those

Gaggero's

money

rather

PCM money

than

Coast

Management-

In their words,

and PCM writes

issues

PCM

"pays

bills,

and provides

him with

facts

out of context

in order

that PCM
its

which

trusts"-

his expenses

they admitted

they

430:11-14.)

by Gaggero's

veterinary

financing

Just a few pages

with

that Pacific

dog's

evidence

CT3 424:17-20,

But they presented

PCM

as further

evidence,

food expenses,

32:7-8.)

purpose

41:12-14;

also complained

for his personal

his utility

of such

(CT1 29:22-24,

Respondents
they

lack

own.

with

actually

In their

checks

its own

paid these
own

words,

on his behalf."

(CT1

38:4-5.)
They even used Gaggero's

own testimony

to prove

their point:

"Checks were written by PCM. I paid for it. I give PCM the money.
PCM writes the checks.
They write checks for me. They pay my
utilities. They pay my credit card, they pay for my dog's vet bills. I
mean PCM manages
my life. They are a management
company
for
me personally."
(CT1 38:5-8, citing CT2 261:22-28.)
That's
their

clients.

of financial

exactly
Since
affairs,

what

management

an alter-ego

relationship

the concession

of its own to pay his expenses

companies

that PCM

dooms

involves

are supposed

to do for

the improper

mingling

uses Gaggero's

the claim

money

instead

that it is his alter ego. _3

_3It also directly contradicts

the stance respondents
took at trial, where
they won by successfully
objecting
to this very evidence
and then using its
absence to claim they should not have to reimburse
Gaggero for payments
that had been made with PCM checks. (Trial RT6 3141-3144;
CT 1 86.) They
took the same position in Gaggero's
appeal from the original judgment.
(See
pages 31-39 of respondents'
brief in the prior appeal.)
They even persuaded
this Court

to rule against

Gaggero

on that basis.

25

(Opn.

at 21-23.)

Not
role,

content

just

respondents

testimony
They

then

and

argued

their

own

his

pays

life',

[sic]

the

255-257.)

But

this

were

are not.
and

position.

Only

Why

acknowledged

a trust

interest
interest
(See

to sway

later

supervised
not

PCM's

Gaggero's

relationship

has

again,
the trial
the

whether
know

as

with

PCM.

alter-ego
correct

asserting
of

has

[Citation].

and
he has

course,
of

when

evidence
about

its

supports

his

transferred

all

foundation

he

they
'no

attachable
Gaggero's

assets,

them.
told

legal

He

'no

is that

those
in

Gaggero

Respondents

this court
title

is not

on behalf

or

the

that

ownership

real

of the trust.

party

in

[Citations]."

at p. 35.)

actively

All he had
motion
been

trusts

interest

to sue

affairs

the

answers

if

citing

details

Gaggero

owner

Gaggero
assets.'

with
such

the

had

otherwise.

implication,

B207567

court.

have

discovery

appeal,

PCM

if Gaggero's

know

entities,

former

are

38:11-14,

consistent

suggest

questions
or directors,

(CT1

contradiction

not

and

whether

officers

formed."

client

expenses

basic

know

were

to various

no standing

he had
the

it was

attachable

respondents

not

"Because

the
an

answer

they

did

in his prior

RB in appeal

order

- was

about

personal

that

The

trust

did

could

beneficiary,

and

_4 Here

assets

have

in the

not

complained

But

as much

could

Gaggero

33:13-15.)

not

Gaggero's

It is entirely

to post-judgment

false.

of

a business's

spin

in his

does

"As

PCM's.

That

also

(CT1
was

all

suggest

respondents'

to respond

genuinely

court
between

of his

whether

should

history?

interest

assertion

trial

contradiction

Gaggero

only
with

Respondents

interest.'"

the

portrayal

14, and when

would

mingled

structure

refuses

false

for

entity.

a director

CT2

ownership

Gaggero

of Incorporation,

they

misleading

distorted

Articles

actually

did

up

relating
he was

he

set

PCM

'manages

24:1)

actively

that

"Although

that

with

been

distorted

Gaggero's

testimony

asked

- by the same

lawyer

who

with

CT1

He replied

that

(compare

a director

terminology

16.)

26

CT2

in 2000
to describe

248,

249:23

or 2001.
his role.

(CT2

in

255:6-

Respondents
could recover

used

costs

is true but actually

so, their alter-ego
actually

that

argument

to defeat

Gaggero's

claim

that

he

that were paid via PCM checks,

so they not only know

used

in this very court.

its truth

motion

to their

insisted

advantage

that the claim was false

does have the very type of interest

and that

they previously

it

Even

Gaggero

conceded

he does

not have.
According
sometimes
showed

to

respondents,

used the terms

"Gaggero's

that he still had improper

what else were they supposed

"Estate

of Smith",

choice

of words

from beyond
credence.

more,

this

drafted

Smith
must

mean

choice

that

of words

Smith

against

Gaggero

estate"

and controls
absurd

the settlor

logic,

his assets

would

which

to Gaggero

and Praske

to persuade

the court

even

What's

of declarations

successfully

that

give it far too

is still alive.

Respondents

But

to, say, the

so, by respondents'

and presented

285-288.)

Praske

(CT1 37:13-20.)

a case name-refers

owns

when

and

or "Gaggero's

or control.

on the wording

themselves

Gaggero

estate"

dead. Even

credible

is based

(CT2

personal

To call this suggestion

by respondents
signatures.

that

to call it? When

It is no more

argument

fact

ownership

is already

the grave.

much

their

the

were
for

used their

own

that his estate

plan

was a sham.
Respondents
trust

established

429:14;
mean

breathlessly
under

RT 6:2-9),
the settlor

told the court that Arenzano

the laws

insinuating

is trying

that

to defraud

to plan

for one's

financial

future

(David

C. Lee,

"Offshore

Asset

Judicial

Tolerance

Since

respondents

added

- again

protection

in Estate
could

(CT1

32:2),

(CT1

the creation
creditors.

Protection

Planning",

32:1-2;

necessarily

Trusts:

as if offshore

27

trusts

for its strong

instead

of

(1999).)

that conclusion,

should

must

the Limits

451,454

is "known
trusts

trust

problematic[.]"

Testing

or law to justify

424:9-10,

use of offshore

15 Bankr.Dev.J.

- that Anguilla

CT3

of an offshore

But "[t]he

is not by itself

cite no facts

with no support

laws"

of Anguilla

was an offshore

they
asset

be based

where such protections are weak. (See 34A Am.Jur.2d Federal Taxation
105,208 ["A trust settlor should seek an offshore financial center" with, inter
alia, "a favorable trust law"].) 15They complained the trust instruments were
confidential and had never been filed with any court (RT 6), even though
trust instruments and other estate-planning documents aren't supposed
filed

with

a court

(Prob.Code
Probate

probate

2013)

transfer

11, 31:24-26,

is a QPRT.

settlor's

residence

Cohen,

California

["inter

vivos

trust property

the decedent

trustor
that

after he transferred

would

have required

CT3
(CT1

are presumptively

and

even

33:1-2;

Giganin

Ross

they

also complained

residence

legitimate

though

2:116

(unless

Respondents
personal

even

700-735;

(Rutter

outside

and

provided
Gaggero

428:21-22.)But
31:25.)

for a period

of time while

Practice

Guide:

is administered

continued

to live

suggesting

in his
that

out. (CT1 28:6-8,

respondents

The very purpose

confidential.

otherwise)".])16

it to Giganin,

him to move

to be

ofa

he continues

31:8-

also admitted
QPRT

that

is to own the

to live there.

(34

15 There are no published

California
cases which involve
offshore
trusts based in Anguilla - a British Dependency
which is actually known for
having favorable
tax lawsl (See Campbell,
International
Taxation
of LowTax Transactions
- 2nd Edn: Anguilla.
(Juris 2011); " 'Tax havens' agree
clampdown
on tax avoidance
and evasion",
BBC News (June 15, 2013)

to
at

www.bbc.co.uk/news/uk-politics-22915954.)
Among the jurisdictions
most
commonly
deemed favorable sites for offshore trusts are Belize, the Cayman
Islands,
the Channel
Islands,
the Cook Islands,
Cyprus,
Gibraltar,
Great
Britain, the Isle of Man, and Turks and Caicos.
(34A Am.Jur.2d
Federal
Taxation

105,207.)
16At the May 29 hearing,

instruments
11.)
But
instruments.
on the spot,
even if there
did not even

respondents

also told the court that the trust

contained
"independent
confidentiality
provisions".
(RT 6:10respondents
freely
admitted
that they had never seen those
(RT 6:6-14.)
This appears to be a claim their counsel made up
untroubled
by whether there was evidence
to support it. But
were such provisions
they would not matter, since respondents
try to explain why they would be improper.
28

Am.Jur.2d Federal Taxation 40203.) Respondents failed to offer even a

scintilla of evidence that this arrangementwas improper.
One piece of evidence on which respondents relied heavily was the
testimony of JamesWaiters, Gaggero's former accountant, that the estate's
gains and losses "flowed through" Gaggero's tax returns. (See CT1 36:2122 (citing CT2 241:4-6) and CT3 424:11-14.) But that is routinely true of
grantor trusts (26 U.S.C. 671-677), which are a common estate-planning
device andquite unremarkable. (Estate of Hearst
783-784.)

Respondents

testimony

supported

supposedly

["Gaggero
["Gaggero

...

that Gaggero

is simply

his estate

plan

not reasonable.

serve as trustee

complaint

of the trusts

14, 33:2-6,.39:7-8;

someone

Praske

fill this role?

neither

law nor logic

often administer

If he should
to justify

the entities

the settlor

somehow

ability

reclaim

improper

their

29:10-11

impervious

to

they cite no evidence

if he did it would
to pursue

is that Praske

the LLC's

After

assets

29

by

and LP's.

432:13-17.)

not

his estate

continues

Why

else should?

offered
attorneys

but that fact does not suggest

making

the

had forever
trusts

even

shouldn't

They

Estate-planning

all, Gaggero

to

(CT 1 32:10-

They never

or suspicious.

insinuation.

they establish,

former

28:14

that it is fraudulent.

threatening

not do it, who

still owns them.

his

were

more,

of respondents

was

(CT1

work.

and to manage

this fact

plan

Gaggero

impenetrable"],

suggests

What's

improper.

claims

estate

assets

CT3 428:23-25,429:26-28,
why

anything

of the sort. But even

to answer

frequent

his

somehow

why their plan wouldn't

Another

to explain

of his

777,

the accountant's

by describing

strength

strength

ever said anything

by explaining

or suggested

that

67 Cal.App.3d

at all that

argument

asserted

It's only natural

to

the

touted

as if the plan's

That inference

tried

boldly

evidence

finding

their

about

unabashedly

execution"]),

matter.

bolstered
made

has

no

an alter-ego

Respondents
had

offered

(1977)

that

lost the

irrevocable.

(DiMaria
Laycock

v. Bank
v. Hammer

The

not

32:14-24,

37:5-12.)

liability

Even

actually

24

ad nauseam
29:1-4,

29:21-22,

5, 33:13-15,

36:2-6,

40:4-6,

432:7-9,
More

evidence.

and
lack

orders
24,

to Praske
37:5-12;

misrepresentations

But

and

not

While

his

in order

31:12-18,

CT1

alter-ego

v. Farmers

since

showing
than

respondents
or their

assets.

31:18-20,

32:4-

These

an

was

honest

evidence

to claim

supposedly

432:18-20.)

when

own,

respondents
should

he has negotiated
that these

and

e.g.,

since

(Triplett

it was

428:15-1.7..430:20-21,432:3-5,

built

review

engaged

claims

gives
were

of the

to

who gives

advice.
all

They

Gaggero

that it is Gaggero
just

on

is staggering.

expert,

both

testified

to Praske's
he deems

and

that

approval,

(CT1

32:14-

on

active

based

are
Praske

make

much

designed
testified

actions

were

is authorized

and that

Praske

to
that

he

1 32:14-24),

for his own benefit

3O

to

approves

of the Entities.

further

the

Entities"

would

reject

any

of the Entities.

(CT2

205-

assesses

how

of the fact that Gaggero

be used, what new properties

on their behalf(CT

Gaggero

them to be in the interests

that was not in the best interests

the properties

hints

rather

recommendations

recommendation
218.)

assets

subject

decisions

Gaggero's

interests,

CT3

who is not a real estate

Gaggero

the assets

Gaggero's

(See,

did not own the Entities

31:11-12,

that

of the record.

Praske
manage

1421)

supporting

and that Praske

CT3

claim

matter,

control

respondents'

of probative

the Entities'

and

th at

falsehoods

cited the fact that Praske,

manage

their

432:11-12)

fundamentally,

Their

the estate.

42:15-16;

432:9-10,

misrepresentations

controlled

31:8-11,

258-259;

25, 30-31.)
was

ownership

that Gaggero

254,

argument

Cal.App.4

(CT1 28:2-8,

432:5-7,

Cal.App.2d

if this was true it wouldn't

of both

supra,

237

141 Cal.App.4th

who

proof

Exchange,

(1965)

of respondents'

Praske,

requires

conceded

(2006)

linchpin

Gaggero,

Ins.

of California

to purchase,

etc., and that

none of their evidence

even

rather

- or

than the estate's

that a different
one of those

person

with the same background

decisions

and to take
exposed
fraudulent,

have

about

proved

future

extensive

or risk

ever have made

even

differently.

If respondents
1997 to worry

would

anything,

creditors

trying

precautions.

having

then there

his

it is that Gaggero
to extract

If a settlor

precautions

must

deemed

is no way to make

estate

money

plans

in

from his estate

either

proof

was right

leave
that

his estate

the

estate

is

secure.

CONCLUSION
Z

"" _

Whether

more

a trust

or business

than appearances,

and whether

than how adamantly

reality

a party

of how the Entities

actually

alter egos,

on whether

the law even allows

papers

indeed,

no corporation

All
evidence,

which

create

or other business

respondents
to improperly

to create

bringing

their

and even
motion.

party

more

reflect

the

relate
delays

to
and

they seek.
debtors

of fraud,
entity

just

by filing

then no estate

cleverlyplan - and

- will ever be safe, no matter

in outside

reverse

about

to evade

was put in place.

reverse-piercing

instead

the moving

the

the appearance

entire

must

and how their finances

persuade

facts

fraud

court that Gaggero's

to

engage

aggressively

plan

rulings

is about

the rules.

did

unremarkable

estate

the relief

the illusion

it follows

off a massive

operate

alter ego is about

is time-barred

as well as on how long

innocuous,

pull

it. Such

can add new judgment

written

how meticulously

is an individual's

a motion

pursues

the alleged

If a creditor

entity

Gaggero

they

without

piercing

Entities

and

was somehow

a debt he incurred

In so doing,

estate

the

court,

eleven

not only

substantial

was to present
"spin"
using
years

persuaded

plan is a sham, but also to perform

to completely

In California,

disregard

a judgment

31

their
against

four-year

them
them
after

to
his

the trial
improper
delay

an individual

in

may

not be amended
legal

control

to include
over

the

entities,

entities

especially

:and the

where

entities

did

the individual
not

has

participate

no

in the

litigation_
FOr all these
this

eourtl

judgment

Dated;

reasons,

to reverse
which

August

named

8,2013

the

appellant
trial

Stephen

court's

the Entities

alter-ego
as additional

WESTLAKE

LAW

M. Gaggero
findings
judgment'

respectfully
and

the

amended

debtors.

GROUP

..,,_e{i/_/,/.,.-_>,.,
........
)
David

Blake

Chatfield

attorneys for a_el)_nt

STEPHEN

32

M. G_At:3GERO

asks

WORDCOUNT
Pursuantlto
word

count

Microsoft

for
Word

Ca!. RUles
Appellant!s
which

CERTIFICATION
of court,

Opening

Was.the

Rule
Brief

computer

8.204(c)(1),
is 9,669

software

words,

pr0gram

this bricfi

Dated:

August

8, 2013

WESTLAKE

LA W GROUP

David

Blake

Attorneys
STEPHEN

33

Chatfidld

for Ap)'ellant
M: GAGGERO

! certify

that

as counted

the
by

used to produce

PROOF
I am
years,
an
7['ownsgate
on

a resident
not a party
Road, SUite

August

APPELLANT'S
X

BY MAIL

Miller

8, 2013,

of California,

I SerVed

I placed

the, above

document(s)

Superior

is 2625

described

in a sealed

as:

envelope

mail

LosAngeleS,

Siaite 2150

Court

1250

CA '90025

San Francisco,
(Four

I declare
under
penalty
of Perjury
California
that the above is true and correct.
:2013,

Suite

Clerk of the Supreme

Court
Supreme
Court of California
350 McAllister
Street

County

CA 9001

On August.8,

with

at Westlake

Edward
A.- Hoffman
-11755 Wilshirc
Blvd.,

Superior
Court of Los Angeles
111 North Hill Street

Executed

age of eighteen

document(s)

in the united
States
set forth below.

LLP

Los Angeles;

tile

BRIEF

A. Miller

of the

over

act!on.
My business
address
Village,
California
91361.

tile foregoing

thereon
fully prepaid,
California,
addressedas

5i5 South Flower

Street_
:Los Angeles,
CA 90071
Clerk

State

to the Within
330, Westlake

OPENING

postage
Village,

Randall

of the

OF SERVICE

at Los

Copies)

under

tile

Angeles,

//

CA 94102

laws

of the

State

California.
/_,_

/-)

---

7, ......
/

//
yj). 'O,...
, !
David Blake Chatfield

34

of