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CA2DB241675-02
{29CA8F22-B7CD-4F5A-AFD5-3759F6E23BC9}
{137323}[309-130328:090241
]{032713}
OTHER
QLC_SE
(Related
B2 4 J_67_
Appellate
IN THE
CALIFORNIA
Matters B207567,
B209522,
B236610,
B236834)
COURT
OF APPEAL
OF THE STATE
OF
FOR THE
SECOND
APPELLATE
DISTRICT
DIVISION
EIGHT
STEPHEN
M. GAGGERO,
Plaintiff
and individual,
et al,
and Appellants
VS.
KNAPP,
PETERSEN
& CLARKE,
STEVEN RAY GARCIA,
HARRIS and ANDRE JARDINI,
Defendants
STEPHEN
M.
and Respondent
On Appeal from Los Angeles Superior Court,

Honorable Robert L. Hess, (213) 974-5625
Department
24, Case No BC286925
DECLARATION
OF AUSTA WAKILY IN SUPPORT OF
RESPONDENTS'
OPPOSITION
TO APPELLANTS
APPLICATION
EXTENSION
OF TIME TO FILE BRIEF
MILLER LLP
RANDALL
A. MILLER (SBN 116036)
randy@millerllp.com
AUSTA WAKILY (SBN 257424)
austa@millerllp.com
515 South Flower Street, Suite 2150
Los Angeles, CA 90071-2201
Telephone:
800.720.2126
Facsimile:
888.749.5812
Attorneys
for Respondents
FOR
DECLARATION
I, Austa Wakily,
I.
I am an associate
Knapp,
Petersen
Jardini
in this case.
before
this Court.
declaration
Application
2.
! am licensed
and, if called
reporter's
this declaration
expedited
motion
to amend
the
and have
the content
of testimony
Appellants'
4.
Attached
Appellant,
Ray Garcia,
and Andre
of the
facts
set
forth
I could and would competently

of Respondents
and
in this
testify as to
Opposition
to the
of proceeding
is a true and correct
copy of the
for the May 29, 2012 hearing
I attended
the transcript.
the motion
The transcript
on
behalf
on the
of
accurately
the
reflects
on that day.
B to this response
to the motion
as Exhibit
Stephen
for Respondents
to File Brief.
judgment.
as Exhibit
opposition
Steven
knowledge
A to this response
reviewed
of record
law in the State of California
in support
of Time
transcript
respondents
Attached
personal
as Exhibit
M. Harris,
to practice
as a witness,
for Extension
Attached
LLP and counsel
Stephen
I have
WAKILY
as follows:
at Miller
and Clarke,
these facts. I submit
3.
declare
OF AUSTA
M.
copy of the
to amend the judgment.
C to this response
Gaggero's
it a true and correct
it a true and correct
opposition
to the
motion
copy of the
to amend
the
filed to the motion to amend the judgment
the
judgment.
5.
In addition
appellants
Reply
motion
to the opposition
filed a Petition
brief on August
to amend
for Writ
22, 2012.
the judgment
of Supersedeas
The arguments
were briefed
on July 19, 2012

at issue
by appellants
and their
on the appeal
of the
as part of the Petition
for Writ of Supersedeas.

6.
The
Supersedeas
appellants
on October
also filed
3, 2012.
a Reconsideration
The
arguments
of the Petition
at issue
for Writ
on the appeal
of
of the
motion to amend the judgment were briefed by appellantsas part the

Reconsideration
of thePetitionfor Writ of Supersedeas.
This Petitionwasfiledby
Mr. Hoffman.
7.
Asof thedateof this responsetheappellantshaverefusedto producethe
trustdocuments.
I declareunderpenaltyof perjurythatthe foregoingis true andcorrect.

ExecutedonMarch____2013in Los
Angeles
California.
&Au_'sta
W aki)ly_
EXHIBIT A
SUPERIOR
FOR
DEPARTMENT
LA
STEPHEN
COURT
THE
OF
THE
COUNTY
24
OF
HON.
GAGGERO,
AN
STATE
LOS
OF
ANGELES
ROBERT
INDIVIDUAL;
ET
CALIFORNIA.
L.
AL.,
HESS,
JUDGE
PLAINTIFF,
)
)CASE
-VS-
NO.
)BC286925
)
KNAPP,
PETERSEN
STEPHEN
AND
RAY
ANDRE
&
CLARKE,
GARCIA,
STEPHEN
M.
HARRIS
DEFENDANTS.
JA-RDINI,
)
REPORTER'S
EXPEDITED
TUESDAY,
TRANSCRIPT
MAY
29,
OF
PROCEEDINGS
2012
APPEARANCES:
FOR
THE
DAVID
PLAINTIFF:
CHATFIELD
ATTORNEY
AT
2625
TOWNSGATE
SUITE
THE
DEFENDANTS:
MILLER
BY:
BY:
RD
330
WESTLAKE
FOR
LAW
VILLAGE,
CA
LLP
RANDALL
AUSTA
A.
MILLER
WARILY
...................................
..............
........................................
5Z5--gOUT-H-FLOWERSTREET
SUITE
2150
LOSANGELES,
FOR
NEW
JUDGMENT
DEBTORS:
DAVID
2625
OF
1
[
................
90071
ROAD
330
WESTLAKE
vOLUME
CA
ESQUIBIAS
TOWNSGATE
SUITE
CAROL
91361
L.
VILLAGE,
CA
.CRAWLEY,
CSR
91301
#7518-
LOS
ANGELES,
CALIFORNIA;
DEPARTMENT
24
HONORABLE
TUESDAY
ROBERT
L.
11:50
A.M.
ON
TITLE
MAY
29,
HESS
2012
JUDGE
4
5
APPEARANCES:
(AS
NOTED
PAGE)
6
7
(CAROL
L.
CRAWLEY,
OFFICIAL
REPORTER.
8
9
I0
ii
MR.
CHATFIELD:
DAVID
ESQUIBIAS:
GOOD
MR.
13
DAVID
JOSEPH
PRASKE
15
OF
ARANZANO
16
AND
17
PLEADING
THE
AS
18
21
i
I
JOSEPH
PRASKE
DEFENDANT,
THE
24
TRUSTS
23 .... TO
ADD
OF
AND
AND
LP'S
LIKE
IS
THE
TRUST,
GENERAL
WOULD
...... MS_WAKILI}
22
........
LLC'S
NOT
YOUR
ESPECIALLY
TRUSTEE
VARIOUS
MORNING,
ESQUIBIAS
14
20
ON
BEHALF
OF
THE
PLAINTIFF.
12
19
CHATFIELD
THAT
ARE
FOR
PARTY
TO
TRUSTEE
FOUNDATION
NOTED
AND/oR
NOTE
FOR
TRUST,
AQUASANTE
PARTNER
TO
APPEARING
GIGANIN
THE
HONOR.
IN
OUR
MANAGING
THE
RECORD
THIS
MEMBER.
THAT
ACTION.
....G00D-MORNING/-AUSTAWAKILI-FOR
KNAPP,
COURT}
PETERSEN
THIS
IS
&
A
........................
CLARKE.
MOTION
TO
AMEND
.THE
JUDGMENT
_FOUNDATIONS,
_AND..OTHER
JUDGMENT
DEBTORS
ON
THE BUSINE$S...ENT_.TIE$
THEORY
THAT
VARIOUS ...........
25----TNCL-U-DTN-G---L-L-C-,_--AR-E---A_--M_--@_GG_O-,-S--_TDR-D@@_,--_N-D
26
'
28
THEY
SHOULDBE
HiM
....
LIABLE
FOR
OR
THEIR
ASSETS
"
.....:....
--
--
SHOULD
".................
ON
SUBMITTED
FRANKLY
MOTIONS.
THE
HAVE
NATURE
IT
I
FACT,
MONIES
9
THE
THAT
Ii
MR.
GAGGERO'S
12
SAY
ON
14
REALLY
15
TRUSTEE
16
TRUSTS.
18
.........................
20
21
THIS
24
wE
You
HAVE,
SOME
EVIDENCE
HAS
BEEN
MOTION,
ARE
AND
APPROPRIATE
SHOWING
HERE
--
THAT
DIRECTS
KNOW,
MERIT,
AND
IN
THE
SEE
IT
SO
LETME
WHAT
YOU
SEEMS
TO
START
ME
WITH
WOULD
LIKE
YOUR
IN
MAY
HONOR,
IF
INTEREST
--
THESE
RESPOND
ASSETS
TO
MAY
START
REPRESENT
COURT
COURT:
WEL'L,
THE
N_AMZD,
ARE
BUT
BEING
THESE
FIRST,
WOULD
TQ_
ADD
I
YOU
HAS
IT-IS-REALLY
THE
COURT:
TRUSTEE
TO
BE
THE
--
ITRUST
THE
THAT
CORPUS
DON'T
IN
OF
UNDERSTAND
ANY
THE
THAT
OTHE_
CAPACITy
TRUST
--
THEY
ARE
PERHAPS
THAN
_5-- ----AS_R-[TSTgE.
THERE
ANYONE
..........
-........
26
28
..........
SOUGHT.
ESQUIBIAS:
SEEKING
MR.
--
THE
WITHIN
THE
AS
THAT.
ASSETS
27
TO
SIR.
CONTROLS
GETS
THE
QUITE
THESE
HAS
PARTY
WHO
9RUSTEZ
23
THIS
THESE
CONTROLS
CHATFIELD:
THE
' MR.
THAT
WITH
LIKE
HAVE
POINT,
THE
22
ME
COUNSEL,
APPRECIATE
HIS
TO
SINCE
IF
19
TO
MOTION
17
RELATIONSHIPS
OF
WILL.
I0
MR.
AMOUNT
CONNECTION
GAGGERO
AND
13
IN
LOOKS
AND
SUBSTANTIAL
THESE
ME
SEEM
MR.
VERY
OF
TO
6
7
IS
CERTAINLY
ESQUIBIAS:
IS
SEEKING
CORRECT.
MR.
BRABKE.
NO
INDIVIDUAL
WE
DON'T
CAPACITY.
BELIEVE
THAT
WE
THAT
BELIEVE.
MR.
4
5
8
9
THE
AS
COURT:
THAT
PERSONAL
AND
KPS
IS
TRYING
LIABILITY,
DIDN'T
GET
THAT
THAT
OUT
TO
SAY
WE
DON'T
OF
THEIR
PAPERS.
ESQUIBIAS:
ASSETS,
WHICH
BEING
SOUGHT,
WITHIN
WHAT
10
REVOCABLE,
Ii
TRUSTS
12
BE
13
LEVY
OR
AND
BECAUSE
THESE
ASSETS
--
EVEN
TRUSTS
FACT
GARNISH
IS
ARE
WHEN
AND
THE
ARE
WOULD
COURT
HAS
THE
16
MATTERS
UNDER
PROBATE
17
STATES
18
CREDITOR
19
IMPORTANTLY,
BECAUSE
21
NOTICE
THE
22
THIS
23
PRINCIPAL
24
RUSTS
ACTIONS
TO
VESTED
THE.
EXCLUSIVE
AND
IN
CONTAINED
WERE
IRREVOCABLE
THAT
NEED
OR
CONTROL
THAT
THE
OBTAIN
RECORD;
JURISDICTION
17000,
WHICH
PROCEEDINGS
THAT
THE
ARE
THEY
ARE
TO
TRUSTS.
FOR
CODE
THAT
IF
ARE
THE
ASSETS
PROCEDURES
TRYING
NOTE
IS'THAT
ARE
THESE
ASSETS'OF
PROBATE
ARE
THAT
OR
CERTAIN
YOU
15
THAT
BELIEVE,
CONTROLS
THERE
FOLLOWED
DO
PRASKE
THE
THAT
WE
MR.
IRREVOCABLE
14
.....................
BELIEVE
PRASKE
MR.
7
DON'T
ASSETS
AND
TRUST
SPECIFICALLY
BY
COURT
OF
OR
AGAINST
MORE
IN
THIS
NEEDS
TO
PARTICULAR
20
UNDER
MOTION
TO
PROBATE
THE
AND
VESTED
REMAINDER
CODE
CURRENT
BE
INCOME
BENEFICIARIES
PROVIDED
OF
AND
OF
THESE
......................................
NO _S-UCH---NO_C_--W_S-_RO_I-D_D_O--A-N_
26
BENEFICIARY
27
THESE
NOR
WAS
TRUSTS,
AND}
CODE
17203
NOTICE
"NOTICE'
[ ................
PROBAT
........
PROVIDED
WOULD
BE
.........
........
TO
THE
REQUIRED
TRUSTEE
UNDER
OF
AND
STATES
NO.T
AVAILABLE
CASE
HERE.
THAT
5
6
CONVEYANCE,
AVAILABLE.
THEIR
OWN
i0
CAUSE
OF
ii
STATUTE
12
ONLY
13
PROBATE
CODE
AS
THE
OF
CODE
SEE
24
_5--
YOU.
IS
WAS
HAS
CODE
DUE
TO
THE
CONVEYANCE
SECTION
IS
18200
THE
AND
15403.
COURT
.IS
LOOKING
AT
JUST
THE
PROBATE
--
POINT
OUT
MINUTE.
I
WOULD
LIKE
TO
COURT:
MAY
ASK
JUST
IT
WAS
COURT:
ARE
MAKING
THIS
ARGUMENT
APPEARS
....................................................
:......
ESQUIBIAS:
THE
WHERE
IS
DOES
APPEAR.
THE
SUBSTANCE
FILED.
THERE
AN
NOT
REASON,
5RGUM_NT
NOW
REASON
wHY,
IS
THAT
THERE
REASON
.AP.PARENTLY
--TS--J-H-R_DI_L_T-I-@N-?
IS
THERE
MERITORIOUS
ARGUMENT,
.-IT-WAS
IF
NOT
THIS
INCLUDED
.--i.........................................................................................................................
28
IN
CONVEYANCE
THEM
FRAUDULENT
CONCEDED
FRAUDULENT
TO
THE
FRAUDULENT
POTENTIALLY
PARTY
PROBATE
THE
THE.ARGUMENT
26
27
WHICH
CASE.
MR.
23
CREDITORS,
MADE
THE
IN-YOUR-OPPOSITIDN_SIR?
OF
ARE
....
THE
21
TRUST
UNAVAILABLE
SECTION
ESQUIBIAS:
22
MOVING
sPEcIFICALLY
IRREVOCABLE
THERE
BE
THAT
TO
MR.
THAT
LIMITATIONS,
EXCEPTION
18200
AN
WOULD
ACT!ONIS
17
2 O
SETTLERS
IT
COURT:
19
THE
THEN
THE
ONE
OF
EXTENT
16
18
.........................
THE
CODE
ASSETS
DOCUMENTS
15
PROBATE
TO
BUT,
14
.....
THE
TO
.....................
LAST,
OPPOSITION?
IS
A
INTHE
90ES
...............
MR. CHATFIELD:
SPECIALLY APPEARING FOR THE PURPOSEOF ARGUING
JURISDICTION
4
5
THE
i0
HAVE
THE
AN
LOOK
AT
THESE
13
DOCUMENT
DOES
14
THE
COURT:
THESE
16
BACK
17
THE
ARE
SO
MR.
MOVING
IN
TO
15TH.
APRIL
DON'T
10TH,
EVEN
AND
GET
DON'T
THE
WAS
NOT
RAISED
ARGUMENT
SO
NOT
IT
BUT
WERE
WHY?
COULD
ESQUIBIAS:
AS
SNIFF
I
OF
MY
THAT
TODAY.
QUESTION
WHY
DID
REsPoND
TO
NOT
IN
IS,
YOU
IF
HOLD
THEM
THEM?
DESIGNED
TO
AMBUSH
THE
PARTY.
couRT:
21
MR.
ESQUIBIAS:
22
THAT
BY
23
THIS
MATTER
24
. _HEM
TO.
THIS
IS
CAN
RESPOND.
ITANYTHING
COURT,
CAN
AND
OTHER
SEE
HOW
PERHAPS
BE
CONTINUED
TO
THES.E.
THAN
IT
IS
MOVING
TO
AMBUSH
PERCEIVED
AS
PARTIES
BRIEF
IT
AND
XXXJD
TO
ALLOW
....................
ARGUM_NTS
TH-E--COU-Rq_._L-L_'<>U--_A-V-E_-'-T-f-E_k_N--BR-I-_PE-D---I_.
26
MR.
ESQUIBIAS:
27
THE
COURT:
TH_S
MAY
ARGUMENTS,
THEY
WASN'T
APPEARANCE
AGREE.
PRECLUDE
ESSENTIAL
THE
28
WOULD
THEY
WELL,
IT
PARTY.
SPECIAL
FILED
I
WHY
FRANKLY.
THAT
NOT
19
-----95 .......
TO
THIS
FILED
HERE,
QUITE
FACT
THAT
OF
WERE
PAPERS
ESQUIBIAS:
BELIEVE
TO
NOTICE
PAPERS
YOUR
AS
LATE
WAS
ARGUMENTS,
MR.
AM
THE
MOVING
15
EXPLANATION
OPPOSITION
12
18
NO
COURT:
OPPOSE
ii
NOTICE.
OPPOSITION.
8
9
AND
I
........
I CAN TELL THE COURTTHAT I AM
YS
THE
I
SO
TIME
AM
THAT,
A.ND PLACE
PREPARED
AGAIN,
FOR
TO
DO
RAISES
THE
SO.
THEQUESTION
HEARING
DN
-THIS
MOTION.
MS. WAKILI:
CAN I MAKE ONE BRIEF POINT ON THIS?
HAD HE BRIEFED IT OR RAISED IT INHIS
MR. PRASKE HAS TESTIFIED UNDER --
THESE ARE OFFSHORETRUSTS.
OPPOSITION,
IN.A
DEBTOREXAM,
ARANZANOIS AN OFFSHORETRUST.
THEY HAVE
NEVER BEEN FILED wITH ANY COURTIN CALIFORNIA OR THE
UNITED STATES, SO THESE ARE ESSENTIALLY VERY SECRET
DOCUMENTSTHAT ARE PRIVATE.

THEY HAvE INDEPENDENTCONFIDENTIALITY
i0
ii
PROVISIONS THAT BOUND PRETTY MUCHTHE TRUSTORTHE
12
TRUSTEE, So THEY WON'T BE SOMETHINGYOU WILL FIND IN
13
A PROBATECOURTAND ACCORDINGTO MR. PRASKE --
14
IS SOMETHINGTHAT HE SAID HE NEVER FILED,
15
HAD WE HAD ANY IDEA THIS WOULDBE AN ARGUMENTTHEY
16
WOULDRAISE WE WOULDHAVE PULLED EXCERPTS_

FROMTHE
17
DEBTOREXAMINATION TO ADDRESSTHAT.
18
19
THE COURT:
THAT
AND AGAIN
DON'T DISAGREE, BUT DO I HAVE ANY
EVIDENCE? JUST A SECOND. DO I HAVE ANY EVIDENCE IN
J- ] ......................
20 ......
su P POR-T- 0F -T H-ESE ---FAC-T[JAL -AS S-_.
R T ION S ?......................
I
21
MR.
ESQUIBIAS:
22
THE
COURT:
23
CHARACTERIZED
24.
_HIS
RAISED
BY
OPPOSING
COUNSEL?
No,
THESE
YOUR
AS
FACTUAL
ASSERTIONS.
IRREVOCABLE
AND
YOU
SUBJECT
HAVE
TO
i
i
.....
.............
THAT.
AND
THE
OTHEK..
DO_.'T..KNOW
....HOW
DO
5-- --K-_OW--THAT-F.
WHERE
26
27
_8
MR..
PLEA_N_
ISTHE
ESQUIBIAS:
T_AT
WAS
EVIDENCE
" YOU
FILED.
WILL
TO
NOT
SUPPORT
FIND
IT
IT?
IN
OUR
1
2
THE COURT:
IS THERE ANYTHING IN THEIRS, THAT WILL
DO IT?
MR. ESQUIBIAS:
I HAvE THE PLEADINGS THAT I HAVE
REVIEWED IN PREPARATIONFOR TODAY'S HEARING, DID NOT
SHOWOTHER THAN THEIR OWNSTATEMENTSIN THEIR
PLEADINGS WHICH ARE CONSIDEREDADMISSIONS THAT THE
TRUSTS ARE IRREVOCABLE.
8
9
i0
THE COURT:
POSITION,
HAS THERE --
HAS MR. PRASKE TAKEN THE
THAT THE TRUSTS THEMSELVESARE
CONFIDENTIAL?
ii
MR. CHATFIELD:
I HAD NOT PARTICIPATED IN THAT
12
PRIOR DISCOVERY THAT COUNSELTALKS ABOUT, BUT I WILL
13
SAY THIS,
THE COURT:
14
15
ON BEHALF OF MR. PRASKE --
THE
16
TRUST
MR.
17
MR.
18
VESTED
19
DOCuMENTs
PRASKE,
CURRENT
COURT:
TRUST
DOCUMENTS
22
BENEFICIARIES.
THE.COURT:
24 ..... BENEEICIARIES
2_
27
_8
.THAT
21
26
OUGHT
ESQUIBIAS:
THE
23
AND THAT THE TERMS OF
IF
WILL
NOTICE
INCOME
HAS
AND
MR.
TO
COUNSEL
HOW
WOULD
ARE?
NOT
--
SAY
TO
BE
THIS
THE-TRUST
PRODUCED?
ON
IS.PROVIDED
UPON
THEY
BEHALF
TO
PRINCIPAL
AND
OF
THE
ALL
BENEFICIARIES
HOWWOULD
NOTICE
KNOW
--
WHO
THEY
TO
THE
--
DO
THAT?
THE
THE
..............................
[---A_--TA-K-I-N-G_
_ OU-R--R-D_P O-N_E --A-S--TH E_I_R-UST
DOCUMENTS
CLAIM
THEMSELVES
OF
HAVE
NOT
BEEN
YOU
ARE
PRODUCED
UNDER
CONFIDENTIALITY.
SO
AT
.TH_IS
POINT,
ASSERTING
SERIES
....
OF
REASON
OBJECTIONS
THE
THAT
THINGS
THEY
IT,
THAT
CALCULATED
FOR
YOU
i0
GIVING
ii
WON'T
12
TELL
MR.
HAVE
OPPOSING
17
SO
18
CAN
19
GAGGERO
TO
WHO
THE
FOR
TO
YOU
ALL
IS
YOUR
THAT
YOU
HAVE,
HAVE
PRECLUDED
VERY
TO
GIVE
THAT
IS
REASONABLY
GO
NOTICE.
HEARING.
FORWARD
AND
TO
AS
INFORMATION
THEM
PEOPLE,
ENTITLED
THE
AND
SYMPATHETIC
CAN'T
THESE
IS
AND
WITHOUT
BY
GET
THE
WAY
NOTICE.
HOW
WE
DO
THAT?
YOU
HONOR,
HAVE
RESPONSE.
RESOLUTION.
I
16
TO
SUPPORT,
SITUATION
RISE
!ESQUIBIAS:
15
WELL
YOU
MR.
NECESSARY
NOT
SAY,
OR
ACCESS
GIVE
NOTICE
RESOLVE
13
IS
TO
TO
YOU
IS
SUPPORT
INTERESTING,
FROM
CLAIM
EVIDENTIARY
EVIDENTIARY
VERY
SIDE
YOU
NO
NO
ARE
OTHER
FIND
HAVE
UNDERSTAND
14
WHICH
THAT
GIVE
AM
NEW
TO
THIS
COUNSEL
SHE
CAN
HAS
APPRISE
CASE.
A
COPY
THE
I WILL
OF
THE
MAKESURE
TRUST
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DOCUMENTS,
HERSELF.
SHE
NOTICE.
THE
COURT:
WELL,
MS.
WAKILI:
APPARENTLY,
WAS
MR.
PRASKE
..........................2_
21
22
MR.
23
24
WAS
REPRESENTED
BY
CHATFIELD.
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WAS
BELIEVEHE
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R_PRESENTED
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MR.
WHAT
DO
CHATFIELD
DO
AT
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THE/DEP0$ITIONS,
....
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27
DO
WITH
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MR. ESQUIBIAS:
28..DEgOSiTION<S
_ I
DON'T
..I.WASNOTPRESENT,
KNOW
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MR.
AND
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AND
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AND
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MR.
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MY
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16
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WITH
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ME
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...... ITISNOTMY-PRACTICEC-_RAT_HER_
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26
THE
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21
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MARKINGS
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NOTES
17
2.4
REASON
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THIS
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23
26
28
MR.
AMOUNT
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THIS
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PREVIOUSLY
21
22
MR_
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24
PREVIOUSLY
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._
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MR.
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CAN
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VESTED
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26
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THAN
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18
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MR.
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21
THE
DOCUMENTS
22
INFORMATION
23
....
.....
24
THEY
I
. .COUNSEL
THEMSELVES,
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25--- --M_-._CH-A?F_I-_L-D
26
27
28
MR.
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D0
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NEED.
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13
1
THE COURT:
READ
BY
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THE
TRUST
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IS
IS
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THROUGH
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SAY
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CAL
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THE
THINK
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G-R-E-E-N-S-P-A-N
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THE
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IN
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22
THAT
23
THROUGH
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..... WE-LL-_
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41
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THEARBITRATION
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PAGES
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27
.........
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21
26
THIS.
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GAGGERO,
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M-A-R-C-O-N-I
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MR.
GREENSPAN,
191
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AND
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IS
AND,
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19
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17
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ii
16
--
ABOUT
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15
WELL
AN
i0
OF
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NAME
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14
AND
ESTABLISHED
13
..................
AUTHORITIES,
IT
WELL
I READ THE ARGUMENTIN DETAIL ,
NOT
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..
14
SHAREHOLDER
THE
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-COURT:
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MR.
HONOR,
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"'"
16
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18
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22
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23
AT
.... 2_4
NOT
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AND
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TRUST.
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IS
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KPC
.IS
PARTIES
THEY
TYPICAL
ARE
ALLEGED
24
OUTSIDE
'_THER-TERM
THE
STATE
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THE_SAME
"_OF
AUTHORITYON
VIEW,
AS
THE
TO
GAGGERO.
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RECOGNIZED
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AN
YOUR
OUTSIDE
SPECIALLYAPPEARING
CHATFIELD:
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IN
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INVOLVE
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I-S A
THE
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YOU
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DOES
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CASE
AGAINST
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AND
.........................
20 .... P-IE RC IN G: ........
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BE
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COURT
--
SAYS
WAS
MR.
LIABLE
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THE
ONLY
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IT
THIS
WILL
IS
IS
19
RATHER
THaT
REVERSE
[.....
_N D- IT ......................
CALIFORNIA.
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PLUS
UNPUBLISHED
_THING...YOU
I
THERE
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.CANN.QT
HAVE
ARE
WHICH
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25--_-B_/I-TY--_ND--B-_I-_G--I-N-_N-TTTTE_--TO--SgfI_ISi_Y--A-N
...........
26
27
2_8
INDIVIDUAL'S
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GO
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EVEN
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ITDOESN-'T,
ANALYSIS
RECOGNIZED
YOU'WOULD
WHICH
THIS
15
COURT DISP'OSEDOF IN ITS OWNSTATEMENTOF DECISION.
THE COURT:
I KNOWWHEREYOU ARE GOING ON THAT.
GO AHEAD AND SAY IT.

YOU ARE GOING.
YOU ARE WRONG,BUT I KNOWWHERE
BECAUSE I READ IT IN YOUR PAPERS.
YOU ARE SUGGESTINGTHAT THE FACT THAT AT TRIAL
MR. GAGGEROPUT ON NO EVIDENCE THAT HE WAS SUING ON
BEHALF OF PCM TO RECOVERTHE ATTORNEY'S FEES, IS
SOMEHOWDISPOSITIVE.
ON THE FAILURE OF MR. GAGGEROTO PRODUCECERTAIN
IT IS NOT.
THAT WAS A COMMENT
I0
EVIDENCE IN THE TRIAL WHEN IT WAS DIRECTED TO THE
ii
ISSUE OF DAMAGES, HIS DAMAGESTHAT HE WAS CLAIMING
12
AGAINST KNAPP PETERSEN & CLARKE SO, You KNow.
13
WHAT YOU SAID IN YOUR PAPERS, AND I AM SORRY IT IS
14
NOT --
15
16
MR. CHATFIELD:
LITTLE
I SAW
WHAT I AM SAYING IS SOMETHINGA
DIFFERENT.
17
I AM GOING BY YOUR FINDINGS OF FACT, AND YOU
18
STATED ON PAGE 16 OF YOUR STATEMENTOF DECISION THAT
19
UNLESS OTHERWISE SPECIFICALLY STATED, THE FACTS SET
2O ....F0-RTH-BELbW-_-REEYTHER-U-N-DISPOTE0"OR_EPRESENg-THOSE.
.......
21
WHICH THE COURT FINDS TO BE TRUE BY THE PREPONDERANCE
22
OF THE CREDIBLE EVIDENCE, AND THEN IN THE FINDINGS OF
23
FACT ON PAGE 18,
24
.1996 GAGGER0...DIDEXTENSIVE ESTATE.PLANNING WHICH .
THE COURT STATED THAT IN 1995 AND
2-5----_U-_T_-D--I-N--A-_-L--_F--H_-_--FDR-SO-N-AL--A-S-S-ETS--B-_I_G
26
27
TRANSFERREDTO VARIOUS CORPORATIONS,TRUSTS

FOUNDAT-IONS.
................................................
16
AND
NO
CONTROL.
THE
COURT:
YOU
OMIT
MR.
CHATFIELD,
WERE
SOME
IN
OF
THE
CHATFIELD:
THE
COURT:
--
THERE
.9
PURPOSE
OF
TRYING
RELATING
TO
12
THREATS,
BLUSTERS
13
DISCHARGE
14
THE
OMIT
SOME
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AM
SUMMARIZING
KNBC
COURT:
THAT
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OMITTING
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THE
THE
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THE
COURT
ALTHOUGH
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FOR
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FROM
ULTIMATUMS
SAID
WORDS
THERE
WHAT
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THERE?
OF
ARE
THEM
ACTUALLY,
AND
THE
DID
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IN
SHIELD
THERE?
IN
STATEMENT
YOU
WAS,
IN
PUT
OF
IN
CREDITORS
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SOMEWHERE
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DOT
SAID
GAGGERO
ATTEMPT
USED
TO
--
OTHER
THINGS.
SAID
OTHER
THINGS.
MR;
16
WAS
AND
19
THE'SLOCOM
AWARDED
20 ................
"YOU
IN
CLAIM
THIS
22
BEFORE
23
COURT
BY
CASE
THE
.APPEALS.,.
HAS
COURT"
ENTERED,
S rR,-
WHICH
IS
NOT
AND
YOU
TO
BEEN
DISPOSIT!.VE
INTEREST
STATED
THAT
DISMISSED.
DO
-TO--DO-WITH
WITH
OF
THE
ANY
BY
THE
THE'COURT
ISSUE
.BEF.0RE
2-5-- _H-E--t-_D_-Rq_ODA_.
26
....
27
i
"
28
SAY.
MR.
.............
--.
IF
TO
.....
ISSUES
DECISION
AFFIRMED
OF
CLAIM
PLUS
ALSO
AND
STATEMENT
HAS
KNBC'S'
T-H_T--HAS-_O_rH_G
NOTHING
THE
THAT
PAYMENT
WITHDRAWN
NOW,-
THAT
SAID
FULL
FEES,
WAS
i ....
ALSO
2002
ATTORNEYS
TH:E--COUR_r
21
.0_
CHATFIELD:
PAIDEARLY
18
2_4.
IS
DOT
THAT
BECAUSE
CHATFIELD:
ii
17
YOU
YES,
PURPOSE
DOT
WORDS
15
THE
ORIGINAL,
MR.
MR.
THERE
DID
io
....................
IS
--
IS
THERE
ANYTHING
ELSE
YOU
WOULD
LIKE
................................
CHATFIELD:
YES.
:.KPC
HAS
NOT
MET
ITS
BURDEN
17
OF
SHOWING
GAGGERO
THE
LITIGATION
ACTION.
THAT
ALTER
START
THAT
ENTITIES
OR
WERE
MADE
12
ENTITIES
13
OF
14
LITIGATION
ALTER
GAGGERO,
WHICH
MR.
ESQUIBIAS:
16
THE
COURT:
TRIAL.
2O
WAS
ONE
UNDERSTAND
22
THAT
23
FULFILLED
24
ALL
.HAVE
HE
THE
ELO
HOW
OF
TRIAL
i.....
i,'- FfRS
COURT
CO:UR_
MAY
EGOS
RESPOND.
RESPOND
TO
THIS..
REPRESENTED
OR
REACHED
THE
EGO
HAVE
SUPPORTING
IN
""TO .......................
CONCLUSION
BEEN
IT
.WITH.DECLARA_.ION$_.
POST
WHEN
.AND.
WE
ALSQ
I---THE--DDFE;NOANTS--N_-_E--PROVq-D_D_I_HE--CO-_R-T--_ITH--_V-I-DDN-CE
.........................
26
AS
TO
THE
27
ENTITIES
28
GOOD
=a
S_AND_N-G
TRE
OF
STATUSOF
ZN
_HE
STATE
THE
THE
SETUP
OF
ENTITIESAS
OF-CAL2FOR:NIA,
THE
PARTICULAR
BEING-INTHAT
.....
---
] ...........................................
CORRECTNESS
DO
WHAT?
T -OF- A-LL/--FAiL
EVIDENCE
IF
THE
PROCEEDINGS
HAS
THESE
ALTER
THEN
THINK
INDEPENDENT
ARE
CAN
ALTER
ANY
THE
IF
ME
cONTROLLED
NOT
DID,
WHO
LET
I
cONTRoLLED
CHATFIELD
THE
WITHOUT
ARE
THEY
HONOR,
ATTORNEYS
THE
IF
IT
AND
GAGGERO
uNDouBTEDLY
THEELEMENTSOF
PROVIDED
THE
THAT
GAGGERO.
GAGGERO
MR.
--
CASE
MR.
AND
YOUR
DURING
...........
MR]-- CHATF-I
THE
CHATFIELD,
THESE
MR.
NO,
OF
GAGGERO
21
MR.
THAT
THEM.
AND
_5
THAT
IN
THEY
FACIA
OF
DOUBT
SEE
THAT
PRIMA
EGOS
NO
EVIDENCE
CONTROLLED
MR.
LITIGATION.
AS
MR;
19
FACT
HAVE
UNDERLYING
MR.
THE
THEY
THE
WERE
--
PREDICATE,
II
PRASKE
REPRESENTED
THIS
IS
NO
PRASKE'S
WITH
THERE
18
OR
DOES
ARE
OR
PRESENTED
OUT
THAT,
HE
ENTITIES
VIRTUALLY
FACT
COURT:
i0
17
KPC
ENTITIES
IN
THE
BUSINESS
EGOS.
BUSINESS
THE
THE
18
1
ENTITIES HAVE --
MR. PRASKE THAT IS IN MR. ESQUIBIAS'S
COMPANIESARE SEPARATEAND DISTINCT FROMMR. GAGGERO,
AND THAT THERE IS NO EVIDENCE TO SUPPORTTHE
CONCLUSIONOTHERWISE.
6
7
BE THE ALTER EGO,
YOU
AN
DO
ENTITIESAS
INDIVIDUAL
THE
Ii
TO
12
AND
13
SPECIALLY
14
OF
15
PRASKE
16
FOUNDATION
17
TWO
18
GAGGERO'S
19
PRASKE
2O
THE
MR.
MR.
NEW
COURT:
THAT THE
OFFICERS
22
TESTIFIED
23
LOSSES
FLOW
IN
ALS0
SHOWS
UNDER
THE
T_HROUGH_MR
THE
IS
OF
THE
PCM
WITHOUT
BOTH
ONLY
TO
PAYS
MR.
PROTECT
PERSONAL
THE
AND
TRUST
HE
MR.
GAGGERO'S
PENALTY
OF
AND
PERJURY
THE
....
GAGGERO'S
TAX
ONE
OF
ONLY
HESITANCE.
SERVICE'OF
_.....
K PC' _ ..........................
ACCOUNTANT.
THAT
ESTATE
PERCENT
AT
FOR
OWN
THE
BUSINESS.
IS
OR
AGENT
OF
AND
EVERYTHING
RESISTANCE
GAGGERO
i00
-T HE _B USI N E S S -E-NTI TiE_
ASSETS
ADD
ATTACHED
INTEREST
MOTION.
REGISTERED
THAT
TO
EXHIBITS
OF
BOTH
IN
_EACH-0F
FOR
THAT
TRUSTEE
THE
AGAINST
PIERCING
THE
TESTIMONY
PCM_
WISHES
-PR b C-ES S- AT
KNOW,
ASSETS,
ONLY
JUDGMENT
REVERSE
PARTIES
INVOLVED
IS
YOU
SHOWING
THE
DEBTORS.
CONTAIN
APPEARING
TAKE
OUTSIDE
WELL,
PRASKE
IS
CANNOT
JUDGMENT
GAGGERO'S
EVIDENCE
2-5-
AND
MOTION
21
_24
BRIEF,
AND AGAIN, EVEN IF THEY WERETO BE FOUNDTO
i0
.......
IT IS IN THE DECLARATION OF
THE
PLAN,
RETURNS,
GAINS
AND
ULTIMATELY
W_IC__
_S
M_OR_.
--E-V_-D-DNCE--O_F--A-_T_E-R--E-GO--S_f-_T_S-"
26
GAGGERO
27
BY
28
APPEARING
THE
WAY
OF
CONTROLLED
THE
LITIGATION.
THE-FINANCIALASsETs
PARTIES.
THEIR
INTERESTS
OF
ARE
THE
HE
DID
SPECIALLY
AL_-G_EO
WITH
SO
.....
19
MR.
GAGGERO.
THEY
THE
WITHOUT
WOULDN'T
SOLE
PURPOSE
APPEARING
THEY
MR.
ONE
OF
IN
THE
ARE
THE
i0
DOWN
ii
NUMBERS
12
COMPONENTS
13
INCLINED
14
MR.
AND
SITE
IN
THE
TO
15
THE
16
ATTACHED
17
QUOTATIONS
18
NOT
PAGE
DO
AND
19
THE
THE
22
23
MR.
MR.
24-
....THE
ASSETS.
BOTTOM
HONOR,
LINE
LINE.
DON'T
THE
KNOW
AM
EXHIBITS,
NOT,
NUMBERS
WHERE
THE
FROM,
BUT,
NUMBERS
AND
MOTION,
THE
AND
MOTION
READ
CHATFIELD:
PRASKE'S
AND
YOUR
I
OR
YOU
COULD
GO
PAGE
DIFFERENT
YOU
THE
AS
.WHAT
KNOW,
AND
IN
HAVE
AM
NOT
LOOKED
TESTIMONY
HAVE
SEEN
THE
AT
WHICH
THAT
IS
THE
REPLY
BRIEF
ASKED
--
ARE
SAID.
QUESTION
WAS
_E-/_R R_N_
TESTIMONY
COURT:
HONOR,
THE
ACTUALLY
EXAMPLE,
THEMSELVES.
THE
THAN
WELL,
2O ............._'_-" _b _R_-i .......f- _21
SPECIALLY
GAGGERO'S
IS
OTHER
FLOW
PEOPLE
FOR
THE
THAT
THAT.
LINE
IN
MR.
WHICH
PAGE
CHATFIELD:
TO
WHAT
MEAN
THAT
OF
GAGGERO
THIS.
EXHIBITS
OF
TESTIFIED
PRASKE
YOUR
INCLINED,
THE
MR.
THAT
WELL,
WERE
MR.
HOLD
SAME.
YOU
--.WITHOUT
EXISTENCE
TO
GETTING
COURT:
IF
THE
IS
CHATFIELD:
YOU
KNOW,
EXIST.
PARTIES
ARE
WHERE
EVEN
THEM
THE-EXH IB_'_ .....................................
EXHIBITS.
I.SAID,
OUT
ASPECT
THE
OF
OF
MOTION
TAKES
CONTEXT.
MR.
PRASKE'S
T_$T_QNY
......
2-5- _A-KEN--OUT_F--CONTX.TCZ--GTV_M-5_'f_E--EXIiq-_D
26
27
PAGE
'CONTEXT.
.........
28
AND
_.
LINE
"
NUMBERS
YOU
THINK
ARE
TAKEN
............................
OUT
OF
..........
............................................................................
' " -MRs
ESQUiBIAS:
YOUR
HONOR,
.............
IF
._ -MAY
INTER_RUPT.
2O
1
THE
COURT:
MR.
ESQUIBIAS:
ABOUT
MY
THE
WHEN
ABOUT
CHATFIELD:
THE
COURT:
IN
THE
URA
MR.
ii
12
DID
ABOUT
SOMETHING
ARE
JUDGMENT
YOUR
YOU
FROM
TALKING
DEBTOR
EXAM?
HONOR.
TESTIMONY
YES,
NOT
ARE
YOU
TALKING
ABOUT
YOUR
REPRESENT
HONOR,
HIM
AND
IN
THE
TELL
URA
ME
--
CASE,
YOUR
HONOR.
COURT:
14
MR.
CHATFIELD:
15
ATTORNEZ
16
MR.
THE
18
THAT
MR.
wHOM
WHAT
THINK
WAS
CHATFIELD:
MR.
CHATFIELD:
22
THE
COURT:
13TH,
.MR.
IN
REPRESENT,
WAS
THAT
CASE
MR.
IS
WITHDREW
PRIOR
PORTION
OUT
WELL
GAGGERO?
TO
AS
TRIAL.
GAGGERO.
THE
TAKEN
NOT.
MR.
OF
OF
THE
CONTEXT,
TESTIMONY
SIR?
--
......
I--HAVE!THEEXHIBITS-R_HTHE_.
21
..
YOU
REPRESENTED
..................
_HE-COURT{
JUNE
DID
NO,
RECORD
COURT:
YOU
19
.L
OF
BOSWICK
17
_24
SOMETHING
CASE?
THE
23
ARGUMENT.
ABOUT
CLIENT.
THE
NO,
WHICH
13
--2-0-
ARGUING
IN
CHATFIELD:
I
ARGUING
YOUR
TESTIMONY
CHATFIELD'S
REPRESENT.
IS
REPRESENTED
THE
MR.
IS
HE
MR.
i0
"-
WHO
COURT:
HE
IS
HE
CLIENT
.....................
THIS
IN
THE
EXHIBIT
PRASKE
....................
,....
G.
CROSS-EXAMINATION
2005.
CHAT
FIELO:
THE
.QUEST.ION
WAS_
ASK__D..QN
[_AGE
---1-0131.
THE
26
.... 27
w-
THIS.
COURT
JUST
MINUTE.
ALL
RIGHT.
............
...............
28
M_.
_A_F_LD:
AM
TRYING
TO
FIND
...........
,'3
'_
21
THE
COURT:
MR.
CHATFIELD:
THROUGH
MAKES
THE
GO
ONLY
MR.
ONE
i001.
STARTING
PRASKE
CAN
ON
TESTIFIED
TO
THAT
HIM,
MAKE
THAT
BUT
THE
PAGE
THAT
1000
MR.
MR.
ENTITIES
COURT:
BUT
GAGGERO,
i0
IS
THE
ii
HE
TELLS
MR.
HE
WANT
TRUSTEE,
MR.
GAGGERO
PRASKE
DECISIONS.
PRASKE
14
MR.
IS
15
MANAGEMENT
16
MR.
17
WHAT
GAGGERO
AND
PRASKE,
THE
19
AND
MR.
IF
YOU
OF
PROPERTY.
MR.
GAGGERO
HE
IS
WANTS
IS
NOT
TO
WHO
THAT
LLC'S
THE
PAGE
22
WHAT
SHOWING
23
ORDER
BUY
TO
FIDUCIARY
DO.
I
SAY
READ
THE
THAT
WORKS
AT
THE
TO
DECISION
AS
1,000,
LINE
TO
22.
THIS
MUST
SATISFY
GREAT
MR.
YOU
D_TIES,_THAT
PIECE
..................
OF
GAGGERO
AS
THE
!
AM
PROPERTY.
MAKE
TO
TRUSTEE
G0_NG_TQ
FU-N-D-_--FO-_H-_T--PTE_C-E_OI_-pR_9_R_y_
ANSWER:
-
AND
_OWMR:---G_GGE_O-CbN-E_TO-Y___NO_NYS_"HEYI
TO
26
PRASKE
MANAGER,
RECOMMENDATION
MAKES
THESE
MR.
THEWAY
PEOPLE
PRASKE
THE
THE
TO
TESTIMONY
MAKES
SAYS
COURT:
WANT
28
IS
DO.
21
............
PIECE
AND
QUESTION:
.....................
OF THE
COMPANY
HE
AND
THE
ONE
i000
TRUST
THAT
READ
PAGE
THE
WHAT
CHATFIELD:
I
--
GOT
BUY
BUT
TESTIMONY.
TO
MR.
HAS
TO
13
27
GOING
--
MR.
24
PAGE
RECOMMENDATIONS
18
HAVE
WELL,
I001.
THE
12
MAKI'NG
.SUCCESSFUL
"POSITIVE}
TRANSACTIONS_
HISTORY
SUCCESSFUL
OF
..........
YOU
WITH
RELEASE
IN
22
1
QUESTION:
ANSWER: THAT IS THE MOST IMPORTANT
THING.
QUESTION:
WANTMONEYAND YOU SAY, HOWMUCH?
ANSWER: WELL, NO.
QUESTION:
ANSWER: IF IT IS WITH REGARDTO
MAKING INVESTMENTS FOR THE BENEFIT
THAT IS IT?
SO, MR. GAGGEROSAYS I
SO wHAT IS THE PROCESS?
I0
OF THE TRUST, HE MAKES A
ii
RECOMMENDATION
ON A PROPERTY
INVESTMENT.
12
I WILL FOLLOW_THAT
13
RECOMMENDATION.
14
WHAT IS OUTOF CONTEXT?

MR. CHATFIELD:
15
WHAT IS OUT OF CONTEXTIS THAT
16
MR. GAGGEROIS NOTTHE DECISION MAKER. THE TRUSTEE
17
IS THE DECISION MAKER.

THE COURT:
18
MR. PRASKE IS FOR ALL INTENTS AND
PURPOSESA RUBBERSTAMP. AND THE TESTIMONY THAT YOU
19
....D_-RZCT_D--_ME--TO-C-O._.Fy_MS--T_T:IF-HE--MAKES_-THE
.......................................
21
RECOMMENDATION,MR. PRASKE DOES IT.
22
HARD
.23
24...
TO
INTERPRET
MR.
PAGE
THAT
LANGUAGE
cHATFIELD:
WELL,
QN-LINE
14.LINE
_HAT
HE
ANY
GOES
!5
IT
ON
SAYS
Q-_-T_ONz--I--A-M--q_Y-hN_S_-I-N_M-y--Q_N
26
MIND
27
28
........
DISTINGUISH
FROM-M_:'"GA@OERO
.
AND
YOU
.SAYING
THAT
SAYIN@
;HOW-MUCH,
OTHER
25
TO
IT.IS
TO
LITTLE
WAY.
SAY
ON
7.-
THAT
...........
........
DIFFERENT
I
WANTMONEY
BECAHSE
......
-_-
....
i.
.z
23
AND
THEN
THEN
ANSWER
WHY
DISTINCTION
ANSWER:
BECAUSE
AND
IN
OTHER
BENEFIT
i0
ANSWER:
ii
QUESTION:
12
ANSWER:
THE
14
WANT
15
SAYS
16
THE
YOU
AND
WANT
IT
OF
THE
HE
CAME
MIGHT
HAS
TO
TO
SAY
TO
TWO?
$2,000,000
I
woRDs
DRAWING
THOSE
IF
VEGAS.
BE
ME
SPEND
NO.
FOR
IN
THE
TRUST?
YES.
YES?
YES.
COURT:
OKAY.
TRUST
YES,'SIR,
TO
YES,
SO,
BUY
WANT
THIS
'SIR,
THE
--
PROPERTY
THREE
BAGS
GAGGERO
AND
FULL
SAYS
MR.
AND
PRASKE
SIGNS
CHECK.
17
18
LAS
ARE
BETWEEN
sAID
THE
BECAUSE
--
QUESTION:
13
IS
MR.
HONOR,
19
CHATFIELD:
THAT
ALTHOUGH
IS
NOT
NECESSARILY
SO,
YOUR
--
THE
COURT':
WHAT
MR_
CHATFIELD:
ABOUT
MR.
PRASKE'S
TESTIMONY
2O
21
..........
22
MAKES
THE
23
IT
NOTHING
24.
IS
THE
27
....................................
COURT:
-28
IN
AND
THEiE
....
_HA_
THAT
DO
YOU
IS
HE
SAYS
DO
THAT
MAKES
THE
MR.
GAGGERO
DECISION
THAT.
THEN,
SIR,
WITH
THE
.........
QUESTION:
......
TESTIMONY
RECOMMENDATION,
-2-5--_-yRE_X_-A-N-S-WE_?
26
HIS
_NSWER_
SO
iF
IT
WHAT
IS
IS
REGARD
THE
PROCESS?
TOMAKING
.............................................
INVESTME.NTS
-FOR ..THE. BENE.FIT0F.
=......................
THE
z...................
. .
"
24
1
TRUST, AND HE MAKESA RECOMMENDATION
ON A PROPERTYINVESTMENT, I WILL
FOLLOWTHAT RECOMMENDATION. SOUNDS
LIKE NO EXERCISE OF DISCRETION BY
5
6
KNOW, IT IS LIKE,
YOU
YOU KNOW--
MR. ESQUIBIAS:
THE COURT:. WHENMR. GAGGEROSAYS JUMP, MR. PRASKE
i0
ii
12
13
14
.I COMPLETELYDISAGREE, YOUR HONOR.
SAYS HOWHIGH ON HIS WAY UP.

MR. ESQUIBIAS:
AS A PERSONSITTING HERE LISTENING
TO THE STATEMENTSNOT INVOLVED IN THE DEPOSITION -THE COURT:
THAT IS TRIAL TESTIMONY, SIR.
THIS IS
TRIAL TESTIMONY.
MR. ESQUIBIAS:
AS A PERSONLISTENING TO TRIAL
15
TESTIMONY, I CAN TELL YOU IT SOUNDSLIKE HE DOES
16
EXERCISE DISCRETION THAT HE DETERMINESWHETHERIT IS
17
FOR THE BENEFIT OF THE TRUST.
18
THE COURT:
DO YOU HAVE ANY DIFFERENT POINTS YOU
19
WISH TO MAKE, MR. CHATFIELD?
21
YOU POINTED ME TO.
22
PLENTY OF OTHERSTUFF.
23
----
HE SAYS DO IT,
.......
MR. PRASKE.
2.4
MR. CHATFIELD:
THE ONLY.REASONWE
THERE ARE OTHER --
THERE ARE
WELL, YOUR HONOR, I DISAGREETHAT
THE. EV!DENCE.SHDWS.ALTER EGO.,AND..AGAIN,: IIS_ATE
THAT
2-5-- --DV-EN--I-F--IT--DTD_OW--kL_-DR---DGOT-?H-E--O_L-Y-_A-Y--YO-U--CA-N
....
26
2?
PIERCE IN TO THE ENTITIES IS THROUGHOUTSIDE REVERSE

ALTER EGO WHICH IS-NOT- PERMITTED IN THE-STaTE OF.............
....
25
THIS
YOU
ARE
TO
THE
AND
JOHN
IT
ESQUIBIAS:
THE
COURT:
i0
MR.
ESQUIBIAS:
ii
CORRECT.
12
THE
COURT:
13
MR.
ESQUIBIAS:
4TH,
15
DISTRICT.
25
THE
GREENSPAN,
18
TOTHE
19
TRUSTEE
21
23
.24
DON'T
THE
SET
ASSETS
YOU
UP
IN
TO
IT,
SUGGESTING
THAT
ACTUALLY
SAY,
THE
LAW
ONE
THAT
EGO
THROUGH
_= _=_u_=_0
YES,
UNDER
OF
SEEMS
SAYS
ALTER
--
THAT'S
SO.
IS
THEN
HONOR
THE
TO
APP.
COUNTER
YOU
MAY
-__
CAN
APPLY
TRUSTEE,
-_97 - _L
CAL
FOURTH
RUN
THAT
DOCTRINE,
THE
141
TO
GO
IN
TO
THE
AND
7"_T H
106 5,.........
"
GREENSPAN.
ESQUIBIAS:
REGARD,
THE_COURT:
YOUR
_L
WILL
HONOR,
WILL
TELL
.IT. SAYS
.TAKE
YOU
WHAT
THAT
--
SAYS
26
AUTHORITY.
27-
..........
IAM
PERSUADED
BY
THE.2QI0=CASE..Q_T.
THE--SHOWTNG-THAT-
IN
-OF
_Z5-- --DTSTRq'CT_EC_US_--T_I-NK_Hg[T--I-S--T_E--C-NT_Q-_L--I-M6
................................
SO.
DIVISION
TRUST
MY
YOUR
THINK
THAT
THE
AND
ARE
WOULD
DON'T
AND
ASSETS
INDIVIDUAL.
ALL
THINK
THEIR
"AND
BEREACHED?
BECAUSEGREENSPAN
--
MR.
THAT
DUMP
IND'IVIDUAL,
AND
JONES,
ACTUALLY,
'MUi _ __y= _ "VE_US-
22
AN
JOHN
I
AN
ENTITIES
PIGGYBANK,
2006-CASE,
TRUST
CITES
AM
CAN'T
COURT:
17
20
MY
TRUST
MR.
AN
AND
AS
AGAINST
AGAINST
TRUST,
JONES
14
MAKE
IF
16
..
TO
COURT:
RUN
JUDGMENT
JUDGMENT
JONES
I
TRYING
SUBJECT
JOHN
IS
OUR.
_--
TH_SE
......
i
26
AND
PIERCE
WHICH
SUBSTANTIAL
ATTEMPTED
BEYOND
HAD
CLEARLY,
THE
HIS
FULL
AND
AM
NEW
COUNSEL.
i0
NEW
COUNSEL
13
THE
14
KNOW
POSITION
WHO
15
AND
16
EXTRAORDINARILY
17
ABOUT
18
BENEFICIARIES.
19
2_ 0_...
THERE
IN
THE
AND
LITIGATE
HIS
PLETHORA
ARGUMENTS
EVIDENCE
TO
OF
--
SUPPORT
I
DON'T
DO
KNOW
WHENHE
WAS
THESE
THE
THAT
MR.
PRASKE
QUEsTIONED
WAS
AT
22
YOU
KNOW,
23
IT,
YOU
24
..Hg_$.,_
AND
WITHOUT
KNOW
TO
NOW
TH_
--
DECISION
WAS
MADE
LONG
AGO
AND
GIVING
THERE
IT
IS.A
..............................
INVOKE
THE
TO
OTHER
THE
LITTLE
OF_.THE
TO
BIT
TERMS
OF
OF
SIDE.
AN
IT,
HAVE
ANALOGY,
..............
ATTORNEY-CLIENT
@EN-_A_--_H-L-E_S---TH-AT--TH-E
ATTORNEY-CLIENT
DISCOVERY
TRY
A$$ERTI.ON
---P-R-_V_L-_ @_E--
'-k'SWORD'AND
TO
TRIAL
BENEFICIARIES-SUPPOSED
..... _p-.--TH_--TRU_--DOCUMENT_--_UT-._F.-TH_E-H_ND_.-OF-THE
DEFENSE,
GETS
OPPOSITION.
ZERO
RECORD
HAVE
PRASKE
WHAT
IS
WE
THIS.
MR.
IN
THERE
IS
ASSETS
ARE.
FACT,
KNOW,
HIS
FOR
MAKE
MOMENT
IDENTITIESOF
YOU
21
28
THE
VAGUE
THE
PUT
HAS
CREDITORS,
DOESN'T
PEOPLE
IN
HE
RESPONSIBLE
TO
THIS
AND
TO
NOT
ENTITIES
HAS
FOR.WHEN
EVIDENCE
THAT
THESE
TO
LEGITIMATE
OR
AT
ZERO
HE
DEVICES
NOT
THESE
HIM,
RESPONSIBLE
MAKES
SUPPORT,
SINCE
OPPORTUNITY
AM
INEQUITABLE
OUT
AGAINST
FAIR
KNOW
BE
GET
EGO.
OF
NOT
WOULD
TO
THESE
I
TO
USE
REACH
12
NOT
JUDGMENT
THE
A
--
IT
ALTER
TO
Ii
........
VEIL
ARE
.........................
CLEARLY,
PRIVILEGE
A-SHIELD-,-AND--I'F
ASSERT-
THE
CANNOT
BE
ASSERTED
"YOU-"IN-PRETRTAL
ATTORNEY_CLIENT/PP_IVILEGE,
AS
BOTH
........
TO
27
l
PROTECT
CERTAIN
YOU
ARE
NOT
THE
LAST
HAVE
ABOUT
IT.
THE
BEEN
FUNDAMENTAL
UNFAIRNESS.TO
I0
THESE
TO
Ii
YOU
12
LAST'MINUTE
13
PLEADINGS
14
AND
IT
WEARE
HOOPS
CAN'T
WEIGHS
MR.
THERE
IS
19
OTHER
PEOPLE
WELL,
WOULD
A
SAY
HAVE
IS
THROUGH
SAYING
ALL
NO,
IN
FORTH
BEFORE
THE
NO
AT
IN
UNFAIRNESS
HONOR,
THE
THE
THE
COURT
TO
INTERESTS
THAT.
WOULD
REASONING
UNFAIRNESS
OTHER
YOU
OVER.
YOUR
THAT
FUNDAMENTAL
WITH
DO
TELL
COMING
SET
NOT
FUNDAMENTAL
cHATFIELD:
18
EVIDENCE,
US
THEN
YOU
WAIVE
ISSUES
JUMP
AT
WE
TOLD
TO
AND
NOT
NOW
THERE
KPC
AND
SUDDEN
BOY,
GOT
AND
JUDGMENT
ARGUMENTS
GIVE
IS
TIME,
Z,
DECISION.TO
THESE
MAKING
AND
ON
JUDGE
RESPECTFULLY
LONG
OF
HAVEN'T
HAVE
WHERE
THE
Y,
MAKING
SAYING
ORDINARILY
OH
WE
THE
ANALOGY,
ALL
BOY
KNOW
MAKING
COLLECT
X,
TO
SAY
WE
NOW
FOR
HAVE
AND
SITUATION
PERCOLATING
17
20
IS
IT
AN
DISCLOSURE,
ALLOWED
STUFF,
ONLY
THERE
16
BEHIND
FOR
BRINGING
WHO
DIDN'T
IS
IN
ATTEND
....
21
....
BUT
THIS
BE
DROP
THIS
IS
AGAINST
TO
ALL
THAT
15
.........................
GOING
MINUTE,
GOT
--
THINGS
THE
22
THEY
23
THE
24.
COURT:
MR.
ARE
HIS
ALTER
COURT
OF
THAT.
GAGGERO
EGO,
MR ....
ESQUIBIAS:
CONTROLS
THE
_OUR
EVIDENCE
THESE
ENTITIES.
FIRMLY
HONQR,.'_.WO_L_
PERSUADES
T_NK
THAT._
..........
-25-- --_-E--CO-U-R_:--_NIg--MR_A_@ER-C_--I-_H_E--ON_E--W_H-Q_ET--H_
26
"
THIS
SYSTEM,
AND
27
KNOW,--TEIS
-IS
28""
.[PO_P'OS_.'.....H'E
MR.
W_AT
TOLO-ME
GAGGERO
HE-DID._
SO,_
IS
THE
_NDHE-DID
IN-THE
GUY
WHO
IT
IS
--
YOU
FOR-THESE
TRIAL,.T0:.SHIELD
HIS
".
28
1
ASSETS FROM CREDITORS.
TESTIMONY ON CROSS EXAMINATION AT THE TRIAL IN THIS
CASE.
MR. CHATFIELD:
HONOR. THAT WAS YOUR CONCLUSION, BUT WHAT I DON!T
UNDERSTANDIS HOWWITHOUTANY EXAMINATION OF THESE
ENTITIES
PACIFIC COASTMANAGEMENT,511 OCEAN FRONT
WALK LP,
GINGERBREAD
MARINO
i0
LLC,
ii
ALTER
NOTICE.
16
17
18
19
21
22
23
24
2-5-
27
28
LP,
YOU
CAN
BLU
LP,
HOUSE
DETERMINE
COURT:
THE
15
COURT
MALIBU
LLC
THAT
AND
THEY
BROAD
BEACH
BOARDWALK
ARE
ALL
THE
ORDER
THANK
YOU.
MOTION
.HAS
BEEN
IS
HIS
GRANTED.
SIGNED.
DEFENSE
LP,
SUNSET
EGO.
THE
14
26
GLENCO
HOW
13
I BELIEVE THAT IS INCORRECT, YOUR;
12
......
I BELIEVE THAT WAS HIS
TO
GIVE
SUPERIOR
FOR
DEPT.
LA
STEPHEN
COURT
THE
OF THE
COUNTY
24
STATE
OF
CALIFORNIA
OF LOS ANGELES
HONORABLE
GAGGERO,
AN
ROBERT
HESS,
JUDGE
INDIVIDUAL;
PLAINTIFF,
CASE
NO.
BC286925
REPORTER
CERTIFICATE
-VSKNAPP,
PETERSEN
&
CLARKE,
'S
DEFENDANTS.
STATE
OF
CALIFORNIA
)
COUNTY
OF
LOS
I,
CAROL
COURT
SUPERIOR
LOS
1-28
ANGELES,
COMPRISE
ANGELES
L. CRAWLEY,
OF THE STATE
DO
A
PROCEEDINGS
HELD
LOS
COURT
"ANGELES
ss
HEREBY
FULL,
ON
OFFICIAL
REPORTER
OF THE
OF CALIFORNIA,
FOR
THE
COUNTY
CERTIFY
TRUE,
AND
MAY 29,
IN
THE
THAT
CORRECT
2012,
MATTER
THE
IN
OF
THE
THIS
10TH
DAY
OF
JULY,
2012
PAGES,
TRANSCRIPT
DEPARTMENT
/
DATED
FOREGOING
OF
24
ABOVE-ENTITLED
OF
THE
OF
THE
CAUSE.
EXHIBIT B
DAVID A. ESQUIBIAS,
TRACY H. KITZMAN,
SBN 171327
SBN 217224
LAW OFFICE OF DAVID A. ESQUIBrAS

2625 Townsgate Road, Suite 330
Westlake Village, California 91361
Telephone: (805) 267-1141
Facsimile: (805) 267-1140
Attorneys
for Specially
Appearing
Parties
6
7
SUPERIOR
COURT
OF THE STATE
OF CALIFORNIA
8
FOR
THE COUNTY
OF LOS ANGELES
9
10
11
STEPHEN
M. GAGGERO,
CASE NO.:
Filed:
14
Assigned For All Purposes To:

Hon. Robert L. Hess
Dept. 24
KNA_PP, PETERSEN
& CLARKE; STEVEN
RAY GARCIA; STEPHEN M. HARRIS;
ANDRE JARDINI; and DOES I through 50,
inclusive,
I5
Defendants.
16
12, 2002
Plaintiff,
12
13
BC286925
December
NOTICE OF SPECIAL APPEARANCE

TO OPPOSE AND OPPOSITION
TO
DEFENDANTS'
MOTION TO AMEND
JUDGMENT;
DECLARATION
OF
JOSEPH PRASKE
17
18
Date:
Time:
May 29, 2012

8:30 a.m.
19
Dept:
24
20
21
22
23
24
25
26
27
28
OPPOSITION TO MOTION TO AMEND JUDGMENT
TO ALL
PARTIES
NOTICE
AND TO THEIR
IS HEREBY
Broadbeach
LP; Marina
Management;
Joseph
Foundation
Praske,
Judgment
filed by defendants
and Andre
Jardini ("KPC")
1.
Stephen
10
The Court
Gaggero
2.
11
judgment
12
Entities
13
trustee,
LLC;
Giganin
appearance
on the following
OF RECORD:
511 OFW
of the
Even if California
an individual
law permitted
are not the alter egos of Stephen
LLC; Pacific
Trust;
to oppose
LP; Malibu
Coast
and Aquasante
the Motion
to Amend
Steven Ray Garcia, Stephen
M. Harris,
to the judgment
against
law does not permit outside reverse piercing;

a judgment
through
creditor to add third party entities to a
outside reverse
piercing,
which it does not, the
Gaggero;
The Entities
and Stephen
15
4.
The Entities
did not control the litigation
16
5.
Stephen
17
Arenzano
to add the Entities
14
Sunset
Court
grounds:
California
defendant
Boardwalk
Trust;
& Clarke,
does not have the authority

because
LP; Gingerbread
in this matter
K.napp, Petersen
in this matter
against
THAT
LP; Blu House
a special
GIVEN
Glencoe
are making
ATTORNEYS
Gaggero
are not identical
entities, but rather separate and
distinct;
the litigation;
18
6.
Gaggero
did not represent
the interests
Stephen
Gaggero
and K.PC;
of the Entities during any stage of
and,
It is inequitable
19
Entities
2O
to be heard to protect
to judgment
to add the Entities
enforcement,
without
their interests
to the Judgment,
subjecting
having been given the requisite
notice
the assets of the

and opportunity
at any stage in the litigation.
21
Consequently,
22
This Opposition
is based
and Authorities
and Declaration
the Court should deny this motion.
23
Points
24
Judicial
25
such other oral or documentary
26
DATED:
Notice
between
filed by plaintiff,
on this Notice
and Opposition,
of Joseph
on the complete
evidence
Praske,
on the attached
on the Opposition
Memorandum
of
and Request
for
court files and records in this action, and on any
and argument
as may be presented
at the hearing.
May 15, 2012
27
By:
Da'
28
_ecially Appearing
i
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
Parties
TABLE
OF CONTENTS
I.
SUMMARY
LI.
STATEMENT
OF FACTS
BASED
UPON
EVISDENCE SUBMITTED
IN
SUPPORT
OF THE MOTION AND AUGMENTED
BY THE DECLARATION
OF JOSEPH PRASKE ..........................................................................................................
CALIFORNIA
LAW PROHIBITS
THE ADDITION OF THE ENTITIES TO THE
JUDGMENT
AGAINST
GAGGERO ..................................................................................
4
5
III.
OF ARGUMENT
.............................................................................................
6
A.
7
B.
8
9
IV.
The Motion
Must Be Denied Because
California
Law Does Not Allow
Imposition
of Liability on An Entity That Was Not A Party To The Action ................
The Motion Should Be Denied Because the Entities Are Not the Alter Egos of
Gaggero ..........................................................................................................................
CONCLUSION
........................................................................................................................
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
OPPOSI.TION
TO MOTION
TO AMEND
IUDGMENT
TABLE
Cases
Erie Railroad
Greenspan
Mesler
Co. v. Tompkins
(1938) 304 U.S 64 ...........................................................................
v. LADT, LLC (2010)
v. Bragg Management
t91 Cal.App.4th
486 ................................................................
1, 5
Co. (1985) 39 Cal.3d 290 .................................................................
NEC
Postal Instant Press, Inc. v. Kaswa
Sonora Diamond
Towe Antique
Electronics
OF AUTHORITIES
Inc. v. Hurt (1989) 208 Cal.App.3d

Corp. (2008)
Corp. v. Sup. Ct. (2000)
Ford Foundation
772 ............................................................
162 Cal.App.4th
83 Cal.App.4th
1510 .................................
6, 7
1, 4, 5
523 ........................................................
v. I.R.S. (9th Cir. 1993) 999 F.2d 1387 ..........................................
10
Triplett v. Farmers
11
Zoran Corp. v. Chen (2010)
12
Statutes
13
Code of Civil Procedure
14
Rules
I5
Wegner, Fairbank, & Epstein, Cal. Practice Guide: Civil Trials and Evidence
(The Rutter Group 2007) 17:164 ................................................................................................
Ins. Exchange
(1994) 24 Cal.App.4th
185 Cal.App.4th
14t5 ..................................................
5, 6
799 ............................................................................
187 ..........................................................................................................
16
17
18
19
20
21
22
23
24
25
26
27
28
iii
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
I.
SUMMARY
OF ARGUMENT
Defendants
Jardini
("KPC")
Knapp,
seeks
to amend
OFW LP; Gingerbread

Boardwalk
Petersen
Arel_zano
debtors
real parties
of the Entities,
Trust; and Aqua
(the "Motion")
Sante
because
to the judgment
1l
corporate
solid reasons,
12
have unanimously
13
individual.
(Postal
14
Greenspan
v. LADT, LLC (2010)
15
Instant
Even if outside
16
KPC has not proven
17
Court determined
18
facts are as follows:
19
1.
21
2.
22
23
3.
26
including
evidence
at trial---that
and
LP's,
officer,
property
15 years ago, are similarly
Gaggero
is not a general
or manager
is not the named
5.
Gaggero
is not the beneficiary
6.
Gaggero
has
no authority
Gaggero
separate
of the LLC's
Gaggero
or defaeto
piercing
of the
California courts
to a judgment
162 Cal.App.4th
elements
of Pacific
1510,
against an
1512-13;
which it is not,
of alter ego. In fact, this
Coast Management,
The
one of
debtor;
had irrevocably
transferred
ownership
of
and distinct from Gaggero;

of any of the LP's sought to be added and is
sought to be added;
trustee of the trusts sought to be added;
of the trusts; and

to compel
distribution
from these
27
Decl.).
28
OPPOSITION
Gaggero. The
were separate and apart from Gaggem.
or director
or limited partner
4.
against
to add entities to a judgment,
the requisite
the Entities
to whom
on the assets
486, 513-14.)
were available
admissible
(2008)
and judgment
to execute
of due process,
as judgment debtors
Corp.
191 Cal.App.4th
piercing
violation
Trust;
that they are the
the use of outside reverse
sought to be added here as a judgment
LLC's
as new defendants
its judgment
5tl
LP; Blu House LLC;
are the alter egos of Gaggero,
is through
v. Kaswa
is not a shareholder,
not a member
24
25
The
reverse
the opposite
the entities
20
Press. Inc.
through
Gaggero
(the "En_ties")
the adding of entities
and Andre
to add non-parties
LP; Marina Glencoe
to not be able to collect
only way to add the Entities
disallowed
Gaggero
and that KPC should be permitted
10
M. Harris,
Joseph Praske, trustee, of the Giganin
that Entities
K.PC claims
veil. For various,
Stephen
Broadbeach
Foundation
in the litigation,
Ray Garcia, Stephen
against
Coast Management;
on the grounds
in interest
Steven
its judgment
Court LP; Malibu
Sunset LLC; Pacific
& Clarke,
TO MOTION
TO AMEND
,IUDGMENT
trusts.
(See
the Praske
Ironically,
therefore
of separateness.
KPC conceded
it is not surprising
In addition,
at trial that each of these Entities was separate
that it is unable
511 OFW
to present
LP; Gingerbread
evidence
to support
LP; Blu House LLC; Boardwalk
the Giganin
at any time after its filing in 2002, even though KPC represented
2000 and became
some
Trust; Arenzano
intimately
all of tile facts beginning
11
wherein
12
in the Requests
13
14
Trust; and Aquasante
years earlier. KPC cannot
10
KPC asserted
KPC,
against
15
and proved
Notice
successfully
16
parties
I7
litigation.
18
and a hearing
19
Motion.
20
deny this Motion.
21
II.
in interest"
used
the Entities
the property
22
23
The Entities
Entities
therefore
25
Motion,
augmented
According
provide
in August of
that had taken place

as it knew
in the 2007 trial,
of the Court as demonstrated!
argument
estopped
in defeating
Gaggero's
from now claiming
that these Entities
to have added the Entities
their constitutional
BASED UPON
AUGMENTED
due process
summary
contained
Statement
from
were not parties
the evidence
in the attached
of Decision,
as parties to the
rights to notice
IN SUPPORT
OF JOSEPH
in support
The
of the
of Joseph Praske. 2
1995 and 1998 he [Gaggero]
27
t K.PC re.is-named this mast in its Motion.
28
by this
the court should
to this litigation.
submitted
declaration
"Between
the reverse.
them of summarily
EVIDENCE SUBMITTED
BY THE DECLARATION
to this judgment
claims
were the "alter egos and real
and based upon these points and authorities,
this factual
by the evidence
of testimony
rights KPC now seeks to deprive
to be added
to this Court's
beginning
activities
to the satisfaction
they were required
For all of the above reasons,
24
were the subject
the separateness
that they had evidence
sought
Gaggero
estate planning
and collaterally
have permitted
to protect
Joseph Praske, trustee, of
by KPC and Gaggero.
in this litigation,
This would
facts
the separateuess
STATEMENT
OF FACTS
OF THE MOTION
AND
PRASKE.
26
which
Glencoe
Foundation t were not made parties to this action
with Gaggero's
them at trial, is both judicially

Had KPC believed
Coast Management;
LP; Marina
claim that it was misled during the case, nor surprised,
in 2000,
for Judicial
having
Sunset LLC; Pacific
familiar
their new claim of lack
Court LP; Malibu Broadbeach
from Gaggero, and
2 The Entities also adopt the Statement of Facts set forth in the Opposition to the Motion filed by Gaggero.
2
did
extensive
transferred
interest
'estate
planning'..,
to various
corporations,
in and no control
The attached
Andre
lawsuits
Decision
judgment.
Jardini
of Joseph Praske
retained
Knapp,
(collectively
"KPC")
10
Pmske Deck) In December
2002, Gaggero
1l
malpractice
of the retainer
12
went to trial in July 2007, [Statement
t3
This Court's
statement
and there is no credible
16
entity
17
Decision,
18
entities was a party to the underlying
19
of Decision
2O
officer,
21
ultimate
ruling in the case found
separateness,
22
nothing,
he can recover
[Statement
23
by assignment
p. 26.] "Neither
24
In Februm'y
25
costs
26
written
27
Gaggero
28
No evidence
or otherwise)
of any
nothing."
entered judgment
2008, K.PC thereafter
from Gaggero
retainer
agreements
personally.
[Exhibit
is presented
(Statement
of
17; also see the
in this action against KPC for legal

himself
and KPC. This case finally
or entity has joined

has authority
in this action is Mr.
in this action as plaintiff,
to represent
these damage
nor Avalon,
that Mr. Gaggero
any other person or
claims."
[Statement
nor any of the various
was represented
entities,..."[Statement
preventing
of Decision,
sought recovery
between
in several
of
other
nor were they ever a party to this suit." [Statement
of these
capacity
party.
13; 18 footnote
Gaggero
based
any recovery,
as
p. 27.] The
"Since he paid
p. 28.]
against Oaggero
in his personal capacity
only for its attorney fees and
on the contractual
KPC and Gaggero.
in a capacity
of Decision,
in favor of KPC and against Gaggero
in his personal
M. Harris, and
him individually
the only plaintiff
in asserting
litigation,
Stephen
A pp. 1.]
"First,
Coast Management
was no evidence
or employee
The court
that Mr. Gaggero
Pacific
p. 14.] "There
director
No other person
evidence
no ownership
A pg 18 footnote 17.)
he was a nmned
between
Exhibit
stated,
15
being
the Entities that KPC now seeks to add to the
agreement
of decision
capacity.
wherein
of Decision,
assets
absolutely
Exhibit
to represent
filed the complaint
Gaggero
(whether
2000
A pp. 14 footnote
14
in his personal
retained
Steven Ray Garcia,
involved
Exhibit
personal
these facts. (See the Praske Decl.)
of this litigation,
of Decision,
and for breach
[Gaggero's]
of Decision,
& Clarke,
in August
1-2; 16.) None of these lawsuits

(Statement
of his
(Statement
confirms
Petersen
that were the subject
in all
trusts and foundations...he
over these assets."
declaration
Gaggero
resulting
fee provisions
This Court awarded
contained
these costs against
B to the Motion.]
to the Court
by KPC in support
of its Motion
3
to displace
the above
findingsof
III.
the Court.
CALIFORNIA
JUDGMENT
LAW PROHIBITS
TIlE
AGAINST
GAGGERO.
ADDITION
KPC seeks, by way of this motion
to amend
against
Gaggero
and add the Entities
reverse
piercing
Even
evidence
to support
separate,
that Gaggero
10
in his personal
application
if outside
reverse
capacity,
OF THE
the judgment
its alter
were
ego
legally
claim.
had no ownership
The
permissible,
trial court
of or authority
TO THE
entered singly and individually
as judgment
of the alter ego doctrine is unanimously

piercing
ENT1TIES
debtors.
prohibited
which
by California
it is not,
ruled Gaggero
This outside
law)
KPC presents
no
and the Entities
were
over the entities, and that Gaggero
alone
was the real party in interest.
11
A.
12
The Motion Must Be Denied Because California

Reverse Piercing
to Hold an Entity Liable For
Individual.
Law Expressly
Prohibits
the Personsal Debts of an
13
Under California
14
here by KPC,
Law, the alter ego doctrine
to hold an entity liable
may not be applied in reverse, as requested
for the debt of an individual.
It is only the standard
alter ego
15
doctrine
that may be used under vary narrow
circumstances
to pierce the corporate
veil and hold
16
17
18
19
an individual
liable
against
the LLC's,
contrary
to seeking
for claims
LP's,
made
trusts,
standard
against
or corporation.
the entity.
Here,
the claims
and judgment
This debt is owed by an individual,
alter ego, KPC seeks the reverse, to add the Entities
are not
and here,
as new judgment
debtors.
20
In California,
a trial court is not authorized
to amend
a judgment
to add ma entity as a
21
22
judgment
debtor
corporate
veil
under
to reach
a reverse
corporate
alter
ego theory.
assets
to satisfy
"[A] third party creditor

a shareholder's
may not pierce
personal
liability."
the
(Postal
23
Instant
Press, Inc. v. Kaswa
Corp.
(2008)
162 Cal.App.4th
1510, 1512-13.)
(See, a/so: (Wegner,
24
Fairbank,
& Epstein,
Cal. Practice
Guide." Civil Trials and Evidence,
(The Rutter Group 2007)
25
26
27
28
3 It is hornbook law that the law of the forum state applies to issues of substantive law, which includes the
determination of whether alter ego liability applies. Contrary to KPC's claim, California law applies to this Motion
(Erie Railroad Co. v. Tompkin_ (1938) 304 U.S 64, 79-80; Towe Antique Ford Foundation v. LR.S. (gth Cir. 1993)
999 F.2d 1387, I391.)
OPPOSITION TO MOTION TO AMEND IUDGMENT
18:522.1,
citingPostal
Instant Press', Inc. v. Kaswa
Corp.)
"In Postal Instant Press, Inc. v. Kaswa Corp. (2008) 162 Cal.App.4th
1510, 77
Cal.Rptr.3d
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. Rather, 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
v. LADT, LLC (2010) 191 Cal.App.4th 486, 513-14.)
Here,
parties
malpractice
argument
the only parties
to this litigation
action
were
were
and evidence
to the retainer
Gaggero
Gaggero
agreements
and KPC.
and KPC.
at trial, that Gaggero
were Gaggero
Appropriately
This court
no authority
11
case.
12
motions
13
and KPC, and the award of fees and costs was made against
The judgment
14
15
did not participate
16
the Entities
17
unrecognized
18
in this case was
for attorney
Four years
liability
20
(1994)
21
exist here,
or entity in connection
entered
later, the court is being
legal theory
on an entity which
24 Cal.App.4th
23
_arties as additional
24
:hat the original
a judgment
was never
1415,
the court may
debtors.
in interest
section
judgment
based
section
26
defendant
27
(2) that the new party had controlled
28
in order
187 to amend
without
to satisfy
a judgment
trial, requires
due process
and Gaggero
had
capacity.
between
KPC's
Gaggero
to add the Entities,
who
In fact, this court has already determined
that
outside reverse piercing.
been construed
a very narrow
is based solely on an
(Triplett
to allow imposition
v. Farmers
set of circumstances,
alter ego theory)

Cases
exercise
using "section
of
h_s. Exchange
none of which
its equitable
powers
to
187 to add new
been rooted in the standard "alter ego" concept
party and the new patty were one and the same." (Id.) However,
25
own
in his personal capacity.
in this action. The motion
have always
on KPC's
in his personal
the jud_gnent
party to the judgment.
debtors
ruled,
Gaggero
a party to the action."
the standard
to add a new
to the legal
retainer agreements
187 "has never
1420.) Under
(using
the only parties
with the claims asserted in this
and asks for this court to apply prohibited
of Civil Procedure
lmend
Gaggero
asked to amend
in this case, as judgment
22
against
fees and costs were based the personal
are not to be real parties
Code
19
any other person
and the only
was the only real party in interest
10
to represent
expressly
and KPC,
to add a defendant,
thereby
imposing
the ability under
liability
on the new
both (1) that the new party be the alter ego of the old party and
the litigation,
concerns.
thereby
The due process
having had the opportunity

considerations
5
OPPOSrrION
TO MOTION
TO AMEND
JUDGMENT
to litigate,
are in addition to, not in
lieu of, the threshold

process
ego issues.
no distinction
are separate
between
and distinct
([d, at 1421.)
the defendant
from Gaggero,
Thus, KPC's
Even if California
Motion
In order to protect
the constitutional
all of these Entities
and (2) each of the Entities

Entities'
11
Ins. Exchange,
interests
KPC has produced
13
during the course of the litigation.
14
establish
15
to represent
16
undisputed
17
controls
18
factors
19
represented
20
factors,
21
Even where
22
process
23
failed to meet its burdens
interests
the Entities
and
the motion
right to litigate
The
Entities
that
25
?artners,
and trustees
26
litigation
or the underlying
27
ego party
28
Electronics
when
which it
evidence,
(1)
litigation,
litigation,
and (3) each of the
litigation.
(Triplett
v. Farmers
were the alter egos of Gaggero
over the litigation,
Declaration,
in insure
trial. In addition
who
All three of the above
that all of the Entities'
interests
If the court finds that KPC cannot
it is improper
to
to the
motion claims it is Gaggcro
over the litigation.
(NEC Electronics
evidence
let alone had the ability
including
KPC's
admissible
were, in fact,
establish
all three
Inc. v. Hurt (1989) 208 Cal.App.3d
772.)
to add a new party who was never afforded the due
in the underlying
action. (Triplett,
Supra.)
Clearly, KPC has
here and the Motion must be denied.

KPC
whose
the new
a judgment,
of admissible
KPC has failed to provide
any control
litigation.
their interests
the Entities
had no control
in order
must be denied.
to amend
the course of the underlying
stage of the proceeding,
the Entities
alter ego is proven,
during
to establish
exercised
the underlying
to the judgment.
at 1421.)
in the Praske
must be fully satisfied
new parties
by a preponderance
of the underlying
In additional,
at each
provided
piercing
at each stage of the underlying
no evidence
that each of the Entities
evidence
control
24 Cal.App.4th
12
during
outside reverse
to establish,
exercised
were represented
their
add the proposed
were the alter egos of Gaggero
supra,
there was
and the new party. Since this court ruled the entities
it cannot
law recognized
does not, KPC would then be required
10
litigation
due
must fail.
24
(ld. at 1421.)
rights of this new party, the court must find that during the underlying
virtually
alter
seeks
interests
litigations.
party's
lnc, v. Hurt, Supra,
to add to the judgment

were clearly
herein, it is improper
in this
to add a new alter

party.
(NEC
at 780-81 ,) This case, like that in NEC, "contrasts

6
TO MOTION
members,
interests
are not the same as those of the original
208 Cal.App.3d
OPPOSITION
shareholders,
not the same as Gaggero's
As demonstrated
interests
all have
TO AMEND
JUDGMENT
with the usual scenario
so that the trial strategy
ego."
control
Subjecting
any theory, would violate
([d. at 780.)
where
of the corporate
Here,
the litigation,
the interests
of the corporate
defendant
it is undisputed
the Entities
to judgment
effectively
the Entities
and had no ability
enforcement
and its alter ego are similar
represents
were not parties
to litigate
their due process
defendant
their differing
after this litigation
the interests
of the alter
to the litigation,
interests.
did not
(See Praske
Decl.)
has been concluded,
under
rights.
7
B.
The Motion
Should
Be Denied
Because
the Entitles
Are Not the Alter Egos of
Ga ero.
8
9
KPC asserts
in their Motion
that the Entities
10
against
Gaggero
11
reverse
application
12
of an individual.
13
KPC's
14
was
15
demonstrate
that Gaggero
16
at all stages
in this litigation.
This court has already
17
of judgment
against
individually.
motion
Even
assuming
trial
to invoke
ownership
20
corporation
and the shareholder
21
in question
are treated
as those
22
(2000)
Cal.App.4tli
523,
23
Declaration,
24
does not control
25
piercing
is included
in
are separate,
do not in reality
[citations
the
it clearly is not,
Declaration,
which
unequivocally
ruled in both its findings of fact, and its entry
must show "such a unity of interest
owner that the separate personalities

and also "an inequitable
alone."
omitted].)
partner,
Praske
debts
and that the Entities were not represented
exist,"
of the corporation
which
an alter ego claim. The facts and evidence,
and its equitable
538
law does not permit such
was permissible,
the alter ego doctrine
the corporation
Gaggero
Courts
and
above, California
entered
in order to hold an Entity liable for the personal
to establish
and the Entities
Gaggero
seeking
between
at
19
83
As discussed
that reverse
no evidence
presented
A party
capacity.
of the alter ego doctrine
contains
already
18
in his personal
should be liable for the judgment
(Sonora
As
member
noted
Diamond
above
and
of the
result if the acts

Corp. v. Sup. Ct.
and
in the
Praske
or trustee of any of the entities,
and
any of the Entities.

have
traditionally
looked
at certain
factors
that include:
"the holding
out by one
26
entity that it is liable for the debts of the other...use
of one as a mere shell or conduit for the affairs
27
of
disregard
28
segregation
the
other,"
also
of corporate
"inadequate
records,
capitalization,
and identical
directors
of corporate
and officers."
formalities,
lack
of
([d. at 538-39.) The analysis
7
is fact specific,andno onefactoris moreimportantthantheothers,(ZoranCorp.

185 Cal.App.4th
799, 812.) The Praske
and maintained,
do not commingle
as liable for the debts

entity
owns
KPC's
separate
KPC argued
separate records,
at different
addresses.
(See Praske
were properly
formed
do not hold themselves
does not own or control
at trial that it was Gaggero
and real party in interest,
court
agreed
nothing.
Thus,
II
Gaggero
and the Entities,
12
had authority
13
case.
this court has already
to represent
The Praske
any of the entities,

Decl.)
This
out
and each
evidence
defeats
control
in any of the Entities.
17
entities
does not establish
18
court ruled that Gaggero
19
them, as KPC argued
22
declaration
23
and Gaggero
24
Even
of Joseph
25
Entities
26
represented
27
the
28
"Traditional
shows
and the Entities
unity and ownership
evidence
to establish
that Gaggero
of the Entities
in this
complied
has no interest or
acts as a representative
were separate
between
with the claims asserted
of funds, and in fact Gaggero
are Gaggero's
This
for some of the
alter egos. This is precisely

and that he had no authority
why this
to represent
at trial.
has been presented
evidence
presented
Praske,
Gaggero
at trial
KPC's change in position,
established,
and as set forth
interest,
or control
because no such
in the attached
over these Entities,
them at trial in any way.

inclined
Gaggero's
alter
egos,
them at trial (which

of KPC's
to support
had no authority,
were
piercing
the Entities.
to KPC and could recover
and operation
The lone fact that Praske
if this court
prong
insufficient
that the formation
that the entities
did not represent
were
first
ruled on the issue of alleged
there is no commingling
No new evidence
As the
paid nothing
or entity in connection
16
exist.
that Gaggero
any other person
Declaration
who was the only plaintiff
from and did not represent
found
with all legal formalities,
facts
capacity
and specifically
15
21
in his personal
i.e., that he was separate
with KPC when determining
10
20
Gaggero
that the Entities
argument.
14
proves
their funds, keep
of Gaggero,
property
declaration
v. Chen (2010)
which
the Praske
new
of the
to reverse
alter
they
are
Declaration
ego
corporate
its prior ruling
claim.
veiI
not,
and
and somehow
that he
TO MOTION
fully controlled
and
shows he did not), that would only satisfy
KPC
must
is justified
also prove
as an
equitable
8
OPPOSITION
find that the
TO AMEND
JUDGMENT
an improper
remedy
intent.
when
the
shareholders
have abused
accomplish
a wrongful
the corporate
purpose."
(Mesler
01.) KPC has failed to meet its burden

KPC's
to separate
6
motion
makes
legal entities.
form to evade individual

v. Bragg Management
to present
such evidence.
the bare accusation
that Gaggero
Gaggero
liability,
responds
circumvent
Co. (1985)
transferred
he did so for legitimate
a statute, or
39 Cal.3d
290, 300-
ownership of property
estate planning
purposes
15
/ears ago.
KPC concludes
done to defraud
Decision
creditors.
were noted
10
"withdrawn
11
27.]
12
fraudulent
would
have
property
15
that the person
or company
16
unreasonable.
Such
17
corporations,
limited
18
the absence
of specific
The evidence
2O
has already
21
estate planning
22
statute,
or accomplish
23
IV.
CONCLUSION
24
26
Boardwalk
27
Arenzano
a conclusion
liability
28
alter
ego, there
[Statement
to now contend
would
and probative
defeat
the
limited
evidence
here does not support

of control
in 2002 by full payment"
or
Exhibit
A, 25 footnote
1997 estate planning
was a
in this case.
or company
conveys
ownership
was made to defraud
LP;
of
any creditor
and Aqua
There is no evidence
by any intent to defraud
Broadbeach
support
law expressly
LP; Marina
Coast Management;
prohibits
Glencoe
in general.
Ill
form.
This court
that Gaggero's
anyone, violate any
TO MOTION
adding 511 OFW
LP; Blu House
LLC;
Joseph Praske, trustee, of the Giganin Trust;
as judgment
debtors
under application
of reverse
a finding of alter ego in this case, and KPC is

9
OPPOSITION
of
There is thus no basis for a finding of alter ego.
it is clear that California
to even
and estate planning
is
existence
are the alter ego of Gaggero.
and separateness.
Sante Foundation
is no evidence
for the legitimate
of fraud, there is no abuse of the corporate

that Entities
purpose:
Malibu
purpose
partnerships,
were in m_y way motivated
any wrongful
Court
of
that Gaggero's
that, if a person
were
in the Statement
of Decision,
of the 2008 judgment
companies,
Snnset LLC; Pacific

Tnast;
"resolved
decisions
may ever have at any time during the rest of their life. The argument
on the foregoing,
LP; Gingerbread
been
estate planning
claims mentioned
the court must infer that the conveyance
decisions
25
either
the court believe
ruled on the issues
Based
to have
done in anticipation
to an entity,
that Gaggem's
in May or June of 2002"
14
19
support
In fact, the only two creditor
of the imagination
conveyance
KPC
cvidentiary
by the Court
or dismissed
It is a stretch
13
without
TO AMEND
JUDGMENT
estopped
from requesting
to amend
the judgment.
DATED:
May 15, 2012
the relief it seeks in this motion.
This court should deny KPC's
motion
LAW OFFICE OF DAVID A. ESQUI]BIAS
4
5
By:
Atief-neys _br/Spes, i_tly Appearing
7
8
9
10
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
10
Parties
DECLARATION
OF JOSEPH PRASKE
I, Joseph Praske, declare as follows:

[.
1 have personal knowledge ofthe facts set forth in this Declar4tion and, if called as
a witness, could and would testify competently thereto.
2.
This Declaration is submitted in support of51l
OFW LP; Gingerbread Court LP;
Malibu Broadbeach
Coast Management; Joseph Praske. trustee, of the Giganin Tmsl; Arenzano Trust; and Aqua Santo
Fourtdation (the "Entities")'
10
II
LP; Marina Glencoe LP; B[u House LLC; Boardwalk Sunset LLC; Pacific
Opposition to the Motion to Amend Judgment liled by defendants
K.napp, Petersen & Clarke, Stevcn Ray Garcia, Stephen M. Harris, and Andre Jardini.
3.
In 1997, I was an estate planning attorney. I was contacted by Stephen Gaggero to
12
review his portfolio and develop an estate plan for him that would allow his estate tu survive him,
13
be legally protected, and would provide a benefit for his family. Based on my recommendations,
14
Mr. Gaggero thereafter transferred ownership of eert,in property to various entities. This was a
15
legitimate es'tare planning decision.
16
4.
17
recommendations
18
would not have advised Mr. Gaggero to make transfers to defraud anyone.
19
5.
Mr. Gaggero
made
these transfers based
upon
my recommendations,
such
that [ made for no other purposes than legitimate estate planning. I certainly
I set up, and maintain in good standing, 'all of the Entities which K.PC seeks to add
20
as judgment dehtors in this case. 1 know who all of the shareholders, officers, and directors arc of
21
Pacific Coasl Management
22
Corporation, and Mr. Gaggero is not one of them, and was not one of
hem at any stage of the underlying
litigation. I set up the limited partnerships which KPC seeks to
23
add to the judgment. Mr. Gaggero is not a general or limited partner of Malibu Broad Beach LP,
24
and was not one oft.hem at any stage of the underlying litigation. Mr. Gaggero is not a general or
25
limited partner of Marina GIeneoe LP, and was not one of them at any stage of the underlying
26
litigation. Mr. Gaggero
27
Gaggero
28
Partnerships has its own separate assets, none of which are owned by Mr, Gaggero. Each of the
is not a general or limited partner of"511 OFW LP. In addition, Mr.
is not a general or limited partner of Gingerbread
OPPOSITION
TO MOTION
Court LP, Each o1"the Limited
TO AMEND JUDG.'vLENT
LimitedPartnerships
has a separate
general
pml.ncr,
none of whichisMr. Gaggcro.Each of thc
Limited Partnerships maintains its own separate bank accounts, none to which Mr. Gaggero is a
signatory.
6.
I set up, and maintain in good standing, the limited liability companies tl_at KPC
seeks to add as judgment debtors. Mr. Gaggero is not a member or manager of Blu House LLC,
and was not one of them at any stage of the underlying litigation. Mr. Gaggero is nol a member or
manager of Boardwalk
litigation. Each of the limited liability companies has its own separate assets, none of which are
owned by Mr. Gaggcro.
Sunset LLC, and was not one of them al any stage of the underlying
Each of the limited liability companies has a separate manager, none of
10
which is Mr, Gaggero. Each of the limited liability companies maintains its own separate bank
I!
accounts, none to which. Mr. Gaggcro is a signatory.
12
7.
I am the trustee of the Giganin Trust, the Arenzano Trust, and the Aquasante
13
Foundation. I control those entities as the trustee and Mr. Gaggero has no power or authority to
14
control them. Mr. Gaggero has no power to command a distributLon to him by any of the above
15
cntities.
16
8.
Each of tim 'above entities keeps separate records.
17
9.
Each of the entities maintain their own bank accounts.
18
10.
None of the above entities were parties to, or wore represented in, or controlled the
19
20
underlying litigation.
11.
All of the above Entities have shareholders,
21
"_otential beneficiaries
22
litigation or the underlying litigations.
23
24
25
26
27
28
12.
members, partners, trustees and/or
whose interests were clearly not the same as Gaggero's interests in this
All of the required corporate formalities
of the above stated entities have been
followed.
13.
My legal specialty over the past two decades has been creating estate planning for
individuals and I have created a multitude of estate plans for a multitude of clients.
I declare under penalty of perjury under the laws or"the State of California that the
foregoing is true and correct.
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
I
2
,]
4
5
6
7
9
IO
|i
_2
14
15
16
17
Ig
19
20
21
22
23
24
2S
26
27
28
for=going is lrue and corrccl.
,_
.//
PROOF
OF SERVICE
2
3
I am a resident of the State of California, over the age of eighteen years, and not a party to
the within action. My business address is 2625 Townsgate Road, Suite 330, Westlake Village,
California 91361.
4
5
On May 15, 2012, I served the foregoing

document(s)
described as: NOTICE
OF
SPECIAL
APPEARANCE
TO
OPPOSE
AND
OPPOSITION
TO DEFENDANTS'
MOTION
TO AMEND JUDGMENT;
DECLARATION
OF JOSEPH PRASKE
6
7
BY MAIL I placed the above document(s) in a sealed envelope with postage thereon fully
prepaid, in the United States mail at Westlake Village, California, addressed as set forth
below. I am readily familiar with the firm's practice for collection and processing of
documents for mailing, Under that practice it would be deposited with U.S. Postal Service on
that same day with postage thereon fully prepaid in the ordinary course of business. I am
aware that on motion of the party served, service is presumed invalid if postal cancellation
date or postage meter date is more than one day after date of deposit for mailing in affidavit.
8
9
i0
11
12
13
14
15
K
x_
BY FEDERAL
EXPRESS
it for deposit with Federal
below.
I placed the above document(s) in a sealed envelope and placed

Express, prepaid for next day delivery, addressed as set forth
BY FACSIMILE
I transmitted the above document(s) by facsimile transmission to the fax
number(s)
set forth below on this date before 5:00 p.m., and received
confirmed
transmission
reports indicating that the document(s)
were successfully transmitted.
BY PERSONAL
DELIVERY
I placed the above document(s) in a sealed envelope
caused them to be personally delivered by hand to the person(s) set forth below.
and
16
17
18
Randall A. Miller
Miller LLP
Los Angeles, CA 90071
Facsimile: 888-749-5812
19
20
I declare
rue and correct.
under penalty
of perjury
under the laws of the State of Califomia
21
Executed
on May 15, 2012, at Westlake
Village,
California.
22
23
24
25
26
27
28
14
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
that the above is
EXHIBIT C
David 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 for Plaintiff
Stephen M. Gaggero
SUPERIOR
COURT
FOR THE
I0
;TEPHEN
13
14
COUNTY
M. GAGGERO,
11
12
OF THE STATE
OF CALIFORNIA
OF LOS ANGELES
CASE
Filed:
NO.:
BC286925
December 12, 2002
Plaintiff,
Assigned For All Purposes To:
Hon. Robert L. Hess
Dept. 24
(.NAY'P, PETERSEN
& CLARKE; STEVEN
RAY GARCLA; STEPHEN M. HARR/S;
ANDRE ]'ARDINI; and DOES 1 through 50,
inclusive,
15
Defendants.
16
17
NOTICE OF OPPOSITION
AND
OPPOSITION
TO DEFENDANTS'
MOTION TO AMEND JUDGMENT;
DECLARATION
OF STEPHEN
GAGGERO
(Filed Concurrently
For Judicial Notice)
18
19
Date:
Time:
May 29, 2012

8:30 a.m.
20
Dept:
24
21
22
23
24
25
26
27
28
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
With
Plaintiff's
Request
TO ALL PARTIES
NOTICE
Amend
AND TO THEIR
IS HEREBY
the Judgment
California
Jardini
not have
defendants
2.
must be denied because
10
3.
the authority
OF RECORD:
Stephen
Knapp, Petersen
on the following
law expressly
request
THAT plaintiff
filed by defendants
M. Harris, and Andre

1.
GIVEN
ATTORNEYS
M. Gaggero
the Motion to
& Clarke, Steven Ray Garcia, Stephen
grounds:
does not permit outside reverse
to add non-party
opposes
entities
piercing,
to the judgment
and thus court thus does
against
Stephen
Gaggero
as
in the Motion;
Even if California
Defendants'
law did permit outside

defendants
Motion
11
Consequently,
12
This Opposition
reverse
have presented
is barred by judicial
no evidence
estoppel
the court should deny defendants'

is based on this Notice
13
Points and Authorities
14
filed concurrently
15
other oral or documentary
16
DATED:
and Declaration
herewith,
evidence
May 15, 2012
which
and collateral
estoppel.
Motion.
M. Gaggero,
on the attached
on the Request
Memorandum
of
for Judicial Notice
court files and records in this action, and on any such
and argument
as may be presented
WESTLAKE
at the hearing.
LAW OROUP
17
t8
19
Stephen
M. Gaggero
2O
21
22
23
24
25
26
27
28
OPPOSITION
it does not, the Motion
to prove an alter ego claim; and,
and Opposition,
of Stephen
on the complete
piercing,
TO MOTION
TO AMEND
JUDGMENT
TABLE
I,
INTRODUCTION
II.
STATEMENT
III.
KPC'S MOTION
MUST BE DENIED BECAUSE
IT IS PROHIBITED
UNDER
CALIFORNIA
LAW, IT LACKS ANY EVIDENT1ARY
SUPPORT, AND KPC
IS ESTOPPED
FROM MAKING THE ARGUMENTS
CONTAINED
THEREIN' ............ 4
A.
9
10
OF CONTENTS
IV.
.................................................................................................................
OF RELEVANT
FACTS ..............................................................................
California
Law Expressly
Prohibits
Reverse Piercing To Hold An Entity
Liable For Personal Debts Of An Individual .................................................................
1
3
B.
KPC Has Produced No Evidence To Establish Their Claim That The Entities
Are the Alter Egos of Gaggero, And The True Facts Refute Such A Finding .............. 7
C.
KPC Is Estopped From Making The Arguments in Their Motion Based On

The Contrary
Rulings They Sought And Obtained At Trial, And The Fact
They Have Waited Ten Years To Raise This Issue .....................................................
CONCLUSION
...................................................................................................................
11
12
13
14
15
16
17
18
19
20
21
22
23
24
25
26
27
28
ii
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
10
12
TABLE
OF AUTHORITIES
Cases
Cart v. Barnabey's
Erie Railroad
Hotel
Corp. (1994)
Co. v. Tompkins
23 Cal,App,4th
v, LADT, LLC (2010)
Hernandez
v. City of Pomona
Jackson
Mesler
NEC Electronics
l 91 Cal.App.4th
(2009) 46 Cal.4th
v. County of Los Angeles
171 .................................................
11
Sonora Diamond
12
Towe Antique
13
Triplett v. Farmers
14
Zoran Corp. v. Chen (2010)
15
Statutes
16
Business
17
Code of Civil Procedure
18
Rules
19
Wegner, Fairbank, & Epstein, Cal. Practice Guide: Civil Trials and Evidence
(The Rutter Group 2007) 17:164 ...............................................................................................
Ford Foundation
Ins. Exchange
10, 11
772 ................................................................
Postal lnstant
Corp. (2008)
11
39 Cal.3 d 290 .................................................................
10
Press, Inc. v. Kaswa
501 .....................................................................
(1997) 60 Cal.App.4th
Co. (1985)
486 ....................................................................
Inc. v. Hurt (1989) 208 Cal.App,3d
and Professions
12
(1938) 304 U.S 64 ...........................................................................
Greenspan
v. Bragg Management
14 ............................................................
162 Cal.App.4th
83 Cal.App.4th
1510 .........................................
523 ........................................................
v. LR.S. (9th Cir. 1993) 999 F.2d 1387 ..........................................

(1994) 24 Cal.App.4th
185 Cal.App.4th
1415 ...................................................
799 ............................................................................
Code 6068(d) .........................................................................................

197 ..........................................................................................................
20
21
22
23
24
25
26
27
28
iii
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
9
7
6
8
5
5, 7
8
6
5
I,
INTRODUCTION
This is an action
sued Knapp,
Petersen
collectively
"KPC")
etained
6
for legal malpractice.

& Clarke,
the
lawyers
K_C to represent
K.PC against
attorney
iudgment was amended
10
Gaggero
has
[Statement
and in May
udgment
12
From Gaggero.
13
director;
four
14
limited
liability
15
trusts and a foundation
16
motion
17
supposedly
18
motion,
19
counsel's
20
misrepresentations.
brought
KPC's
partnerships
in which
in which
entities
these entities to defraud
counsel
intentionally
owed
outside
23
prohibits
24
law did permit
25
a finding
was amended
to award KPC
on appeal, in December
2010 the
26
that Gaggero's
27
ago let alone one that exists today.
estate planning
this court previously
is not a general
is not a member
to amend
the
found were separate
or limited
or manager;
officer, or
partner;
two
and two irrevocable
the alter
egos of Gaggero,
creditors
who did not yet even exist. In support of this
misrepresents
and fifteen
the law and facts
apparently
believing
in flagrant
against
Gaggero,
of KPC's
not one shred
violation
counsel,
of
such
action.
California
law expressly
Even if California
which it does not, there is no basis for
of evidence
to support its repeated
allegation
any creditor, not one that existed fifteen years
KPC omits the fact that it produced
evidence
at trial to prove Gaggem
1
TO MOTION
ago he
this court must engage in
or entity veil that KPC requests.
of the alter ego doctrine,
years
the court will ignore
and subjects counsel to disciplinary
was done to defraud
OPPOSITION
motion
is not the trustee. The sole ground KPC ,asserts for this
of the corporate
application
and unfounded
Gaggero
to the statements
of alter ego. KPC presents
In addition,
that he
in favor of
Gaggero
to the judgment
Contrary
piercing
reverse
found
2008 this court entered judgment
in which
to this court,
to add the entities
the reverse
court
Jardini
motion, p.
was affirmed
Such conduct is sanctionable,
piercing.
and Andre
This
Exhibit
M. Gaggero
A to KPC's
entities
Gaggero
are supposedly
22
reverse
several
of wlfich Gaggero
duty of candor
In order
2000.
of Decision,
belated
are a corporation
companies
created
M. Harris,
2008 the judgment
an undeniably
debtors
The entities
is that the
Stephen
Stephen
to award KPC its fees and costs on appeal.
to add as judgment
limited
2002, plaintiff
in August
in July 2007. In February
personally,
now
11
28
Garcia,
fees and costs. In May 2010, the judgment
KPC
2l
Ray
he had retained
him personally.
6.] Court trial commenced
Steven
In December
TO AMEND
JUDGMENT
and
these entities were completely
separate,
the only plaintiff
is Mr. Gaggero
has joined
authority
these
in this action
in this action
to represent
damage
claims."
[Statement
Avalon,
ever a party to this suit."
was
entities,..."[Statement
nor any of the various
represented
'estate
11
corporations,
12
control
13
by KPC and the ruling
14
the fee damages
15
Decision,
trusts
in
and
as
by assignment
director
or otherwise)
Pacific
p. 27.] "Between
all
of
his
[Statement
or
retained
absolutely
of Decision,
by this court regarding
litigation,
employee
assets
Exhibit
being
of
he was suing over, "Since he paid nothing,
nor
nor were they
any
of
these
did extensive
transferred
no ownership
eliminated
in asserting
that Mr. Gaggero
to various
interest
A, pg. 18 footnote
separateness
has
Coast Management
1995 and 1998 he [Gaggero]
[Gaggero's]
or entity
that Mr. Gaggero
p. 14.] "There was no evidence
officer,
foundations...he
over those assets."
evidence
p. 26.] "Neither
of Decision
capacity
planning'...resulting
No other person
other entities was a party to the mlderlying
of Decision,
10
in and no
17.] The argument
Gaggero's
right to recover
he can recover nothing."
[Statement
of
p. 28.]
In addition,
17
estate
planning
18
claim
these entities
19
2007.
20
or entity (whether
favor on that issue: "First,
capacity.
is no credible
of Decision,
[Statement
in
in his personal
and there
any other person
16
as plaintiff,
and this court ruled in KPC's
KPC omits the fact that it has known
since
2000
when
Gaggero
are the real parties
The true holdings
21
authorized
22
liable
23
impropriety
24
for estate planning
25
ruled on the separateness
26
with full knowledge
27
law not authorize
28
motion.
to amend
for the personal
in interest
of the eases
the judgment
debts
or fi'audulent
KPC
based
of Gaggero
the specific
reverse
The true
when
and the entities,
piercing
to hold an entity
or omits show no
the ownership
and show KPC argued
these entities
of assets to entities
for that separateness
for seven years. Thus, not only does the

but KPC is estopped
must be denied.
TO MOTION
in order
the true facts show this court has already
relief sought by this motion,
OPPOSITION
does KPC
state that this court is not
facts K.PC misstates
conveying
years ago. Indeed,
of the facts regarding
2012
legitimate
in this action that was filed in 2002 and tried in
cites and misrepresents
of an individual.
fifteen
K.PC, but not until nowin
on outside
intent by Gaggero
purposes
The motion
retained
of these entities and Gaggero's
TO AMEND
JUDGMENT
fi'om bringing the
H.
STATEMENT
OF RELEVANT
In 1997, fifteen
entities.
mid-'90's,
be a prudent
estate
exposed.
legitimate
prove it was anything
"My estate
which
with the intent
11
defraud
12
ownership
13
planning
14
KPC,
me and be for the benefit
planning
to various
nothing
and not be something

Motion
exists. Gaggero
95:3-9.]
who they were in 1997. Gaggero's
retained
K.PC to represent
that is
This was
no evidence
to
did not make the transfers
did not naake the transfers
was, and continues
that it would
an estate plan so that my
less. K.PC presents
entities
1990's and
with the intent to

decision
to be, a generally
to transfer
accepted
estate
choice.
2000,
Gaggero
but not
16
Gaggero's
prior estate planning
17
organization.
18
2001, a dispute
19
and related
20
malpractice
23
He certainly
as he did not even know
of property
more,
to various
the early
And I decided
and develop
C to KPC's
no such evidence
creditors.
including
22
in real estate.
of my children
Exhibit
Nothing
else, because
15
several
v. Yura,
decision.
to defraud
In August
21
rough time for anybody
in Gaggero
of certain property
large, and I had just weathered
to get a lawyer to look at my portfolio
[Transcript
estate
transferred ownership
was - had grown rather
survive
10
ago, Gaggero
was a pretty
idea
would
years
FACTS
limited
KPC
knew
arose
to, representing
between
and breach
Gaggero
which
of the separateness
agreement
time extensive
between
discovery
knowledge
of
of all the entities mad their
of Gaggero
2002, Gaggero
of legal matters,
and had intimate
and KPC over K.PC's handling
In December
of the retainer
during
him at depositions
in 1997 as well as knowledge
the full extent
billing practices.
years,
decisions
him in a variety
from the entities,

of Gaggero's
ha late
legal affairs,
filed this action against K.PC for legal

him and KPC. The case was pending
was conducted.
This discovery
for
included
imforrnataon
relating
to the
entities
to whom
Gaggero
had previously
conveyed
ownership
of
argued Gaggero
and
property.
24
This case went to trial in July 2007. During the trial, K.PC specifically
25
the entities
26
interest.
27
merely
28
for PCM.
were
KPC's
separate,
counsel
a consultant
and produced
stated:
evidence
"He testified
at his deposition,
to PCM. He has no ownership
He is not listed as a director.
to prove Gaggero
interest...I
was the only real party in
and he testified at trial, that he is

have all of the corporate
He is not an officer. He is nothing.
3
documents
He has expressly,
by
design,
when...you
Notice,
3629:
money
and he controls
Transcript
disavowed
any
relationship
said you can't

8:21.]
have it both ways."
This court
Your
[Trial Transcript,
stated:
"Either
absolute
honor
hit the nail on the head
Exhibit
A to Request
for Judicial
it is his alter ego, because
control...or
they are separate
it is all his
entities."
[Trial
3632:2-4.]
It is undisputed
that this court ruled in KPC's
found
that Gaggero
person
or entity had been joined
that Gaggero
had
claims asserted
in his personal
capacity,
favor on the issue of separateness.
was the only plaintiff
and that there was no credible
to represent
any other person
in this case. [Statement
of Decision,
The court
in this action, that no other
as a plaintiff,
the authority
In February
ii
expressly
it, and he has
IO
with that company.
or entity
evidence
to establish
in connection
with the
p. 26.]
2008, the court entered judgment
in favor of KPC and against Gaggero
in his
12
13
personal
irecovery
capacity.
Based on the retainer agreements
for its attorney fees and costs from Gaggero
14
iudgment
15
fees and costs. In May 2010, the Court of Appeal
16
:a motion
17
December
18
against
19
against
Gaggero
to recover
in his personal
their
appellate
2010 this court awarded
Gaggero
Now,
in his personal
in April
2012,
capacity
affirmed
K.PC has brought
argued
In this motion,
22
findings
from Gaggero
23
and the same, and that the entities are actually
24
below,
25
also barred
26
III.
a motion
at trial that Gaggero
Thereafter,
KPC brought
in his personal
- in direct contrast
to the position
capacity.
In
debtors
the very
interest in or control over.
it took at trial and contrary
to the
alter egos, that he and the entities are one
the real parties in interest in this action. As set forth
must fail not only as unpermitted

and collateral
to add as judgment
had no ownership
of this court - that these entities are Gaggero's
by both judicial
the judgment.
an award of attorneys
capacity.
21
this motion
to include
KPC their fees and costs on appeal, and amended the judgment
entities KPC successfully
claims
was amended
fees and costs
20
KPC
between KPC and Gaggero, K.PC sought

in his personal capacity. In May 2008, the
outside reverse piercing,
but KPC's
motion is
estoppel.
27
KPC'S
MOTION
MUST BE DENIED
BECAUSE
IT IS PROHIBITED
UNDER
CALIFORNIA
LAW 1 IT LACKS ANY EVIDENTIARY
SUPPORT_ AND KPC IS
ESTOPPED
FROM MAKING THE ARGUMENTS
CONTAINED
THEREIN
28
KPC's
motion
asks this court to amend
the judgment
entered
4
OPPOSITION TO MOTIONTO AMEND JUDGMENT
against
Gaggero
in his
personalcapacityby addingentitiesasjudgmentdebtors.Californialawexpressly
prohibitsthis
outside
reverse
piercing
of the law should
application
of the alter ego doctrine,
be sanctioned)
Even if the relief
not, KPC's
K.PC presented
that Gaggero
had no ownership,
that Gaggero
alone was the only real party in interest.
estoppel
know
motion
contains
no evidence
at trial established
grounds
based
all the relevant
authority,
on its argument
blatant misrepresentation
sought were legally permissible,
to support
that Gaggero
and KPC's
which it is
its alter ego claim. Moreover,
the evidence
and the entities were not only separate,
or control
whatsoever
with respect
Finally, KPC's
but also
to the entities and
motion should be denied on
and the court ruling at trial, and on the fact that [(PC has
facts since 2000.
10
A.
11
12
California
Law Expressly
Prohibits
Reverse
Liable For Personal Debts Of An Individual
Code
of Civil Procedure
13
liability
on an entity
14
(1994)
24 Cal.App.4th
which
section
was never
1420.) Cases using
always
been
udgment
16
:he new party were one and the same."
17
die alter
18
having
i9
considerations
20
[citations
21
have
"section
rooted in the "alter

(Id.) However,
To Hold
been construed
a party to the action."
1415,
15
debtors
187 "has never
Piercing
(Triplett
to allow
v. Farmers
this "requires
are
to litigate,
in addition
omitted].)
22
here, to hold an entity liable
23
that may be used in appropriate
24
liable
25
of the entities
for claims
to, not in lieu
In this case, KPC's
First and most important,
made
against
in order to satisfy
of
party and
both (1) that the new party be
due process
the threshold
of
as additional
that the original
ego of the old party and (2) that the new party had controlled
had the opportunity
imposition
Ins. Exchange
187 to add new parties
ego" concept
An Entity
the litigation,
concerns.
thereby
The due process
alter ego issues.
(Id. at 142I
motion fails on both prongs.
the alter ego doctrine
may not be applied in reverse, as requested
for the debt of an individual.

circumstances
to pierce
It is only the standard alter ego doctrine

the corporate
veil and hold an individual
the entity. In this case, the claim and judgment
that KPC seeks to add as judgment
debtors.
are not against any
This is a debt that is undisputedly
owed
26
27
28
I It is hornbook
determination
Railroad
F.2d
1387,
law
of whether
Co. v. Tompkins
that
alter
the
law of the
ego liability
(1938)
304 U.S
forum
applies.
state
applies
Therefore,
64, 79-80;
to issues
California
Towe Antique
of substantive
law must
Ford
Foundation
1391.)
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
law,
be applied
v, LR.S,
which
includes
to this Motion.
(gth Cir.
1993)
the
(Erie
999
by an individual.
alter ego theory. This request
The
judgment
creditor
law
Yet, KPC
to add an entity
may not pierce
3.) (See, also: (Wegner,
(The Rutter Group
is crystal
2007)
entities
clear that
as a judgment
the corporate
(Postal
to hold these
liable for that debt under a reverse
must be denied.
in California
_ersonal liability."
is seeking
debtor
a trial court
under a reverse
veil to reach
Fairbank,
18:522.1,
& Epstein,
assets
Corp. (2008)
Cal. Practice
to amend
alter ego theory. "[A] third party
corporate
Instant Press, Inc. v. Kaswa
is not authorized
to satisfy
a shareholder's
162 Cal.App.4th
Guide:
1510, 1512-
Civil Trials and Evidence,
citing Postal Instant Press, lnc. v. Kaswa Corp.)
"In Postal Instant Press, Inc. v. Kaswa Corp. (2008) 162 Cal.App.4th
1510, 77
Cal.Rptr.3d
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. Rather, 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 fonrl."
(Greenspan
v, LADT, LLC (2010) 191 CaI.App.4th 486, 513-14.)
10
11
12
13
Incredulously,
K_PC's counsel cites to Postal Instant Press, Inc. and Greenspan
and falsely
14
represents
15
misrepresentation
16
md K.PC's counsel
17
to this Court
that these
of the law was clearly

should
be sanctioned
This was
a legal malpractice
19
whom he alone hired to represent
20
retainer
21
and KPC.
22
Gaggero
23
other
case
agreements
intentional,
application
of reverse
as it is repeated
for violating
expressly
brought
piercing.
throughout
This
K.PC's motion,
its duty of candor to the court. (See: (Bus.
or entity
was thus entered
attorney
26
K.PC, and the award
27
KPC's
in the underlying
ruIed, based on K.PC's
in connection
against
with the claims
Gaggero
matters.
in his personal
determined
and evidence
capacity.
Gaggero
KPC's
between
TO MOTION
at trial, that
to represent
subsequent
Gaggero
in his personal
the judgment
any
in this
motions
personally
for
and
capacity.
to add entities
as judgment
not to be real parties in interest in this action. The

6
OPPOSITION
were Gaggero
in this case. The judgment
agreements
now asks this court to amend
the lawyers,
The only parties to the
had no authofty
asserted
of fees and costs was made against
who this court has already
client against
own argument
and that Gaggero
fees and costs were based on the retainer
motion
by an individual
and KPC, and the only parties to this litigation
person
debtors,
action
him personally
were Gaggero
This court
25
28
ill fact support
Prof. Code 6068(d).)
18
24
cases
TO AMEND
JUDGMENT
motion
is based on an improper
court is not authorized

_rohibits
reverse
request
to do. Contrary
application
to the misrepresentations
of the alter ego doctrine
_ersonal debts of an individual.

Even if reverse
for this court to apply outside reverse piercing,
KPC's
KPC then still must prove
Farmers
Ins. Exchange,
establish
the entities
their interests
at trial or at any other proceeding.
10
who controls
the entities,
11
where
12
process
13
alter ego is proven,
these
14
interests
15
nnproper
16
the original
17
like that in NEC,
18
and its alter
19
represents
2O
control
21
judgment
22
24 Cal.App.4th
any control
it is improper
were clearly
entities
the entities
"contrasts
ego
are
the interests
debtors
B.
Inc. v. Hun
so that
the trial
cannot,
(Triplett
no evidence
v.
to
KPC now argues it is Gaggero
had no control over the litigation.
(1989)
partners,
in this litigation
interests
afforded
Even
the due
or otherwise.
208 Cal.App.3d
772, 780-81.)
whose
It is again
This case,
of the corporate
of the corporate
and no ability to litigate their differing
trustees
are not the same as those of
where the interests
strategy
and
defendant
of the alter ego." (Id. at 780.) Here, it is undisputed
for the
let alone had the abitity to represent
members,
s interests
with the usual scenario
similar
law
action. (ILl.)
shareholders,
not the same as Gaggero
(NEC Electronics
litigation.
to add a new party who was never
in the underlying
all have
the underlying
To the contrary,
to add a new alter ego party when the new party's

party.
liable
which it undisputedly
at 1421.) KPC has produced
conceding
right to litigate their interests

Finally,
a judgment,
it was the entities who controlled
thereby
California
motion must be denied on this basis alone.
exercised
counsel,
in order to hold an entity
alter ego could be used to amend
supra,
of KPC's
which this
defendant
effectively
that the entities had no
interests,
thus adding
them as
under any theory would violate their due process rights.
KFC Has Produced No Evidence To Establish Their Claim That The Entities
Are the Alter Egos of Gaggero_ And The True Facts Refute Such A Finding.
23
KI'C has alleged
that the entities
are the alter egos of Gaggero,
and that it is the entities
24
and not Gaggero
who are the real parties
in interest
in this case. Based on these allegations,
KPC
25
asserts
the entities
should
be liable
for the judgment
entered
against
Gaggero
in his personal
26
capacity.
As discussed
supra,
California
law does not permit such reverse
application
of the alter
27
ego doctrine
in order
to hold
an entity
liable
for the personal
debts
28
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
of an individual.
Even
assuming
that reverse
evidence
to establish
unequivocally
interest
piercing
their
show
against
unity of interest
personalities
inequitable
result
between
are separate,
and
the corporation
Diamond
11
Gaggero
12
circumstances
13
known of the separateness
a situation
are treated
83 Cal.App.4th
partner,
member,
where the creditor
use of one as a mere shell or conduit
17
capitalization,
disregard
18
identical
19
more
20
K_PC has not presented
21
ego allegations.
that include:
and officers."
than the others.
(Zoran
was Gaggero
24
he was separate
25
KPC
26
nothing.
Thus, this court has already
27
entities,
and specifically
capacity
Gaggero
found
any other person
v. Chen (2010)
usual
exits, courts have traditionally
of corporate
is fact specific,
185 Cal.App.4th
from the entities was litigated
or represent
paid
nothing
ruled on the issue
there was no evidence
and
of ownership
to establish
or entity in conneetionwith
and
799, 812.) Here,

to support
its alter
at trial. KPC argued it
real party in interest, i.e., that
the entities.
to KPC
records,
and no one factor is
of any of the factors required
The
K.PC has always
This court agreed

therefore
between
Gaggero
could
Gaggero
the claims asserted
with
recover
and the
had the authority
28
represent
(Sonora
for the affairs of the other," also "inadequate
who was the only plaintiffand
personally
also "an
As noted above,
of any of the entities.
separateness
The analysis
from and did not own, control,
determined
and
alone."
omitted].)
lack of segregation
evidence
separateness
23
in his personal
Corp.
exist,"
out by one entity that it is liable for the debts of
formalities,
(Id, at 538-39.)
any admissible
The issue of Gaggero's
and
"the holding
of corporate
[citations
show "such a
KPC has not been misled.
or not the appropriate
the other ....
22
at trial
owner that the separate
as those of the corporation
of the entities mad Gaggero.
whether
a plaintiffmust
had been misled. In contrast,
16
important
presented
is the only real party in
do not in reality
or trustee
looked at certain
directors
and Gaggero
523,538
15
factors
already
and its equitable
the shareholder
if the acts in question
In determining
and evidence
that in order to invoke the alter ego doctrine,
10
14
facts
individually.
corporation
involve
The
no
this court has already so ruled in both its findings of fact, and its entry
and ownership
of the
claim.
which it clearly is not, K.PC's motion contains
and the entities
Oaggero
It is well settled
alter ego
Gaggero
in this case. Indeed,
of judgment
was permissible,
in this case.
to
KPC now attempts

estate
planning
to argue to the contrary.
attorney
Joseph
transferred
trial, and it is not sufficient
of the entities
Gaggero
as a representative
This is precisely
no authority
I0
to separate
legal entities.
complied
to establish
to property
there
in any of the entities.
is no commingling
no new facts to support
12
control
13
did provide
sufficient
14
and cannot,
that would
15
_rove an improper
intent.
16
remedy
shareholders
17
circurnvent
18
(1985)
the evidence
over these entities,
presented
and operation
of funds, and that
The lone fact that Praske, an attorney,
at trial established,
only satisfy the first prong

"Traditional
have
or accomplish
states
piercing
abused
a wrongful
22
made
23
defraud
24
how Gaggero's
estate planning
25
of the judgment
in this case, which was first entered
creditors.
KPC is essentially
27
an entity that this decision
28
any time during
decisions
interest
Assuming
or
KPC
as an equitable
individual
liability,
Management
Co.
ownership
to property
to support
to separate
the same thing in their
support that, unlike the similar decisions
estate planning
KPC cites to no evidence
v. Bragg
in this country do exactly
with no evidentiary
Gaggem's
to evade
(Mesler
transferred
estate planning.
of Americans,
has no ownership
no such
is presented.
that Gaggero
and companies
Yet, KPC concludes
because
veil is justified
form
purpose."
21
of people
in position,
Gaggero and the entities, which it has not,
the corporate
No such evidence
simply
Gaggero
of the corporate
legal entities.
by millions
alter egos.
of KPC's new alter ego claim. KPC must also
20
Millions
acts
and that he had
them in any way in this litigation.
to show a unity between
39 Cal.3d 290, 300-01.)

motion
and the entities were separate
its 180 degree change
and did not represent
evidence
a statute,
at
them, as KPC argued at trial.
facts exist. As
the
was
a lack of separateness
at trial and now shows the formation
why this court ruled that Gaggero
11
26
and that ownership
This was not sufficient
now. The evidence
or control
to represent
KPC's
the entities,
for some of the entities does not establish the entities are Gaggero's
KPC presents
19
created
with all legal formalities,
has no interest
when
Praske
The only facts K_PC points to is that Gaggem's
decisions
were done with the intent to
this allegation.
KPC also fails to explain
in 1997 could possibly have been done to avoid payment
arguing in this motion
in 2008.
that if a person transfers
ownership
of property to
is being made to defTaud any creditor that the person may ever have at
the rest of their life. The argument
is ludicrous.
Such a conclusion
9
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
would defeat
the purpose
for the
partnerships,
and estate planning
transfer
of property
creditor
reasonably
The
already
motivated
There
legitimate
to entities
expected
evidence
ruled.
existence
was
C.
11
KPC argued
that Gaggero
violate
to defraud
evidence
that the
an existing
creditor,
or a
form.
are separate,
estate planning
any statute,
limited
of real admissible
and the entities
that Gaggero's
to defi'aud,
12
this court should rule that Gaggero
13
expressly
14
here
15
entity
16
estopped
ruled that Gaggero
was no evidence
in connection
17
as this court has
decisions
or accomplish
were in any way
any wrongful
purpose.
18
contrary
19
County
20
which
21
to prevent
22
positional
23
was separate
in his personal
to establish
with the claims
in this ease, and that
from the entities. This court agreed with KPC and

capacity
was the only real party interest,

to represent
and that
Gaggero
had any authority
any other person
or
asserted
in this case. On the basis of this ruling alone KPC is
from now arguing otherwise.

"Judicial
estoppel
to a position
is "sometimes
prevents
a party from asserting
previously
of Los Angeles
(1997)
referred
taken
changes
doctrine
of judicial
24
positions;
(2) the positions
25
the party
was successful
26
accepted
its position
estoppel
aken as a result of ignorance,

are satisfied
earlier
applies
"(1)
or quasi-judicial
the first position
v.
is invoked
when such
adopted
has taken
two
proceedings;
(3)
the position
or
and (5) the first position was not
(Id. at 183 [citations
TO AMEND
party
administrative
10
MOTION
positions,
proceedings
the same
here.
TO
(Jackson
(Id.)
(i.e., the tribunal
are totally inconsistent;
that is
This fotra of estoppel,
of inconsistent
process."
where:
fraud, or mistake."
OPPOSITION
proceeding."
over the course of judicial
were taken in judicial

in asserting
in a legal proceeding
[citations omitted].)
ofpreclusiort
impact on the judicial
it as true); (4) the two positions
estoppel
171,181
to as the doctrine
have an adverse
a position
in the same or some
60 Cal.App.4th
a party from changing
The
judicial
done with the intent
companies,
KPC Is Estopped
From Making The Arguments In Their Motion Based On
The Contrary
Rulings They Sought And Obtained At Trial, And The Fact
They Have Waited Ten Years To Raise This Issue
10
28
In the absence
liability
to exist, there is no abuse of the corporate
is no evidence
by any intent
limited
is thus no basis for a finding of alter ego.
27
in general.
here shows
There
of corporations,
JUDGMENT
omitted].)
All elements
of
K.PC armed
entities
ruled in KPC's
entities
inconsistent
based on evidence
information,
fraud, or mistake.
the entities
were separate
and he had no ownership,
and the same
with its position

obtained
at trial. The opposite
bars
already
has adjudicated."
12
finality
of judgment
13
_arty of the right to relitigate
14
_reventing
The
16
neet: "First,
17
fonaaer
18
9roceeding.
19
decision
20
3reclusion
21
(Hernandez
22
collateral
Second,
estoppel
25
Gaggero
26
the court to decide
27
presented,
28
Gaggero
factual
from asserting
privileged
attorney
client
of any ignorance,
its new inconsistent
an issue of ultimate
omitted],)
position that
fact that a court
This form of estoppel
will be applied
"deals with the
and decided"
is to conserve
and "deprives
judicial
where the following
fi'om relitigation
issue
must
necessarily
have
must be identical
been
decided
actually
resources
requirements
by
in the former
are
to that decided
litigated
must be final and on the merits. Finally,
are satisfied
trial was
(2009)
46 Cal.4th
in the
proceeding.
in
former
Fourth,
the
the party against whom
and the entities,
501,513
[citations
omitted].)
held in this case,
both KPC
presented
and Gaggero
for decision
appeared.
of
the issue as it bore directly

fully considered.
was the only real party in interest,
on the damages
After
doing
One of the
was the relationship
and the issue of who was the real party in interest.
this court
All elements
here.
matters that KPC and Gaggero
which
is totally
must be the s_a-ne as, or in privity with, the party to the former proceeding."
A full court
specific
this
it must have been
v. City of Pomona
24
which
and the
(Id.)
in the former proceeding
estoppel
that Gaggero
in interest,
including
(Id.) "The rationale
the issue sought to be precluded
is sought
of Gaggero,
that were fully considered
an issue."
of collateral
Third,
argument
This court
that KPC adopted and won at trial was
a party from relitigating
matters
litigation."
proceeding.
position
estopped
(Id. at 182 [citations
on factual
doctrine
over the entities.
alter egos.
estoppel
repetitive
the opposite
and that he and the
in this case, and was thus not taken as a result
KPC is thus judicially
are Gaggero's
or authority
in their representation
11
23
and the entities
and in discovery
"Collateral
15
control
favor on this issue. K-PC now asserts
are one
10
alone was the real party in interest,
alleged.
It was necessary
Extensive
evidence
so, this court ultimately
that he and the entities were separate,

ll
between
ruled
for
was
that
that he had no
1 controlor authorityover them,andthattherewasno alteregoestablished.

KPCis collaterally
2
estopped
fromrelitigatingthisalteregoissuein itsmotion.
Finally,"[a]mendmentof ajudgmentto addanalteregois anequitableprocedure."

(Cart
v. Barnabey's
all relevant
years prior to when he retained
2007.
appeal.
real parties
Hotel
facts
Judgment
Corp, (1994)
relating
to Gaggero
was entered
ill interest.
and the estate
planning
decisions
II
or for any entity. Ten years
12
add
13
explanation
14
in its possession,
15
the case was pending.
that Gaggero
entities
who
in 2008. Appeal
was taken.
Judgment
after this case began,
now decided
for why it waited
The record
to claim
complaint
19
seeking
20
IV.
was filed. K.PC's
eight years asserted
and that he was separate
argument
the
and not acting by
in interest.
KPC offers
to
no
sought and obtained
and has had full knowledge

motion
at all times during the eight years
doctrine of laches clearly applies to bar the motion.
is clear that K.PC has previously
18
those
so long to bring these parties into the case when it had all the facts
The equitable
on the issue of separateness,
in 2010 after
KPC brings a motion to amend the judgment
or for why KPC made the opposite
17
was amended
in
did KPC seek to add the entities as
K.PC at all times daring
was the only real party interest,
it has
he made in 1997, three
K.PC in 2000. This action was filed in 2002. Trial commenced
To the contrary,
argument
21
14, 21.) Here, KPC has known for twelve years
At no time during the eight years the case was pending
10
16
23 Cal.App.4th
should be denied
a contrary
of the relevant
on the grounds
ruling at trial
facts since before
that they are estopped
the
from
any such amendment.

CONCLUSION
Based
on the foregoing,
it is clear that California
22
judgment
23
finding
of alter ego in this case, and KPC is estopped
24
notion.
This court should deny KPC's
25
3ATED:
debtors
May5,
under
application
2012
of reverse
law expressly
prohibits
alter ego, there is no evidence

fi'ora requesting
adding entities as
to even support
the relief it seeks in this
motion to amend the judgment.

WESTLAKE
LAW
GROUP
26
27
By:
David Blake Cl_t_ld
28
Attorneys
for P'Nintiff, Stephen M. Gaggero
12
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
l
2
DECLARATION
I, Stephen
Gaggero,
I.
declare
as follows:
! am the plaintiff
fact_ set forth in this Deolarafion
t.h_reIO.
2.
This Declaration
Amend
l--Iarrls, and Andre ]'ardini.
Judgment
3.
OF STEPh'-'EN GAGGERO
in the above-entitled
and, if called
is submitted
fil.ed by defendants
In 1997, I decided
1l
protected,
12
Praske
13
recommendations,
I therea.f'_r
transferred
14
was a legitimate
estate planning
decision.
arid would
to
provide
t5
4.
16
accomplish
17
defraud KPC,
any
this
amnot
2O
or Gingrbread
2t
LLC.
wrongful
I declare
penalty
amd would
of an _tate
with
I certainly
and
zo the Morion
Ray Garcia,
any inlent
did not mak_
survive
Based
on May
proper_
to various
to defraud, violate
these
transfers
wilh
Mr.
Joseph
Praske's
entities.
This
any statute,
or
the intent
to
of hiring them 1997.

officer,
or director
of Malibu Broad
Giganin
Trust
of'Pacific
Beach LP, Marina Gleneo
or manager
of Blu House
the Arenzaao
of perjury uader
Management
the laws
Trust,
of the
14, 201.2_ in Los Angeles,
__
St_,;_n
Corporation.
LP, 5 ! 10FW
LLC or Boardwalk
orfl_
State
Aquasante
M. Gaggero
28
13
I.,P,
Suaset
Fotmdation.
of California
(..,....._._.___
26
27
M.
me, be legalty
on
is true and correct.
Executed
Stephen
retained
24
25
to
planning attorney to review my
services.
of c_ain
of the
testify, competently
and children. I ultimav'ly
advice
ownersbJ?
knowledge
Opposition
& Claxke, Sleven
for my family
Court LP. I am not a member
under
could
for me, so that my e_taie would
these Iranafers
panner
ofthe
Petersea
planning
purpose.
or limited
I am not the trustee
foregoing
estate
as ] had no intention
a general
22
a benefit
I am not a shareholder,
19
23
provide
estate plan
l: did not make
5.
18
I have personal
of plainti_'
to retain the services
asset
and develop
as a witness,
in support
Kaapp,
10
portfolio
action.
that the
PROOF
OF SERVICE
I am a resident of the State of California, over the age of eighteen years, and not a party to
the within action. My business address is 2625 Townsgate Road, Suite 330, Westlake Village,
California 91361.
On May 15, 2012, I served the foregoing
document(s)
OPPOSITION
AND
OPPOSITION
TO
DEFENDANTS'
JUDGMENT;
DECLARATION
OF STEPHEN
GAGGERO
described
as: NOTICE
OF
MOTION
TO
AMEND
6
7
8
9
BY MAIL I placed the above document(s) in a sealed envelope with postage thereon ffdly
prepaid, in the United States mail at Westlake Village, California, addressed as set forth
below. I am readily familiar with the firm's pracdce for collection and processing of
documents for mailing. Under that practice it would be deposited with U.S. Postal Service on
that same day with postage thereon fully prepaid in the ordinary course of business. I am
aware that on motion of the party served, service is presumed invalid if postal cancellation
date or postage meter date is more than one day after date of deposit for mailing in affidavit.
10
x_N__ BY
II
FEDERAL
EXPRESS
it for deposit with Federal
below.
I placed the above document(s) in a sealed envelope and placed

Express, prepaid for next day delivery, addressed as set forth
12
13
BY FACSIMILE
I transmitted the above document(s) by facsimile transmission to the fax
number(s)
set forth below on this date before 5:00 p.m., and received
confirmed
transmission
reports indicating that the document(s) were successfully transmitted.
14
15
16
17
18
BY PERSONAL
DELIVERY
I placed the above document(s) in a sealed envelope
caused them to be personally delivered by hand to the person(s) set forth below.
and
Randall A. Miller
Miller LLP
Los Angeles, CA 90071
Facsimile: 888-749-5812
19
20
I declare
true and correct.
21
Executed
under penalty
of perjury
under the laws of the State of California
on May 15, 2012, at Westlake
Village,
California.
22
23
24
25
26
27
28
14
OPPOSITION
TO MOTION
TO AMEND
JUDGMENT
that the above is

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I IIIIII

On Appeal from Los Angeles Superior Court,

I could and would competently

is a true and correct

for the May 29, 2012 hearing

law in the State of California

LLP and counsel

these facts. I submit

to amend the judgment.

it a true and correct

it a true and correct

filed to the motion to amend the judgment

on July 19, 2012

as part of the Petition

for Writ of Supersedeas.

motion to amend the judgment were briefed by appellantsas part the

Asof thedateof this responsetheappellantshaverefusedto producethe

I declareunderpenaltyof perjurythatthe foregoingis true andcorrect.

SPECIALLY APPEARING FOR THE PURPOSEOF ARGUING

I CAN TELL THE COURTTHAT I AM

CAN I MAKE ONE BRIEF POINT ON THIS?

HAD HE BRIEFED IT OR RAISED IT INHIS

MR. PRASKE HAS TESTIFIED UNDER --

THESE ARE OFFSHORETRUSTS.

NEVER BEEN FILED wITH ANY COURTIN CALIFORNIA OR THE

UNITED STATES, SO THESE ARE ESSENTIALLY VERY SECRET

DOCUMENTSTHAT ARE PRIVATE.

PROVISIONS THAT BOUND PRETTY MUCHTHE TRUSTORTHE

TRUSTEE, So THEY WON'T BE SOMETHINGYOU WILL FIND IN

A PROBATECOURTAND ACCORDINGTO MR. PRASKE --

IS SOMETHINGTHAT HE SAID HE NEVER FILED,

HAD WE HAD ANY IDEA THIS WOULDBE AN ARGUMENTTHEY

WOULDRAISE WE WOULDHAVE PULLED EXCERPTS_

DON'T DISAGREE, BUT DO I HAVE ANY

EVIDENCE? JUST A SECOND. DO I HAVE ANY EVIDENCE IN

IS THERE ANYTHING IN THEIRS, THAT WILL

I HAvE THE PLEADINGS THAT I HAVE

REVIEWED IN PREPARATIONFOR TODAY'S HEARING, DID NOT

SHOWOTHER THAN THEIR OWNSTATEMENTSIN THEIR

PLEADINGS WHICH ARE CONSIDEREDADMISSIONS THAT THE

TRUSTS ARE IRREVOCABLE.

HAS MR. PRASKE TAKEN THE

THAT THE TRUSTS THEMSELVESARE

I HAD NOT PARTICIPATED IN THAT

PRIOR DISCOVERY THAT COUNSELTALKS ABOUT, BUT I WILL

ON BEHALF OF MR. PRASKE --

AND THAT THE TERMS OF

-_ A_S Y-0-U I4-N_W

I READ THE ARGUMENTIN DETAIL ,

I KNOWWHEREYOU ARE GOING ON THAT.

GO AHEAD AND SAY IT.

YOU ARE WRONG,BUT I KNOWWHERE

BECAUSE I READ IT IN YOUR PAPERS.

YOU ARE SUGGESTINGTHAT THE FACT THAT AT TRIAL

MR. GAGGEROPUT ON NO EVIDENCE THAT HE WAS SUING ON

BEHALF OF PCM TO RECOVERTHE ATTORNEY'S FEES, IS

ON THE FAILURE OF MR. GAGGEROTO PRODUCECERTAIN

THAT WAS A COMMENT

EVIDENCE IN THE TRIAL WHEN IT WAS DIRECTED TO THE

ISSUE OF DAMAGES, HIS DAMAGESTHAT HE WAS CLAIMING

AGAINST KNAPP PETERSEN & CLARKE SO, You KNow.

WHAT YOU SAID IN YOUR PAPERS, AND I AM SORRY IT IS

WHAT I AM SAYING IS SOMETHINGA