Basu v Grewal, ex parte motion, 19 December 2014

8/10/2019 Basu v Grewal, ex parte motion, 19 December 2014

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EXHIBIT A


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EXHIBIT B


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In the Matter of:

PPJ Enterprise, Inc. vs. Narinder S. Grewal

Reporter's Transcript of Proceedings

10/03/2014

Job #: 42888

(818)988-1900


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1 SUPERIOR COURT OF THE STATE OF CALIFORNIA

2 FOR THE COUNTY OF LOS ANGELES, CENTRAL DISTRICT

3 DEPARTMENT 48 HON. ELIZABETH ALLEN WHITE, JUDGE

4 PPJ ENTERPRISE, INC., A ) NEVADA CORPORATION ) 5 ) PLAINTIFF, )

6 ) VS. )

7 NARINDER S. GREWAL, AN ) INDIVIDUAL; NARINDER S. )

8 GREWAL, M.D., A MEDICAL ) CASE NO. BC 427192 CORPORATION, DOING BUSINESS )

9 AS SANTA CLARITA SURGERY ) CENTER FOR ADVANCED PAIN )

10 MANAGEMENT, AND DOES 1 )

THROUGH 25, INCLUSIVE ) 11 ) DEFENDANTS. )

12 _____________________________) )

13 AND CROSS-DEFENDANTS. ) _____________________________)

14

15 REPORTER'S TRANSCRIPT OF PROCEEDINGS

16 FRIDAY, OCTOBER 3, 2014

17 18 APPEARANCES:

19 FOR THE PLAINTIFF: L/O OF MICHAEL J. HEMMING BY: MICHAEL J. HEMMING, ESQ.

20 333 W. MISSION BOULEVARD POMONA, CALIFORNIA 91766

21 909.469.6087

22

23 FOR THE DEFENDANTS L/O OF JEREMY O. ARNAIZ CROSS-COMPLAINANTS: BY: JEREMY O. ARNAIZ, ESQ.

24 BY: FRANK EDWARD HARRIGAN III, ESQ 6690 ALESSANDRO BOULEVARD

25 SUITE A RIVERSIDE, CALIFORNIA 92517

26 951.789.6291

27

28 REPORTED BY: MEEMO TOMASSIAN, CSR, RPR, NO. 10435


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Personal Court Reporters, Inc. Page: 2

1 MASTER INDEX 2 (NONE) 3 4 5 6 7 8 91011121314151617181920

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Page 1 1 CASE NUMBER: BC 427192 2 CASE NAME: PPJ -V- GREWAL 3 LOS ANGELES, CALIFORNIA FRIDAY, OCTOBER 3, 2014 4 DEPARTMENT 48 HON. ELIZABETH ALLEN WHITE 5 REPORTER: MEEMO TOMASSIAN, CSR 10435 6 TIME: 8:30 A.M. 7 APPEARANCES: FOR THE PLAINTIFF, MICHAEL J. HEMMING, 8 ESQ; FOR THE DEFENDANTS, JEREMY O. ARNAIZ, ESQ., AND 9 FRANK EDWARD HARRIGAN III, ESQ.10 --o0o--11 THE COURT: PPJ.12 MR. HEMMING: Good morning, your Honor.13 Michael Hemming on behalf of PPJ and14 cross-defendant Chandana Basu.15 MR. ARNAIZ: Good morning, your Honor.16 Jeremy Arnaiz for defendants and

17 cross-complainants.18 MR. HARRIGAN: Good morning, your Honor.19 Frank Harrigan for the plaintiff and20 cross-complainants.21 THE COURT: All right. Good morning.22 Thank you for the briefing that the Court23 requested with regard to the interpretation of the24 verdict. I've reviewed the briefs. I've reviewed the25 proposed forms of judgment.26 I agree with plaintiff that the fact that the27 jury awarded damages on the affirmative defense of28 mitigation, which was specific to mitigation on the

Page 2 1 breach of contract claim, that's what it said in the 2 verdict form, that that sum has to be stricken, because 3 there is no corollary award on breach of contract. 4 So I would agree with plaintiff that the 5 proposed form of the jury verdict should be as it is 6 indicated on the attached proposed verdict form, which 7 plaintiff attached to its brief. 8 The Court would strike the amount that is 9 indicated on the affirmative defense of mitigation.10 And the Court would award the sum of $374,926.8611 subtracting out the setoff of 140,000, for a total12 verdict of $234,926.86.13 As to the cross-complaint, the total award14 after striking the damages which the jury improperly15 awarded on the affirmative defense of mitigation, would16 be $86,900.55.17 I know that on the plaintiff's side, they're18 expecting an additur on the trade secret. The Court19 would not consider any additur. I think the jury could20 have equally said, "No trade secret, zero."

21 I think they were assessing the value of the22 purported trade secret when they said it was worth a23 dollar. It was almost -- I hesitate to say -- well I24 think it was almost flippant: "It was your trade25 secret. You may claim a trade secret, but in our mind26 it's not worth anything."27 I think that's how I would interpret that. So28 I'm not going to consider an additur.

Page 3 1 On the defense side, I know you feel that the 2 million which was awarded on the mitigation should be 3 mitigation that the Court should apply toward the tort. 4 I disagree, because your verdict form said, "breach of 5 contract slash mitigation." 6 So, that's what the Court has concluded. 7 Go ahead. 8 MR. HEMMING: May I be heard, your Honor? 9 THE COURT: Yes.10 MR. HEMMING: On the issue of setoff and11 recoupment, also, as I recall, the jury verdict form12 indicated it had to do with contract damages. It did13 not say contract and tort. It said contract. It's the14 same situation with respect to the mitigation issue.15 THE COURT: All right. So let me go to the16 affirmative defense of --

17 MR. ARNAIZ: That's Page 11, your Honor.18 THE COURT: -- setoff.19 Well, I'm looking at the new proposed verdict20 form. Here we go the setoff. It says, "Defendant21 seeks affirmative defense setoff recoupment. Have you22 found that defendants and cross-complainants breached23 the contract?" "Yes."24 You're correct, it is as to the contract.25 MR. HEMMING: So it shouldn't be applied.26 THE COURT: You're correct.27 MR. HEMMING: The other issue, your Honor, is28 with respect to Ms. Basu, the cross-defendant, Basu.


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Page 4 1 THE COURT: There was no finding of alter ego. 2 MR. HEMMING: That's right. 3 THE COURT: There was nothing in the verdict 4 form indicating a finding of alter -- 5 MR. HEMMING: Exactly. 6 THE COURT: -- so that the jury could find 7 alter ego. I agree with you. 8 MR. HEMMING: There should be no verdict. 9 MR. ARNAIZ: Your Honor --10 THE COURT: This is going to end up with11 post-trial motions.12 MR. ARNAIZ: I understand.13 THE COURT: I need a final judgment so that we14 can move on.15 MR. ARNAIZ: Your Honor, actually, in16 conversion and -- both conversion and breach of17 fiduciary duty, they did find against Ms. Basu. It18 wasn't based on alter ego. It was based on her own19 personal action.20 THE COURT: Let's look at conversion.

21 MR. ARNAIZ: That would be -- oh, actually,22 and misrepresentation also, your Honor. I'm sorry,23 misrepresentation was only to PPJ.24 So conversion is Page 4 of defendant's special25 verdicts.26 THE COURT: All right. Hang on. I'll have to27 coordinate it with the proposed verdict.28 Here it is. The conversion is on the

Page 5 1 cross-complaint; correct? 2 MR. ARNAIZ: Yes, your Honor. I don't know if 3 they included it in plaintiff's papers. 4 THE COURT: Well, it should be, because they 5 should have had a complete recitation of the verdicts. 6 MR. ARNAIZ: It is, your Honor. It's actually 7 Page 31, your Honor, of plaintiff's papers. 8 THE COURT: Okay. Thank you. 9 All right. Conversion: "Grewal,10 cross-complainants against cross-defendants PPJ and11 Chandana Basu, herein after known as PPJ."12 So they were lumped together, which is13 problematic.14 MR. ARNAIZ: Your Honor, we'd always -- they15 were -- Ms. Basu was specifically named as a defendant16 in the cross-complaint, your Honor, and so we pursued

17 her as --18 THE COURT: But it should have been separated19 out. You should have -- you lumped them together. It20 should have been: "Did cross-complainant Grewal have21 an ownership right to the money in the possession of22 cross-defendant PPJ at any time?" So it should have23 been "PPJ," then it should have been "Basu." Then, the24 second question should have been: "Did PPJ wrongfully25 interfere?" And then, "Did Chandana Basu?"26 They should have been set out separately. And27 I can't infer -- here's the problem: I can't infer28 what the jury would have done. So it's not fair.

Page 6 1 MR. ARNAIZ: Your Honor -- 2 THE COURT: We're going to have post-trial 3 motion, Mr. Arnaiz. 4 MR. ARNAIZ: It is there, your Honor. 5 THE COURT: Well, it's not. You lumped them 6 together. How could I determine whether the jury would 7 have found conversion as against PPJ versus conversion 8 as against Basu? They're not separated out. You just 9 said "PPJ." You lumped them together.10 MR. ARNAIZ: But, your Honor, we did that11 throughout all the special verdicts. I mean --12 THE COURT: That's a problem.13 MR. ARNAIZ: -- Grewal was lumped together14 also.15 THE COURT: That's a problem.16 MR. ARNAIZ: And the jury, when they found17 conflicting positions, they came back with questions18 asking if they can separate. They did that with the19 trade secret. They did it with other issues.20 THE COURT: And I'm supposed to infer that

21 because you lumped them together I should separate them22 and find it separately when they didn't come to the23 Court with any questions. I can't make those24 inferences, Mr. Arnaiz.25 MR. ARNAIZ: Well, your Honor, you don't need26 to make those inferences. You just need to read the27 special verdict itself as to both --28 THE COURT: I just did.

Page 7 1 MR. ARNAIZ: -- PPJ, covered by both Ms. Basu 2 and PPJ. 3 THE COURT: The jury could have found that 4 Chandana Basu converted and PPJ did not. You lumped 5 them together. I can't separate them out. And there's 6 no alter ego determination. There's nothing in this 7 verdict form that says Ms. Basu is individually liable 8 because there was no adherence to corporate 9 formalities. The factors of alter ego are not present.10 Mr. Arnaiz, I agree that this may not be what11 the jury thought or meant, but I can't make inferences.12 I need to get a judgment, and then we're going to move13 on because there will be post-trial motions.14 MR. ARNAIZ: Well, last point, your Honor, is15 I don't think -- I would say you don't need to make an16 inference. You just need to read the verdict itself.

17 The jury said both of them --18 THE COURT: All the questions said "PPJ." I19 don't know that they looked up and said that you had20 lumped them together. Even assume that you had lumped21 them together, how can I separate them? Even assuming22 the jury saw that they were lumped together, how can I23 separate them?24 MR. ARNAIZ: Well, your Honor, I guess we can25 make the same arguments throughout all the special26 verdict.27 THE COURT: I think the special verdict is a28 problem in itself.


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Page 12 1 MR. HARRIGAN: One-and-a-half more minutes, 2 please. 3 MR. HEMMING: Both of them are arguing. 4 THE COURT: I know, and I heard already from 5 Mr. Arnaiz. I'm giving Mr. Harrigan the opportunity 6 because he seems to want to. 7 MR. HARRIGAN: Thank you, your Honor. 8 MR. HEMMING: All right. 9 MR. HARRIGAN: The further step that the Court10 is required to do under Taylor is even when a verdict11 is defective to subject it to harmless error analysis.12 Which, bottom line the harmless error analysis, given13 everything the jury had done, is it reasonable to14 assume, if you gave them the correct question, they15 would answer it any differently?16 Final step for me: I do, for the record, move17 orally to amend our pleadings for mitigation of damages18 and setoff recoupment on tort as well as contract19 theories.20 THE COURT: Okay. That would be a violation

21 of due process. I'm not going to amend after the jury22 has made its verdict. Let me finish. Let me finish,23 please.24 Mr. Harrigan, your entire argument is premised25 on: "This was an intelligent jury, we know that that's26 what they meant."27 That's an inference that I can't make. I was28 not in that jury room. I don't know what they were

Page 13 1 thinking. 2 All I have is your form says, "affirmative 3 defense, mitigation of damages, slash, breach of 4 contract." It does not say "fiduciary duty." It does 5 not say "fraud." It says, "breach of contract." 6 I can't sit as a 13th juror and say, "That's 7 what they meant." I wasn't there. So, listen -- 8 listen to what I'm saying, all I want is a judgment 9 submitted so that I can sign the judgment so that it10 can be entered so the clock starts ticking. I can't11 sua sponte grant you a new trial. I can't.12 MR. HEMMING: Your Honor, so you want us to13 prepare the verdict?14 THE COURT: Plaintiff is to prepare the15 verdict form and the judgment, submit it. And, again,16 I'm encouraging you to try to settle the case. If you

17 want to go to someone other than Judge Sinanian and18 start, fresh, I can possibly get some time with Judge19 Bendix.20 I don't know what your financial arrangements21 are. I don't know whether the clients are paying by22 the hour or what the story is. But you have gone23 beyond the point of no return on this, way beyond that.24 MR. HEMMING: Your Honor, with respect to the25 judgment, did you want the interrogatories put in like26 we did on --27 THE COURT: That's exactly the way you're28 supposed to do it under California Rules of Court. You

Page 14 1 recite exactly what the verdict form says, and then 2 it's reduced to a judgment in terms of number. 3 MR. ARNAIZ: Your Honor, the only 4 clarification I would like in terms of judgment, 5 looking at what they had written, there was nothing 6 there in regards to G-3 Healthcare. 7 THE COURT: It should -- it should conform -- 8 it should be -- the three verdict forms exactly as they 9 are. The only thing that the Court has done is to try10 to reconcile so that we get to a bottom line number.11 MR. ARNAIZ: I understand, your Honor. Thank12 you.13 THE COURT: And, please, once you do it --14 MR. HEMMING: We'll send it to them.15 THE COURT: -- send it to them, so that16 they're in agreement that that's what the jury said.17 And then you have the Court's determination as to what18 the amount should be.19 MR. ARNAIZ: Your Honor, is there a timeframe20 when the Court will enter the judgment? And I only ask

21 because I actually will be out of the state from22 October 10th to the 20th.23 THE COURT: Okay. Well, if you send it,24 you've got five days to review it; right? And then it25 comes to me after that. I am actually at a conference26 the 14th to the 17th. So the first I would even look27 at it would be the week of the 20th.28 MR. ARNAIZ: Okay.

Page 15 1 MR. HARRIGAN: Your Honor, we would ask at the 2 time of entry of judgment for a stay as to any 3 enforcement of Dr. Grewal. Not that -- I don't think 4 there's any question that he can pay a judgment, but it 5 would be very disruptive -- 6 THE COURT: You're going to need to come in 7 ex-parte. I can't do that now. 8 MR. HARRIGAN: Okay. 9 THE CLERK: What about the exhibits?10 THE COURT: Oh. Have we reached agreement on11 the return of the exhibits?12 MR. ARNAIZ: Your Honor, Annie had made a13 proposal, and it's my fault that I had not followed14 through with it. She had asked us to list the exhibits15 that are actually in question. That should actually16 amount to maybe a couple of boxes, and the Court would

17 hold on to those boxes. I was supposed to bring the18 list today. I apologize, I did not. I can have it19 prepared by this afternoon. I can share it with20 opposing counsel and get it to the court by Monday.21 MR. HEMMING: I'm gone all day today, your22 Honor, I've got -- I won't be back in the office.23 THE COURT: Well, this is just like the trial.24 "The jury instructions will be to you in the morning,25 your Honor." "The special verdict will be to you in26 the morning, your Honor." This went on and on. You27 remember?28 MR. ARNAIZ: I understand, your Honor. This


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Page 16 1 is my fault. I'm not making an excuse, or a story, but 2 I can get it -- I can speak with Ms. Shome, who 3 actually has done most of the exhibit work. And I 4 think she probably has an understanding of what's 5 contested and what's not. If that's agreeable? 6 THE COURT: All right. I will require that 7 you have a stipulation signed to Annie by Tuesday. 8 MR. HEMMING: Fine. 9 THE COURT: Tuesday.10 MR. HEMMING: Have a nice weekend.11 MR. ARNAIZ: Thank you, your Honor.12 THE COURT: Notice waived?13 MR. ARNAIZ: Notice waived, your Honor.14 THE COURT: Okay. Thank you.1516 (Whereupon the foregoing proceedings were concluded)17 --o0o--18 /// 19 /// 20 ///

21 /// 22 /// 23 /// 24 /// 25 /// 26 /// 27 /// 28 ///


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EXHIBIT A


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EXHIBIT B


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[PROPOSED] ORDER

SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF LOS ANGELES - CENTRAL DISTRICT

PPJ ENTERPRISE, INC., a NevadaCorporation

Plaintiff,

v.

NARINDER S. GREWAL, an Individual; NARINDER S. GREWAL, M.D., a MedicalCorporation doing business as SANTACLARITA SURGERY CENTER FOR ADVANCED PAIN MANAGEMENT; andDoes 1 through 25, inclusive,

Defendants. ___________________________________

AND RELATED CROSS-ACTIONS

))))))))))))))))))))

CASE NO. BC427192

[PROPOSED] ORDER

Hearing Date: December 19, 2014Trial: August 12, 2014Judge: Hon. Elizabeth WhiteDept. 48Action Filed: December 3, 2009Cross-Complaint Filed: June 7, 2011

TO ALL PARTIES AND THEIR ATTORNEY OF RECORD:

PLEASE TAKE NOTICE that on December 19, 2014 at 8:30 a.m., in Department 48 of

the Los Angeles Superior Court, located at 111 North Hill Street, Los Angeles, California 90012,Cross-Defendant Chandana Basu brings this Ex Parte Application To Correct Clerical Error In

Judgment And/Or For An Order Shortening Time For Motion To Correct Clerical Error In

Judgment, came for hearing before the Honorable Judge Elizabeth White.

Tanya Shome, Esq. of the Law Office of Tanya Shome, appearing for Cross-Defendant

Chandana Basu;


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[PROPOSED] ORDER

Sami Haddad, Esq. of the Law Office of Tanya Shome, appearing for Cross-Defendant

Chandana Basu;

Michael J. Hemming, Esq. of the Law Office of Michael J. Hemming, appearing for

Plaintiff PPJ Enterprise, Inc.;Jeremy Arnaiz, Esq. appearing for Defendants/Cross-Complainants, Narinder S. Grewal

and Narinder S. Grewal, M.D., a Medical Corporation dba Santa Clarita Surgery Center For

Advanced Pain Management and Defendant G3 Healthcare Business Services, Inc.; and

Frank Edward Harrigan, III, Esq. appearing for appearing for Defendants/Cross-

Complainants, Narinder S. Grewal and Narinder S. Grewal, M.D., a Medical Corporation dba

Santa Clarita Surgery Center For Advanced Pain Management and Defendant G3 Healthcare

Business Services, Inc.

The Court, having read and considered the parties moving papers, declarations, exhibits

and other documents and evidence, both in support of and in opposition to the motion, and good

cause appearing, hereby finds that good cause exists for:

1. The Ex Parte Application to Correct Clerical Error in Judgment is granted;

2. Cross-Defendant Chandana Basu will be removed from the Judgment;

3. The Judgment will be amended or vacated, so as to remove Cross Defendant

Chandana Basu in the Judgment; and/or

4. An Order Shortening Time to hear Motion to Amend or Vacate or Correct

Judgment.

IT IS HEREBY ORDERED THAT:

1.

2.3.

4.

IT IS SO ORDERED.

Dated: December ____, 2014 ___________________________________ THE HONORABLE ELIZABETH WHITEJUDGE OF THE SUPERIOR COURT


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[PROPOSED] ORDER


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PPJ Enterprises v. Narinder S. Grewal et al.Los Angeles Superior Court Case No.: BC 427192

PROOF OF SERVICE

I am resident of State of California, over the age of eighteen years, and not a party to theabove action. My business action is: 888 Prospect Avenue, Suite 200, La Jolla, CA 92037. OnDecember 19, 2014, I served the above documents:

1. Cross-Defendants Chandana Basus Notice of Ex Parte Application toCorrect Clerical Error in Judgment and/or for an Order Shortening Timefor Motion to Correct Clerical Error in Judgment; Memorandum of Pointsand Authorities; Declaration of Tanya Shome, Declaration of Michael J.Hemming; [Proposed Order].

2. Memorandum of Points and Authorities in Support of Cross-Defendants

Chandana Basus Ex Parte Application to Correct Clerical Error inJudgment and/or for an Order Shortening Time for Motion to CorrectClerical Error in Judgment.

3. Declaration of Tanya Shome in Support of Cross-Defendants ChandanaBasus Ex Parte Application to Correct Clerical Error in Judgment and/orfor an Order Shortening Time for Motion to Correct Clerical Error inJudgment.

4. Declaration of Michael J. Hemming in Support of Cross-DefendantsChandana Basus Ex Parte Application to Correct Clerical Error inJudgment and/or for an Order Shortening Time for Motion to CorrectClerical Error in Judgment.

5. [Proposed] Order

BY MAIL. By placing the document(s) listed above in a sealed envelope with postagethereon fully prepaid, in United States mail in the State of California at state, addressedto the parties set forth below.PERSONAL SERVICE BY CAUSE. I caused said documents to be hand-delivered tothe addressee set forth below on December 19, 2014 pursuant to Code of CivilProcedure 1011.BY OVERNIGHT MAIL. By placing a true copy thereof enclosed in a sealedenvelope, at a station designated for collection and processing of envelopes and

packages for overnight delivery by an overnight carrier, as part of the ordinary business

practices of the Law Offices of Tanya Shome described below, addressed as follows:BY FAX. By transmitting, via facsimile, the document(s) listed above to the faxnumber(s) set forth below on this date before 5:00 p.m.

! BY ELECTRONIC SERVICE {Fed. Rule Civ. Proc. Rule 5(b)] by electronicallymailing a true and correct copy through Tanya Shomes electronic mail system to the e-mail address(s) set forth below, or as stated on the attached service list per agreement inaccordance with Federal Rules of Civil Procedure rule 5(b).


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Basu v Grewal, ex parte motion, 19 December 2014

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