Case 9:11-ap-01147-PC Doc 117 Filed 03/23/17 Entered 03/23/17...

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US_ACTIVE-133368838.3 DEFENDANT WINDLER’S REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF MOTION FOR PROTECTIVE

ORDER REGARDING EFI TRUSTEE’S MOTION TO COMPEL FURTHER PRODUCTION OF DOCUMENTS REGARDING MS. WINDLER BY DEFENDANT BRYAN CAVE LLP

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James L. Sanders (SBN 126291 ) Email: [email protected] Francisca M. Mok (SBN 206063) Email: [email protected] Christopher O. Rivas (SBN 238765) [email protected] REED SMITH LLP 1901 Avenue of the Stars Suite 700 Los Angeles, CA 90067-6078 Telephone: +1 310 734 5200 Facsimile: +1 310 734 5299

Attorneys for Defendant Katherine M. Windler

UNITED STATES BANKRUPTCY COURT

CENTRAL DISTRICT OF CALIFORNIA

NORTHERN DIVISION In re ESTATE FINANCIAL, INC.,

Debtor.

Chapter 11 Case Nos. 9:08-bk-11457-PC Adv. Nos. 9:11-ap-01147-PC Assigned to the Hon. Peter H. Carroll DEFENDANT KATHERINE M. WINDLER’S REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF MOTION FOR PROTECTIVE ORDER REGARDING EFI TRUSTEE’S MOTION TO COMPEL FURTHER PRODUCTION OF DOCUMENTS REGARDING MS. WINDLER BY DEFENDANT BRYAN CAVE LLP [Joint Stipulation Pursuant to Local Bankruptcy Rule 7026-1(c), Motion for Protective Order, Declaration of James L. Sanders, and Appendix of Unpublished Opinions Filed Concurrently Herewith] Hearing: Date: April 13, 2017 Time: 10:00 a.m. Place: Courtroom 201

THOMAS P. JEREMIASSEN, Chapter 11 Trustee,

Plaintiff,

v. BRYAN CAVE LLP, a professional limited liability partnership, and KATHERINE M. WINDLER, an individual,

Defendants.

Case 9:11-ap-01147-PC Doc 117 Filed 03/23/17 Entered 03/23/17 16:08:09 Desc Main Document of 6

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DEFENDANT WINDLER’S REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF MOTION FOR PROTECTIVE


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1415 State Street Santa Barbara, CA

Discovery Cut-off: Not set Pre-trial Conference Date: Not set Trial Date: Not set


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– 1 – DEFENDANT WINDLER’S REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF MOTION FOR PROTECTIVE


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Pursuant to Federal Rule of Evidence 201 as incorporated by Rule 9017 of the Federal Rules

of Bankruptcy Procedure, Defendant Katherine M. Windler requests that the Court take judicial

notice of the following facts that are “capable of accurate and ready determination by resort to

sources whose accuracy cannot be reasonably questioned.” Fed. R. Evid. 201(b)(2). Additionally, a

court “must take judicial notice” where requested by a party and “supplied with the necessary

information.” Fed. R. Evid. 201(c)(2) (emphasis added).

Here Ms. Windler requests that the Court take notice of the following facts for which

evidentiary support is supplied in the Declaration of James L. Sanders:

1. The involuntary petition for bankruptcy of Estate Financial, Inc., Case No. 9:08-bk-

11457-PC, was filed June 25, 2008. See Sanders Declaration, ¶ 7, Exh. D, pp. 30-33 (Exhibit D is

also attached here).

2. The bankruptcy petition of Estate Financial Mortgage Fund, LLC, Case No. 9:08-bk-

11535-RR, was filed on July 1, 2008. See Sanders Declaration, ¶ 7, Exh. E, pp. 34-65 (Exhibit E is

also attached here).

3. The sanctions ordered entered against Bryan Cave and Katherine Windler in the

United States Bankruptcy Court for the District of Nevada action titled In re Asset Resolution, LLC,

U.S. Bankruptcy Court, District of Nevada, Case No. BK-S-09-32824-RCJ (Bankr. Dkt. No. 2384)

on May 25, 2010 was vacated nunc pro tunc by order dated January 6, 2014. See Sanders

Declaration, ¶ 8, Exh. F, pp. 66-72 (Exhibit F is also attached here).

4. The adversary proceeding titled David K. Gottlieb v. Coudert Brothers LLP, U. S.

Bankruptcy Court for the Central District of California, San Fernando Valley Division, Case No.

1:04-ap-01308-MT, filed on July 22, 2004 in connection with the case In re International

Philanthropic Hospital Foundation fdba Granada Hills Community Hospital, Case No. 1:02-bk-

20579-GM, was closed on July 11, 2008 without a judgment being entered in the case. See Sanders

Declaration, ¶ 13, Exh. K, pp. 136-142 (Exhibit K is also attached here) and in particular the “Order

Closing Adversary Proceeding” filed July 11, 2008 stating that “The complaint filed in the above

case has been disposed of and is no longer pending due to either the dismissal of the main case or the


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1 entry of a judgment in the Adversary Proceeding," and the docket which does not reflect the entry of

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any judgment.

DATED: March 23, 2017 REED SMITH LLP

By:~---Jb<--L~---"--:,----~--'+-~--'b£-~~~~Ja es L. Sanders F ancisca M. Mok Attorneys for Defendant Katherine M. Windle

-2-DEFENDANT WINDLER'S REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF MOTION FOR PROTECTIVE

ORDER REGARDING EFI TRUSTEE'S MOTION TO COMPEL FURTHER PRODUCTION OF DOCUMENTS REGARDING MS. WINDLER BY DEFENDANT BRYAN CA VE LLP


This form is mandatory. It has been approved for use by the United States Bankruptcy Court for the Central District of California.

June 2012 F 9013-3.1.PROOF.SERVICE

PROOF OF SERVICE OF DOCUMENT

I am over the age of 18 and not a party to this bankruptcy case or adversary proceeding. My business address is: Reed Smith LLP, 1901 Avenue of the Stars, Suite 700, Los Angeles, CA 90067 A true and correct copy of the foregoing document entitled (specifyDEFENDANT KATHERINE M. WINDLER’S REQUEST FOR JUDICIAL NOTICE IN SUPPORT OF MOTION FOR PROTECTIVE ORDER REGARDING EFI TRUSTEE’S MOTION TO COMPEL FURTHER PRODUCTION OF DOCUMENTS REGARDING MS. WINDLER BY DEFENDANT BRYAN CAVE LLP will be served or was served (a) on the judge in chambers in the form and manner required by LBR 5005-2(d); and (b) in the manner stated below:

1. TO BE SERVED BY THE COURT VIA NOTICE OF ELECTRONIC FILING (NEF): Pursuant to controlling General Orders and LBR, the foregoing document will be served by the court via NEF and hyperlink to the document. On (date) March 23, 2017 , I checked the CM/ECF docket for this bankruptcy case or adversary proceeding and determined that the following persons are on the Electronic Mail Notice List to receive NEF transmission at the email addresses stated below:

Service information continued on attached page

2. SERVED BY UNITED STATES MAIL: On (date) , I served the following persons and/or entities at the last known addresses in this bankruptcy case or adversary proceeding by placing a true and correct copy thereof in a sealed envelope in the United States mail, first class, postage prepaid, and addressed as follows. Listing the judge here constitutes a declaration that mailing to the judge will be completed no later than 24 hours after the document is filed.


3. SERVED BY PERSONAL DELIVERY, OVERNIGHT MAIL, FACSIMILE TRANSMISSION OR EMAIL (state method for each person or entity served): Pursuant to F.R.Civ.P. 5 and/or controlling LBR, on (date) March 23, 2017, I served the following persons and/or entities by personal delivery, overnight mail service, or (for those who consented in writing to such service method), by facsimile transmission and/or email as follows. Listing the judge here constitutes a declaration that personal delivery on, or overnight mail to, the judge will be completed no later than 24 hours after the document is filed. (Via Personal Delivery) Hon. Peter H. Carroll United States Bankruptcy Court Central District of California 1415 State Street, Suite 230 / Courtroom 201 Santa Barbara, California 93101-2511


I declare under penalty of perjury under the laws of the United States that the foregoing is true and correct.

March 23, 2017 Myra D. Gutierrez /s/ Myra D. Gutierrez Date Printed Name Signature


This form is mandatory. It has been approved for use by the United States Bankruptcy Court for the Central District of California.

June 2012 F 9013-3.1.PROOF.SERVICE

1. TO BE SERVED BY THE COURT VIA NOTICE OF ELECTRONIC FILING (NEF):

Larry W Gabriel [email protected] Corey R. Weber [email protected] David A Juhnke [email protected] David W. Meadows [email protected] Craig Millet [email protected] Christopher A. Nowlin [email protected] Daniel Denny [email protected] Douglas Fuchs [email protected] Michael H. Dore [email protected] John P Reitman [email protected] Aleksandra Zimonjic [email protected] United States Trustee (ND) [email protected] Katherine M Windler [email protected]


EXHIBIT D

EXHIBIT D Page 30

Case 9:11-ap-01147-PC Doc 117-1 Filed 03/23/17 Entered 03/23/17 16:08:09 Desc Exhibit D Page 1 of 4

Case 9:08-bk-11457-PC Doc 1-1 Filed 06/25/08 Entered 06/25/08 14:38:05 Desc Involuntary Petition Page 1 of 3

BS <Official Form 5\ 112/07\ FORM 5. INVOLUNTARY PETIT! N 0 ORlG\NAL ' ..

United States Bankruptcy Court INVOLUNTARY

Central District of California. Northern Divison PETITION IN RE (Name of Debtor - If (ndividual: Last, First, Middle) ALL OTHER NAMES used by debtor in the last 8 years

Estate Financial, Inc. (Include married, maiden, and trade names.)

J,ast four digits of Social-Security or other Individual's Tax-ID No./Complete EIN (If more than one, state all.)

95-0865392 STREET ADDRESS OF DEBTOR (No. and street, city, state, and zip code) MAILING ADDRESS OF DEBTOR (If different from street address)

806 9th Street Suite 1A Paso Robles, CA 93446

' COUNTY OF RESIDENCE OR PRINCIPAL PLACE OF BUSINESS

San Lui• Obis--LOCATION OF PRINCIPAL ASSETS OF BUSINESS DEBTOR (If different from previously listed addresses)

. CHAPTER OF BANKRUPTCY CODE UNDER WHICH PETITION IS FILED

D Chapter 7 • Chapter 11

INFORMATION REGARDING DEBTOR (Check annlicable boxes) Nature of Debts Type of Debtor Nature of Business (Check one box) (Check one box) (Fonn of Organization) D Health Care Business Petitioners believe: D Individual (Includes Joint Debtor) D Single Asset Real Estate as defined in 0 Debts are primarily consumer debts • Corporation (Includes LLC and LLP) 11U.S.C.§101(51)(B) • Debts are primarily business debts D Partnership D Railroad

D Other (If debtor is not one of the above entities, D Stockbroker check this box and state type of entity below.) D Commodity Broker

D Clearing Bank •Other

VENUE FILING FEE (Check one box)

• Debtor has been domiciled or has had a residence, principal • Full Filing Fee attached place of business, or principal assets in the District for 180

D Petitioner is a child suport creditor or its representative, and the form specified days immediately preceding the date of this petition or for a longer part of such 180 days than in any other District. in § 304(g) of the Bankruptcy Reform Act of 1994 is attached.

{If a child support creditor or its representative is a petitioner, and if the D A bankruptcy case concerning debtor's affiliate, general petitioner files the form specified in§ 304(g) of the Bankruptcy Reform Act of

partner or partnership is pending in this District 1994, no fee is required.] ' --PENDING BANKRUPTCY CASE FILED BY OR AGAINST ANY PARn c,~t"

. OR AFFILIATE OF THIS DEBTOR (Report infonnation for any additional cases on att clili<l 5heets.) l

Name of Debtor Case Number Date J)t 2 5 ')fi -, . I

'.,\J \rf·~ .~ _J

I -; Relationship District Judge ~tflll\Al .

B' ---- - --- '--\

_)

"

ALLEGATIONS . c,:9u~r USf!tl!DY (Check applicable boxes) ;•-·

-. I. • Petitioner(s) are eligible to tile this petition pursuant to 11 U.S.C. § 303(b).

~2 5 '2QnR 2. • The debtor is a person against whom an order for relief may be entered under title 11 . I

i of the United States Code.

I ' 3.a. • The debtor is generally not paying such debtor's debts as they become due, unless . ~~Cf~mi1'\iil11

such debts are the subject of a bona fide dispute as to liability or amount; >:;1- l)epu\1 Cler~

or 3.b. D Within 120 days preceding the filing of this petition, a custodian, other than a trustee,

receiver, or agent appointed or authorized to take charge of less than substantially all

N/JOB·-/Ji/5 n ,

of the property of the debtor for the purpose of enforcing a lien against such I property, was appointed or took possession.

Copyright (c) 1996-2007 - Best Case Solutions - E11anston, IL- (800) 492-8037 Best Case Bankruptcy

EXHIBIT DPage 31


Case 9:08-bk-11457-PC Doc 1-1 Filed 06/25/08 Entered 06/25/08 14:38:05 Desc Involuntary Petition Page 2 of 3'

Name of Debtor Estate Ejnancjal Inc

85 (Official Form 5) (12/07) - Page 2 Case No, ___________________ _

TRANSFER OF CLAIM D Check this box if there has been a transfer of any claim against the debtor by or to any petitioner. Attach all documents evidencing the

transfer and any statements that are required under Bankruptcy Rule 1003(a).

REQUEST FOR RELIEF Petitioner(s) request that an order for relief be entered against the debtor under the chapter of title 11, United States Code, specified in this petition. If any petitioner is a foreign representative appointed in a foreign proceeding, a certified copy of the order of the court granting recognition is attached.

Petitioner(s) declare under penalty of perjury that the foregoing is true and correct according to the best of their knowledge, infonnation, and belief.

Name & Mailing Address of Individual Signing in Representative Capacity



it le)

I 1d;/s\~n~d

Jordana Cooper, Managing Member PO Box 702 Beverly Hills, CA 90213

le)

lo(z..?\ oe> Date Signed

Jordana Cooper, Managing Member PO Box 702 Beverly Hi\\s, CA 90213

Steve Gardality 3542 Jasmine Crest Encinitas, CA 92024

Date Signed

x tn\Gi\L.l ~ Signature of Attorney

Martin J. Brill Name of Attorney Firm (lfany)

Levene, Neale, Bender, Rankin & Bri\\ LLP 10250 Constellation Blvd., Ste. 1700 Los Angeles, CA 90067 Address

Date

Telephone No._~3-1~0~-2=2=9--1~2=3~4~----------

x ~~evjl Signature of Attorney

Martin J. Brill Name of Attorney Finn (If any)


Date

Telephone No. _ _,3"1.,,0_,-2,,2,,,9c...-1,_,2,,3"4'------------

x ()\~), ~ Signature of Attorney \.

Martin J. Brill Name of Attorney Firm (If any)


Date

Telephone No. _ _,3"1.,,0_,-2,,2,,,9c;,-1,_,2,,3"'4'-----------

PETJTIONING CREDITORS

Name and Address of Petitioner Pippin, LLC Attn: Jordana Cooper PO Box 702 Bever! Hills, CA 90213

Name and Address of Petitioner San Dimas 18, LLC Attn: Jordana Cooper PO Box 702 Bever! Hills, CA 90213

Name and Address of Petitioner Steve Gardality 3542 Jasmine Crest Encinitas, CA 92024

Nature of Claim Management fees

Nature of Claim Management fees

Nature of Claim

Note: If there are more than three petitioners, attach additional sheets with the statement under penalty of perjury, each petitioner's signature under the statement and the name of attorney and petitioning creditor information in the format above.

_1 __ continuation sheets attached Copyright {c) 1996-2007 - Best Case Solutions - Evanston. IL- (800) 492-8037

Amount of Claim

305,000.00

Amount of Claim

240,000.00

Amount of Claim

6,269, 768.00

Total Amount of Petitioners' Claims

6,925,696.00

Best Case Bankruptcy

EXHIBIT DPage 32


Case 9:08-bk-11457-PC Doc 1-1 Filed 06/25/08 Entered 06/25/08 14:38:05 Desc Involuntary Petition Page 3 of 3

Name of Debtor Estate Ejnancja! Inc

BS (Official Form 5) (12/07) - Page 2 Case No. _________________ _

TRANSFER OF CLAIM 0 Check this box if there has been a transfer of any claim against the debtor by or to any petitioner. Attach all documents evidencing the

transfer and any statements that are required under Bankruptcy Rule 1003(a).

REQUEST FOR RELIEF Petitioner(s) request that an order for relief be entered against the debtor under the chapter of title 11, United States Code, specified in this petition. petitioner is a foreign representative appointed in a foreign proceeding, a certified copy of the order of the court granting recognition is attached.

If any

Petitioner(s) declare under penalty of perjury that the foregoing is true and correct according to the best of their kn~~.,i.:.1~a, information, and clief.

~-0ti/~ x ~~ WI ..,.....-..£. Signature of Attorney Date

~gnature of Petitioner or RePresentat1ve'(State title) .-Martin J. Brill

1994 Scott Revocable Trust C · "2 ::? -o g Name of Attorney Firm (If any) Name of Petitioner Date Signed

1994 Scott Revocable Trust Levene, Neale, Bender, Rankin & Brill LLP Name & Mailing The 1994 James E. Scott and 10250 Constellation Blvd., Ste. 1700 Address of Individual Kathleen A. Scott Revocable Trust Los Angeles, CA 90067 Signing in Representative 6528 Nancy Road Address Capacity Rancho Palos Verdes, CA 90275 Telephone No. 310-229-1234

~~ •• 1~ x ~~- w x Signature of Attorney Date

Signature of Petitione?or Representative (State title)

(1, . 2S. t-oo't Martin J. Brill Kathleen Scott IRA Name of Attorney Firm (If any)

Name of Petitioner t7 Date Signed Levene, Neale, Bender, Rankin & Brill LLP

Name & Mailing Kathleen Scott 10250 Constellation Blvd., Ste. 1700 Address of Individual 6528 Nancy Road Los Angeles, CA 90067 Signing in Representative Rancho Palos Verdes, CA 90275 Address Capacity Telephone No. 310-229-1234

x x Signature of Attorney Date

Signature of Petitioner or Representative (State title)

' Name of Petitioner Date Signed Name of Attorney Firm (If any)

Name & Mailing Address of Individual Signing in Representative Address Capacity Telephone No.

PETITIONING CREDITORS

Name and Address of Petitioner Nature of Claim Amount of Claim

~94 ~§~1 Revof':~e Trust Money loaned e aes cott d 26,897.00 ~~~lm.n c . ico~ evocafi?e Trust

an· "'/Ji/(cc'\jler"es CA 9027c Name and Address of Petitioner Nature of Claim Amount of Claim Kathleen Scott IRA Money loaned 6528 Nancy Road 84,031.00 Rancho Palos Verdes, CA 90275

Name and Address of Petitioner Nature of Claim Amount of Claim

Note: If there are more than three petitioners, attach additional sheets with the statement under penalty of Total Amount of perjury, each petitioner's signature under the statement and the name of attorney and petitioning Petitioners' Claims creditor information in the format above. 6,925,696.00

1 of 1 continuation sheets attached Copy~ght (c} 1996-2007 - Best Case Solutions - Evanston, IL- (800) 492-8037 Best Case Bankruptcy

EXHIBIT DPage 33


EXHIBIT E

EXHIBIT EPage 34

Case 9:11-ap-01147-PC Doc 117-2 Filed 03/23/17 Entered 03/23/17 16:08:09 Desc Exhibit E Page 1 of 32

Form B1 (Official Form 1) - (Rev. 04/07) 2007 USBC, Central District of California

UNITED STATES BANKRUPTCY COURTCENTRAL DISTRICT OF CALIFORNIA Voluntary Petition

Name of Debtor (if individual, enter Last, First, Middle): Name of Joint Debtor (Spouse) (Last, First, Middle):

All Other Names used by the Debtor in the last 8 years(include married, maiden, and trade names):

All Other Names used by the Joint Debtor in the last 8 years(include married, maiden, and trade names):

Last four digits of Soc. Sec. No./Complete EIN or other Tax I.D. No. (if more than one, state all):

Last four digits of Soc. Sec. No./Complete EIN or other Tax I.D. No. (if more than one, state all):

Street Address of Debtor (No. & Street, City, and State): Street Address of Joint Debtor (No. & Street, City, and State):

ZIP CODE ZIP CODE

County of Residence or of the Principal Place of Business: County of Residence or of the Principal Place of Business:

Mailing Address of Debtor (if different from street address): Mailing Address of Joint Debtor (if different from street address):

ZIP CODE ZIP CODE

Location of Principal Assets of Business Debtor (if different from street address above):

ZIP CODE

Type of Debtor (Form of Organization)(Check one box.)

Individual (includes Joint Debtors)See Exhibit D on page 2 of thisformCorporation (includes LLC and LLP)PartnershipOther (if debtor is not one of theabove entities, check this box andstate type of entity below)

Nature of Business(Check one box.)

Health Care BusinessSingle Asset Real Estate as defined in11 U.S.C. § 101 (51B)RailroadStockbrokerCommodity BrokerClearing Bankother

Tax-Exempt Entity(Check one box, if applicable)

Debtor is a tax-exempt organizationunder Title 26 of the United States Code(the Internal Revenue Code.)

Chapter of Bankruptcy Code Under Which the Petition is Filed (Check one box)

Chapter 7 Chapter 11 Chapter 15 Petition for Recognition Chapter 9 Chapter 12 of a Foreign Main Proceeding

Chapter 13 Chapter 15 Petition for Recognitionof a Foreign Nonmain Proceeding

Nature of Debts(Check one box.)

Debts are primarily consumer debts,defined in 11 U.S.C. § 101(8) as“incurred by an individual primarilyfor a personal, family, or house-holdpurpose.”

Debts are primarily business debts.

Filing Fee (Check one box)

Full Filing Fee attached

Filing Fee to be paid in installments (Applicable to individuals only). Must attachsigned application for the court’s consideration certifying that the debtor is unableto pay fee except in installments. Rule 1006(b). See Official Form 3A.

Filing Fee waiver requested (Applicable to chapter 7 individuals only). Must attachsigned application for the court’s consideration. See Official Form 3B.

Chapter 11 Debtors: Check one box:

Debtor is a small business debtor as defined in 11 U.S.C. § 101(51D).Debtor is not a small business debtor as defined in 11 U.S.C. § 101 (51D).

Check if:Debtor’s aggregate noncontingent liquidated debts (excluding debts owed to insidersor affiliates) are less than $2,190,000.

Check all applicable boxes:A plan is being filed with this petitionAcceptances of the plan were solicited prepetition from one or more classes ofcreditors, in accordance with 11 U.S.C. § 1126(b)

Statistical/Administrative Information

Debtor estimates that funds will be available for distribution to unsecured creditors.Debtor estimates that, after any exempt property is excluded and administrative expenses paid, there will be no fundsavailable for distribution to unsecured creditors.

THIS SPACE FORCOURT USE ONLY

Estimated Number of Creditors 1- 50- 100- 200- 1,000- 5,001- 10,001 25,001- 50,001- OVER49 99 199 999 5,000 10,000 25,000 50,000 100,000 100,000

Estimated Assets

$0 to $10,001 to $100,001 to $1,000,001 to More than$10,000 $100,000 $1 million $100 million $100 million

Estimated Liabilities

$0 to $50,001 to $100,001 to $1,000,001 to More than$50,000 $100,000 $1 million $100 million $100 million

Case 9:08-bk-11535-RR Doc 1 Filed 07/01/08 Entered 07/01/08 23:33:31 Desc Main Document Page 1 of 31

EXHIBIT EPage 35


Lewis Landau

Text Box

71-0865392

Lewis Landau

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806 9th Street, Suite 1A Paso Robles, CA

Lewis Landau

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93446

Lewis Landau

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San Luis Obispo

Lewis Landau

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x

Lewis Landau

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x

Lewis Landau

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x

Lewis Landau

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x

Lewis Landau

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x

Lewis Landau

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x

Lewis Landau

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x

Lewis Landau

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x

Lewis Landau

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x

Lewis Landau

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x

Lew

Text Box

Estate Financial Mortgage Fund, LLC

Form B1 (Official Form 1) (Rev. 04/07) 2007 USBC, Central District of California

Voluntary Petition(This page must be completed and filed in every case.)

Name of Debtor(s): FORM B1, Page 2

Prior Bankruptcy Case Filed Within Last 8 Years (If more than two, attach additional sheet)

LocationWhere Filed:

Case Number: Date Filed:

LocationWhere Filed:

Case Number: Date Filed:

Pending Bankruptcy Case Filed by any Spouse, Partner or Affiliate of this Debtor (If more than one, attach additional sheet)

Name of Debtor: Case Number: Date Filed:

District: Relationship: Judge:

Exhibit A

(To be completed if debtor is required to file periodic reports (e.g., forms10K and 10Q) with the Securities and Exchange Commission pursuantto Section 13 or 15(d) of the Securities Exchange Act of 1934 and isrequesting relief under chapter 11.)

Exhibit A is attached and made a part of this petition.

Exhibit B(To be completed if debtor is an individual whose debts

are primarily consumer debts.)

I, the attorney for the petitioner named in the foregoing petition, declare that I haveinformed the petitioner that [he or she] may proceed under chapter 7, 11, 12, or 13of title 11, United States Code, and have explained the relief available under eachsuch chapter. I further certify that I have delivered to the debtor the noticerequired by 11 U.S.C. § 342(b).

XSignature of Attorney for Debtor(s) Date

Exhibit C

Does the debtor own or have possession of any property that poses oris alleged to pose a threat of imminent and identifiable harm to publichealth or safety?

Yes, and Exhibit C is attached and made a part of this petition.

No

Exhibit D(To be completed by every individual debtor. If a joint petition is filed, each spousemust complete and attach a separate Exhibit D.)

Exhibit D completed and signed by the debtor is attached and made a part ofthis petition.

If this is a joint petition:

Exhibit D also completed and signed by the joint debtor is attached and madea part of this petition.

Information Regarding the Debtor - Venue (Check any applicable box)

Debtor has been domiciled or has had a residence, principal place of business, or principal assets in this District for 180 days immediatelypreceding the date of this petition or for a longer part of such 180 days than in any other District.

There is a bankruptcy case concerning debtor’s affiliate, general partner, or partnership pending in this District.

Debtor is a debtor in a foreign proceeding and has its principal place of business or principal assets in the United States in this District, or hasno principal place of business or assets in the United States but is a defendant in an action or proceeding [in a federal or state court] in thisDistrict, or the interests of the parties will be served in regard to the relief sought in this District.

Statement by a Debtor Who Resides as a Tenant of Residential PropertyCheck all applicable boxes.

Landlord has a judgment against the debtor for possession of debtor’s residence. (If box checked, complete the following.)

(Name of landlord that obtained judgment)

(Address of landlord)

Debtor claims that under applicable nonbankruptcy law, there are circumstances under which the debtor would be permitted to cure theentire monetary default that gave rise to the judgment for possession, after the judgment for possession was entered, and

Debtor has included in this petition the deposit with the court of any rent that would become due during the 30-day period after thefiling of the petition.


EXHIBIT EPage 36


Lewis Landau

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Lewis Landau

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x

Lewis Landau

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x

Lew

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Estate Financial, Inc.

Lew

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9:08-11457 RR

Lew

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6/25/08 (invol)

Lew

Text Box

CD Cal.

Lew

Text Box

Affiliate

Lew

Text Box

Riblet

Form B1 (Official Form 1) (Rev. 04/07) 2007 USBC, Central District of California

Voluntary Petition(This page must be completed and filed in every case)

Name of Debtor(s): FORM B1, Page 3

Signatures

Signature(s) of Debtor(s) (Individual/Joint)

I declare under penalty of perjury that the information provided in this petition is trueand correct. [If petitioner is an individual whose debts are primarily consumer debtsand has chosen to file under chapter 7] I am aware that I may proceed under chapter7, 11, 12 or 13 of title 11, United States Code, understand the relief available undereach such chapter, and choose to proceed under chapter 7. [If no attorney representsme and no bankruptcy petition preparer signs the petition] I have obtained and readthe notice required by 11 U.S.C. § 342(b).

I request relief in accordance with the chapter of title 11, United States Code, specifiedin this petition.

X ________________________________________________________Signature of Debtor

X ________________________________________________________Signature of Joint Debtor

________________________________________________________Telephone Number (If not represented by attorney)

Date

Signature of Attorney

X ______________________________________________________Signature of Attorney for Debtor(s)

______________________________________________________Printed Name of Attorney for Debtor(s)______________________________________________________Firm Name______________________________________________________Address______________________________________________________

______________________________________________________Telephone Number

Date Bar Number

Signature of Debtor (Corporation/Partnership)

I declare under penalty of perjury that the information provided in this petition is trueand correct, and that I have been authorized to file this petition on behalf of the debtor.

The debtor requests relief in accordance with the chapter of title 11, United StatesCode, specified in this petition.

X ________________________________________________________Signature of Authorized Individual

________________________________________________________Printed Name of Authorized Individual

________________________________________________________Title of Authorized Individual

Date

Signature of a Foreign Representative

I declare under penalty of perjury that the information provided in this petition is true andcorrect, that I am the foreign representative of a debtor in a foreign main proceeding, andthat I am authorized to file this petition.

(Check only one box.)

I request relief in accordance with chapter 15 of title 11, United States Code.Certified copies of the documents required by 11 U.S.C. § 1515 are attached.

Pursuant to 11 U.S.C. § 1511, I request relief in accordance with the chapter of title11 specified in this petition. A certified copy of the order granting recognition of theforeign main proceeding is attached.

X(Signature of Foreign Representative)

(Printed Name of Foreign Representative)

Date

Signature of Non-Attorney Bankruptcy Petition Preparer

I declare under penalty of perjury that: (1) I am a bankruptcy petition preparer as definedin 11 U.S.C. § 110; (2) I prepared this document for compensation and have providedthe debtor with a copy of this document and the notices and information required under11 U.S.C. §§ 110(b), 110(h), and 342(b); and, (3) if rules or guidelines have beenpromulgated pursuant to 11 U.S.C. § 110(h) setting a maximum fee for serviceschargeable by bankruptcy petition preparers, I have given the debtor notice of themaximum amount before preparing any document for filing for a debtor or accepting anyfee from the debtor, as required in that section. Official Form 19B is attached.____________________________________________________________Printed Name and title, if any, of Bankruptcy Petition Preparer

____________________________________________________________Social Security number (If the bankruptcy petition preparer is not an individual,state the Social Security number of the officer, principal, responsible person orpartner of the bankruptcy petition preparer.) (Required by 11 U.S.C. § 110.)

Address

XDate

Signature of bankruptcy petition preparer or officer, principal, responsible person, orpartner whose Social Security number is provided above.

Names and Social Security numbers of all other individuals who prepared or assisted inpreparing this document unless the bankruptcy petition preparer is not an individual.

If more than one person prepared this document, attach additional sheets conformingto the appropriate official form for each person.

A bankruptcy petition preparer’s failure to comply with the provisions of title 11 and theFederal Rules of Bankruptcy Procedure may result in fines or imprisonment or both. 11U.S.C. § 110; 18 U.S.C. § 156.


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Lewis Landau

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Lewis Landau

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Lewis R. Landau, Attorney at Law

Lewis Landau

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23564 Calabasas Road, Suite 104

Lewis Landau

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Calabasas, CA 91302

Lewis Landau

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(818)225-1948

Lewis Landau

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7/1/08

Lewis Landau

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143391

Lewis Landau

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David Gould Dissolution Manager 7/1/08

Lew

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/s/ Lewis R. Landau

Lew

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/s/ David Gould


CONSENT OF TH.E MEMBERS AND MANAGER

OF

ESTATE FINANCIAL MORTGAGE FUND, LLC A California Limited Liability Company

The undersigned, being all of the Members and the Manager of Estate Financial Mortgage Fund, LLC, a California limited liability company (the "Company"), and taking action as permitted by the Operating Agreement ("Operating Agreement") hereby consent to and approve the following resolutions:

WHEREAS, the members of the Company have determined that it is in the best interests of the Company to wind up its affairs and voluntarily dissolve and liquidate on the terms and conditions to be determined by the Dissolution Manager; and

WHEREAS, the Company currently has certain assets (the "Assets"); and

WHEREAS, all directors and officers of the Company have unanimously determined that the Assets should be managed, liquidated and distributed in accordance with the business judgment of the Dissolution Manager.

NO\'V', THEREFORE, IT IS HEREBY RESOLVED: That as approved by the Members and as provided by applicable provisions of the California Corporations Code, the management, liquidation and dissolution of the Company be effected under the Operating Agreement and applicable law. RESOLVED FURTHER, that the Company be wound up and dissolved.

RESOLVED FURTHER, that the Manager of the Company is hereby authorized and directed to distribute the Assets in accordance with the Operating Agreement and applicable law.

RESOLVED FURTHER: That the Agreement is hereby approved by the Members of the Company, the Dissolution Manager be authorized, empowered and directed to do any and all things which he may deem necessary or advisable to carry out the purposes and intention of the Operating Agreement and these resolutions.

Dated: June 29, 2008

MANAGER: MEMBERS:

ESTATE FINANCIAL, INC. a California corporation

By: Its:

Karen Guth President

ESTATE FINANCIAL, INC., as Attorney-in-Fact For the Persons listed on Schedule A hereto

By: Its: President

Page 2 of 3 received on 6/29/2008 3:49:05 PM [Eastern Daylight Time! for 2604105.

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Lew

Text Box

Minutes of Action by Manager and Statement of Unanimous Consent of


The undersigned, constituting all of the officers and directors of Estate Financial, Inc. (“Manager”) entitled to vote on the resolutions set forth below, acting in accordance with the Operating Agreement (“Operating Agreement”) of Estate Financial Mortgage Fund, LLC (“Fund”) and in accordance with California Corporations Code section 17350 et seq. and other applicable laws, hereby consent to the adoption of the following resolutions and actions, waive notice, and declare them to be in full force and effect upon acceptance by the Dissolution Manager as set forth herein.

WHEREAS, the Manager has determined that is not reasonably practicable to carry on the business of the Fund in conformity with the articles of organization or Operating Agreement in that there has been a material change in the character of the business of the Fund;

WHEREAS, it is in the best interests of the Fund that the Fund be voluntarily and

completely wound up, liquidated and dissolved, under and pursuant to the laws of the State of California, that the appropriate officers of the Fund be, and each hereby is, authorized, empowered and directed to take such steps as are necessary to dissolve and liquidate the Fund, and that a plan for its voluntary and complete liquidation and dissolution shall be designed and adopted by the Dissolution Manager as appointed herein, whereby it will promptly proceed to wind up and settle its affairs, collect its assets, convey and dispose of its properties, pay, satisfy and discharge its liabilities and obligations, and do all other acts required to liquidate its business and affairs in accordance with the Operating Agreement and California law;

WHEREAS, it may be in the best interests of the Fund to commence and consummate

dissolution proceedings in accordance with the Operating Agreement and applicable Federal and California law;

WHEREAS, the Manager has determined that it is in the best interests of Manager and

the Fund to appoint a substitute Manager in place of Manager for purposes of effectuating such dissolution and winding up the affairs of the Fund;

THEREFORE IT IS RESOLVED, that Manager hereby appoints David Gould, a

professional corporation, as substitute manager of the Fund (“Dissolution Manager”) in accordance with sections 1.15, 9.02 and 12.05(e) of the Operating Agreement. To the extent applicable, the Operating Agreement is hereby amended to effectuate such appointment of the Dissolution Manager;

RESOLVED FURTHER, that the Dissolution Manager shall have full power and authority to act as manager of the Fund and to take all actions necessary or appropriate to manage the Fund, wind up the Funds’ affairs and/or commence and consummate the dissolution thereof in any court of competent jurisdiction, including but not limited to commencing a case under Title 11 of the United States Code and/or the preparation, execution, verification and filing of the Certificate of Election to Wind Up and Dissolve (CASOS Form);

RESOLVED FURTHER, that in the event of a bankruptcy filing under Title 11, the

Dissolution Manager is authorized to execute and deliver all documents necessary to perfect the


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· filing of such voluntary bankruptcy case on behalf of the Fund, including, but not limited to, the voluntary petition and all schedules and exhibits attached thereto;

RESOLVED FURTHER, that in the event of a chapter 11 bankruptcy filing the Dissolution Manager is authorized to appear in all bankruptcy proceedings on behalf of the Fund, and to otherwise do and perform all acts and deeds and to execute and deliver all necessary documents on behalf of the Fund in connection with such bankruptcy case or otherwise;

RESOLVED FURTHER, that the Manager hereby ratifies and confirms the appointment of David Gould to the executive officer position of Dissolution Manager of the Fund, effective as of July l, 2008 pursuant to that certain Employment Agreement attached hereto at Exhibit "A;"

RESOLVED FURTHER, that such individual shall serve in such position until the termination of his employment as manager of the Fund by order of any court with appropriate jmisdiction; and

RESOLVED FURTHER, that the officers and directors of the Fund or any of them, are hereby authorized and directed to take any and all actions and to execute any and all instruments and do any and all things deemed by them to be necessary or desirable to carry out the intent and purposes of the foregoing resolutions.

This action may be executed in counterparts, by facsimile and shall be effective for all purposes upon acceptance thereof by all the officers and directors of Manager and acceptance thw::of the Dissolution Manager.

This Resolution is executed this 30th day of June 2008.

MANAGER:

ESTATE FINANCIAL, INC. a California corporation

By: Karen Guth Its: President

Accepted:

Dated: June 30, 2008 DISSOLUTION MANAGER

~~ David Gould, a professional corporation By: David Gould

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EXHIBIT A


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EMPLOYMENT AGREEMENT

DISSOLUTION MANAGER

This Agreement is entered into by and between the ESTATE FINANCIAL MORTGAGE FUND, LLC, a California limited liability corporation, hereinafter referred to as “Company”, and David Gould, a professional corporation, hereinafter referred to as “Employee.”

RECITALS

A. The Company desires to secure the professional services of a Dissolution Manager for Estate Financial Mortgage Fund, LLC.

B. The Employee, through its principal David Gould, desires to provide professional services to the Company under the terms of this Agreement.

NOW THEREFORE, in consideration of the mutual covenants and benefits expressed herein, the Company and Employee agree as follows:

1. EMPLOYMENT. The Company hereby agrees to employ Employee,and Employee hereby accepts such employment, on the terms and conditions set forth herein.

(a) Term. This Agreement will commence on the Effective Date (as defined below) and will continue until terminated pursuant to Section 5 hereof (the “Term”).

(b) Position and Duties. Employee shall be employed in the position of an executive officer with the title of Dissolution Manager. Employee shall have complete control over all operational, administrative and financial needs of the Company. The services to be rendered by the Dissolution Manager shall include all services customarily rendered by persons engaged in the same capacity or in a similar capacity in the Company’s industry and financial condition, and such other services as may be reasonably requested by the Company from time to time. Employee shall abide by the Company’s rules, regulations and operating policies, practices and procedures in effect during the Term, as the same may be modified or amended by the Company or the Court from time to time. Employee shall report to no one, but shall be responsive to the orders of the United States Bankruptcy Court for the Central District of California (the “Court”).

(c) Non-Exclusive Services. During the Term, Employee will devote his best efforts to Company and shall dedicate such time and attention to the Company’s affairs as required by the circumstances at hand, although nothing herein shall require that he utilize the Company premises. Employee will be permitted to engage in outside employment or business (whether for compensation or otherwise) without the prior written consent of the Court or any person so long as such activities do not materially interfere with his obligations to the Company under this Agreement and do not relate to


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the business of the Company or conflict with any Company positions material to its business; provided however, Employee recognizes and acknowledges that the position of Dissolution Manager may require his full time and exclusive services for a number of months. Employee shall not directly or indirectly acquire, hold or retain any material interest in any business competing, directly or indirectly, with the business of Company, except for investments in mutual and other similar funds or investments of 1% or less of the equity of a publicly traded company.

2. SALARY AND BONUS.

(a) Base Salary. The Company shall pay Employee as compensation for his services hereunder compensation commensurate with his ordinary compensation when acting as a court appointed trustee, which amount shall be paid in accordance with Court orders. Any compensation paid by the Company shall be subject to the review and adjustment by the Court.

(b) Bonus. Employee shall be eligible to request that the Court award a bonus based on his success in reaching financial milestones that are exceptional or deserving of such a bonus, in the Court’s sole discretion.

3. BENEFITS.

(a) Benefit Plans. Employee shall be eligible to participate in the employee benefit plans currently and hereafter maintained by the Company or by its prior manager of general applicability to other executive-level employees of the Company, specifically including group health coverage and other similar insurance or benefit plans or programs, to the extent that Employee satisfies the eligibility requirements under the general provisions thereof.

(b) Expenses. The Company will pay or reimburse Employee for reasonable travel and other expenses incurred by Employee in the furtherance of or in connection with the performance of Employee’s duties hereunder in accordance with the Company’s established policies and procedures with respect thereto (which policies and procedures shall include, at minimum, prompt submission of receipts and other supporting documentation reasonably requested by the Company). Notwithstanding the foregoing, Employee shall be entitled to travel business class on all business-related flights with scheduled air time exceeding ninety (90) minutes, and the Company shall pay or reimburse such expenses in accordance with this Section 3(b). All travel expenses shall be subject to review and allowance by the Court.

(c) Living Expenses. The Company will pay or reimburse Employee for reasonable living expenses incurred by Employee in Paso Robles in the furtherance of or in connection with the performance of Employee’s duties hereunder during the initial months of employment when his presence is required at the Company on a daily basis. Thereafter, the Company will pay or reimburse Employee for reasonable hotel expenses incurred by Employee in Paso Robles in the furtherance of or in connection with the performance of Employee’s duties hereunder.


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(d) Automobile. The Company will pay or reimburse Employee for reasonable automobile expenses incurred by Employee either in Paso Robles or in commuting to and from Paso Robles or any location where business of the Company must be conducted in the furtherance of or in connection with the performance of Employee’s duties hereunder.

(e) Tax Identification. Employee shall provide the Company with its tax identification number.

4. EMPLOYEE’S DUTIES.

(a) Liquidation Role. Employee’s duties hereunder shall be to dissolve the Company as set forth in the Operating Agreement (“Agreement”) that was made and effective as of January 29, 2002, by and among Estate Financial, Inc., a California corporation, and such persons as were admitted as members pursuant to the terms of such Agreement (“Members”). He shall be diligent in fiscal conservation and utilization of administrative resources and assets, and, in doing so, shall engage in or supervise all necessary administrative details, and do all other administrative things and operational functions required to liquidate the assets of the Company as promptly as is consistent with recovering the fair market value thereof, either by sale to third parties or by servicing the Company’s outstanding loans in accordance with their terms; provided, however, the Dissolution Manager shall liquidate all Company assets for the best price reasonably obtainable in order to completely wind up the Company’s affairs within five (5) years after the date of dissolution unless such time is otherwise extended by the Court.

(b) Cooperation. The Dissolution Manager shall work directly with Estate Financial, Inc., in determining prompt, efficient and protective measures for engaging in the liquidation and dissolution activities as necessary.

(c) Control Over Employees, Payroll and Financial Accounts. In accordance with all Court orders, the Dissolution Manager shall coordinate and supervise the duties of all administrative staff, employ all necessary staff and maintain all payroll, and have sole and complete control over all financial accounts, including administrative, operating, subscription, loan servicing trust accounts, construction fund control accounts and escrow accounts. Subject to any Court orders, it is the intent of the parties that the Dissolution Manager shall have complete control over all assets, financial decisions, operations and all day-to-day business decisions.

(d) Retention of Professionals. Subject to any order of the Court, the Employee shall have all necessary powers to manage and carry out the purposes, business and affairs of the Company, including but not limited to all authority set forth in the Operating Agreement and all authority to retain such advisors and professionals, execute all instruments and documents and do all other things necessary or appropriate in the judgment of the Dissolution Manager to effectuate any of the foregoing duties.


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5. TERMINATION.

(a) Termination by Employee Prior to Expiration of Term. If Employee terminates his employment with the Company prior to the expiration of the Term as set forth herein, then the Court may appoint a substitute Dissolution Manager.

(b) Termination for Cause. The Company may terminate Employee’s employment under this Agreement only upon issuance of a Court order finding Cause (as defined below). If Employee’s employment is terminated for Cause, Employee shall be entitled to receive (i) his accrued but unpaid Base Salary and accrued but unused vacation time through the date of termination, (ii) reimbursement pursuant to Section 3(b), (c) and (d) for any expenses or charges incurred through the date of termination and (iii) payment of any bonus amounts earned pursuant to Section 2(b). In the event of any such termination, Employee’s rights under the Company’s benefit plans of general application shall be determined under the provisions of those plans.

(c) Termination Without Cause. Neither the Company nor the Members may terminate Employee’s employment under this Agreement without Cause and an appropriate Court order.

(d) Definitions. For purposes of this Agreement, “cause” means (1) misappropriation of the Company’s funds or unlawful appropriation of the Company’s property, assets or other rights, or embezzlement from or with respect to the Company or any of its clients, (2) fraud or deliberate injury or attempted injury by Employee in connection with the business of the Company, including the commission of any act that causes material harm to the employees, agents or customers of the Company or that materially impairs the Company’s relationship with such employees, agents or customers, (3) conviction of Employee for or the entering of a plea of nolo contendre with respect to any felony or other crime that the Board reasonably believes has had or will have a materially detrimental effect on Employer’s reputation or business, (4) any material breach of Employee’s obligations to Company under any other agreement with the Company, or any material unauthorized disclosure of any confidential information of the Company, (5) the failure, refusal or gross neglect by Employee to substantially perform any or all of his obligations to the Company, (6) repeated behavior that is illegal, including substance abuse or habitual intoxication, and that impairs Employee’s job performance, or (7) Employee’s death or permanent and total disability (as such term is defined in Section 22(e)(3) of the Internal Revenue Code of 1986, as amended).

6. REPRESENTATION AND WARRANTIES; COVENANTS.Employee represents and warrants to Company that: (i) Employee is under no contractual or other restriction or obligation that is materially inconsistent with the execution of this Agreement, the performance of his duties hereunder or the rights of Company hereunder, including, without limitation, any development agreement, non-competition agreement or confidentiality agreement previously entered into by Employee, (ii) Employee has disclosed to the Company in writing all known conflicts of interest and potential conflicts of interest created as a result of Employee’s employment by the Company pursuant to the terms hereof, (iii) Employee is under no physical, mental


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or other disability that would substantially hinder or prevent the performance of his duties under this Agreement and (iv) Employee will comply with all applicable laws and regulations in the performance of his duties and responsibilities hereunder. In addition, Employee covenants and agrees, during the Term hereof, to at all times refrain from any self-dealing transactions and to avoid any actual or potential conflicts of interest, and to promptly apprise the Court of any fact or circumstance that could reasonably be construed to violate the foregoing provisions.

7. NON-DISCLOSURE AND CONFIDENTIAL INFORMATION. Inrecognition of the special nature of his employment under this Agreement, including his special access to confidential information, and in consideration of his employment pursuant to this Agreement, Employee agrees to the covenants and restrictions set forth in this Section 7.

(a) Confidential Information. As used in this Agreement, “Confidential Information” means all information of a business or technical nature that relates to the Company, including, without limitation, such as proprietary information, technical data, trade secrets, or know-how, including, but not limited to, research, product plans, products, services, customer lists and customers, markets, software, developments, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, plans or drafts thereof, strategies or thoughts or discussions regarding possible actions in the pending bankruptcy cases, or other business or financial information. Notwithstanding the preceding sentence, the term “Confidential Information” does not include information that is or becomes publicly available through no fault of Employee, or information that was rightfully in Employee’s possession or known by him prior to receipt from the Company.

(b) Non-Disclosure. Employee acknowledges that the Confidential Information constitutes a protectible business interest of the Company, and covenants and agrees that during his employment, whether under this Agreement or otherwise, and after the termination of such employment, he will not, directly or indirectly, disclose, furnish, make available or utilize any of the Confidential Information, other than in the proper performance of his duties for the Company.

(c) Return of Confidential Information. Employee acknowledges that all records, documents and tangible embodiments containing Confidential Information prepared by Employee or coming into his possession by virtue of his employment by the Company are and will remain the property of the Company. Upon termination of his employment with the Company, Employee shall immediately return to the Company all such items in his possession and all copies of such items excepting only his personal copies of (i) records relating to his compensation, (ii) any materials previously distributed generally to members of the Company, and (iii) this Agreement.

(d) Compliance with Court Orders. Employee and the Company acknowledge and agree that the Confidential Information shall be protected as set forth herein, excepting only (i) to the extent ordered otherwise by the Court or (ii) as required by the Bankruptcy Code.


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8. INDEMNIFICATION. The Employee shall not have any liability whatsoever to the Company or to any Member for any loss suffered by the Company or any Member which arises out of any action or inaction of the Dissolution Manager or any of its shareholders, officers, directors, employees or agents, so long as (a) the Dissolution Manager or such other person, in good faith, determined that such course of conduct was in the best interests of the Company, and (b) the Court has not entered an order making findings of fraud, bad faith or willful misconduct. The Employee and its shareholders, officers, directors, employees and agents shall be entitled to be indemnified and held harmless by the Company, at the expense of the Company, against any loss, expense, claim or liability (including reasonable attorneys’ fees, which shall be paid as incurred) resulting from the assertion of any claim or legal proceeding relating to the performance or nonperformance of any act concerning the activities of the Company, including claims or legal proceedings brought by a third party or by Members, on their own behalf or as a Company derivative suit, so long as the party to be indemnified determined in good faith that such course was in the best interests of the Company and did not constitute fraud, bad faith or willful misconduct; provided, that any such indemnity shall be paid solely from the assets of the Company. Nothing herein shall prohibit the Company from paying in whole or in part the premiums or other charge for any type of indemnity insurance in which the Dissolution Manager or other agents or employees of the Dissolution Manager or the Company are indemnified or insured against liability or loss arising out of their actual or asserted misfeasance or nonfeasance in the performance of their duties or out of any actual or asserted wrongful act against, or by, the Company including, but not limited to, judgments, fines, settlements and expenses incurred in the defense of actions, proceedings and appeals therefrom.

11. INSURANCE. At the cost of the Company, the Employee shall be entitled to obtain and effect necessary insurance for the proper protection of the Company or the Employee in any obtainable form of E&O or D&O insurance.

12. VENUE. The United States Bankruptcy Court for the Central District of California shall be the sole venue for the resolution of any disputes arising herein.

13. MISCELLANEOUS.

(a) Modification. This Agreement sets forth the entire understanding and agreement of the parties with respect to the subject matter hereof, supersedes all existing agreements, arrangements or understandings, whether oral or written, between them concerning such subject matter, and may be modified only by a written instrument duly executed by each party.

(b) Assignment. This Agreement and all rights hereunder are personal to Employee and may not be assigned by Employee, nor may any of Employee’s duties hereunder be delegated at any time. Company may assign its rights, together with its obligations hereunder, to any parent, subsidiary, affiliate or successor, or in connection with any sale, transfer or other disposition of all or substantially all of its business and assets, provided, however, that any such assignee assumes Company’s obligations


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hereunder. Subject to the foregoing, this Agreement shall inure to the benefit of, and be binding upon, the parties and their respective successors and permitted assigns.

(c) Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of California without regard to principles of conflicts of law.

(d) Survival. The covenants, agreements, representations and warranties contained in or made pursuant to Sections 6 and 7 hereof by Employee shall survive the termination of this Agreement and Employee’s employment with Company.

(e) Third Party Beneficiaries. This Agreement does not create, and shall not be construed as creating, any rights enforceable by any person or entity not a party to this Agreement, except for David Gould in his individual capacity.

(f) Waiver. The failure of either party hereto at any time to enforce performance by the other party of any provision of this Agreement shall in no way affect such party’s rights thereafter to enforce the same, nor shall the waiver by either party of any breach of any provision hereof be deemed to be a waiver by such party of any other breach of the same or any other provision hereof.

(g) Section Headings. The headings of the several sections in this Agreement are inserted solely for the convenience of the parties and are not a part of and are not intended to govern, limit or aid in the construction of any term or provision hereof.

(h) Notices. All notices and other communications required or permitted under this Agreement shall be in writing and shall be deemed effectively given (i) upon personal delivery, (ii) on the third day following deposit in the United States Post Office, by registered or certified mail with postage and fees prepaid, or (iii) on the next day following deposit with a nationally recognized courier service (such as Federal Express) for overnight delivery, addressed to the other party hereto at such party’s address hereinafter shown below such party’s signature or at such other address as such party may designate by 10 days advance written notice to the other party hereto.

(i) Severability. All sections, clauses thereof and covenants contained in this Agreement are severable, and in the event any of them shall be held to be invalid by any court, this Agreement shall be interpreted as if such invalid sections, clauses or covenants were not contained herein.

(j) Counterparts. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement.

(k) Attorneys’ Fees and Costs. In the event of litigation regarding this Agreement brought by any interested party, the prevailing party shall be entitled to reasonable attorneys’ fees and costs for all actions in defense, including at trial and on appeal.


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IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year written below, and it shall become effeetive upon execution by both parties (the Effective Date").


COMPANY:


EMPLOYEE:

ESTATE FINANCIAL MORTGAGE FUND, LLC

By: ESTATE FINANCIAL, INC., its Managing Member

By:.~~~~~~~~~~~~~ Name: Title:

Address:

Karen Guth President

806 9th Street, Suite lA Paso Robles, California 93446

DAVID GOULD, a professional corporation

Address: David Gould 23801 Calabasas Road, Suite 2032 Calabasas, California 91302

DAVID GOULD, individually

x~~ l3r~3s~1 dH Wdo2:01 0002 lo ynr

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Estate Financial Mortgage Fund, LLC,

a California limited liability company

CORPORATE RESOLUTION OF THE MANAGING MEMBER

The undersigned, being the sole Managing Member of ESTATE FINANCIAL MORTGAGE FUND, LLC, a California limited liability company (the “Company”) and holding the title Dissolution Manager (“Dissolution Manager”), hereby consents in writing to the following resolutions, pursuant to California Corporations Code section 17350 et seq., as amended:

WHEREAS, the Dissolution Manager is empowered to make all decisions affecting the business of the Company and deems it advisable and in the best interest of the Company to file a Voluntary Petition pursuant to Chapter 11 of Title 11, United States Code, for the reorganization and subsequent structured liquidation of the Company in the United States Bankruptcy Court for the Central District of California (the “Bankruptcy Court”);

WHEREAS, the Dissolution Manager is authorized under the Operating Agreement to execute any and all papers and/or documents on behalf of the Company for the purpose of effectuating the foregoing Voluntary Petition under Chapter 11, which papers and/or documents may include but not necessarily be limited to: (i) Voluntary Petition; (ii) List of Twenty Largest Unsecured Creditors; (iii) List of Creditors; (iv) Matrix Mailing List; and (v) any and all other papers and/or documents that the Dissolution Manager may deem necessary or advisable for the purpose of effectuating the foregoing Voluntary Petition and the reorganization of the Company; and

WHEREAS, the Dissolution Manager wishes to retain Lewis R. Landau (“Landau”) to be general bankruptcy and reorganization counsel for the Company.

NOW, THEREFORE, BE IT RESOLVED, that the Dissolution Manager does hereby approve of the filing of a Voluntary Petition in the Bankruptcy Court on behalf of the Company;

FURTHER RESOLVED, that Dissolution Manager is hereby authorized and directed to execute any and all papers and/or documents to effectuate the filing of a Chapter 11 case, including, but not limited to, the Voluntary Petition and the other above referenced papers and/or documents for purposes of effectuating a voluntary Chapter 11 filing and the reorganization of the Company.


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FURTHER RESOLVED, that the Dissolution Manager does hereby approve and directs that Landau be retained as the Company's general bankruptcy and restructuring counsel, each on the terms set forth in its respective engagement letter.

DATED: June 30, 2008.

DISSOLUTION MANAGER

Estate Financial Mortgage Fund, LLC., a California corporation

By: ~ David Gould, a professional corporation By: David Gould

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Form B4 (Official Form 4) - (10/05) 2005 USBC, Central District of California

UNITED STATES BANKRUPTCY COURTCENTRAL DISTRICT OF CALIFORNIA

In re

Debtor(s).

CHAPTER:

CASE NO.:

Form 4.LIST OF CREDITORS HOLDING 20 LARGEST UNSECURED CLAIMS

Following is the list of the debtor’s creditors holding the 20 largest unsecured claims. The list is prepared inaccordance with Fed. R. Bankr. P. 1007(d) for filing in this chapter 11 [or chapter 9] case. The list does not include(1) persons who come within the definition of “insider” set forth in 11 U.S.C. § 101, or (2) secured creditors unlessthe value of the collateral is such that the unsecured deficiency places the creditor among the holders of the 20largest unsecured claims. If a minor child is one of the creditors holding the 20 largest unsecured claims, indicatethat by stating “a minor child” and do not disclose the child’s name. See 11 U.S.C. § 112; Fed. R. Bankr. P.1007(m).

(1) (2) (3) (4) (5)

Name of creditor and complete mailing address including zip code

Name, telephone number and completemailing address including zip code, ofemployee, agent, or department ofcreditor familiar with claim who may becontacted

Nature of claim (trade debt,bank loan, govern-mentcontract, etc.)

Indicate if claim is contingent,unliquidated, disputed orsubject to setoff

Amount of claim [if secured alsostate value of security]

________________________________________________________________________________________

Date: ___________________________________

___________________________________ Debtor

[Declaration as in Form 2]


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Lewis Landau

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Lewis Landau

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11

Lewis Landau

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See attached list.

Lewis Landau

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7/1/08

Lew

Text Box

/s/ David Gould, Dissolution Manager

In re Estate Financial Mortgage Fund, LLC

List of 20 Largest Unsecured Creditors

Name Nature of Debt Disputed (D)/ Amount Contingent (C)/ Unliquidated (U)

Bryan Cave, LLP Legal Yes DCU $91,182

PO Box 503089

St Louis, MO 63150-3089

Farella Braun & Martel Legal Yes DCU $87,274

Russ Bldg, 235 Montgomery St.

San Francisco, CA 94104

David G. Ure Legal Yes DCU $37,643

PO Box 1930

Paso Robles, CA 93447

FCI Lender Services, Inc. Misc Foreclosure Fees Yes DCU $24,634

8180 East Kaiser Blvd.

Anaheim Hills, CA 92808-2277

Jeffrey S. Benice Legal Yes DCU $12,368

650 Town Center Drive, Ste 1300

Costa Mesa, CA 92626

Diehl & Rodewald Legal Yes DCU $8,817

1043 Pacific St.

San Luis Obispo, CA 93401

Donald D. Harmata Legal Yes DCU $6,965

2201 Q Street

Sacramento, CA 95816-6817

Doss Law, A Law Corp. Legal Yes DCU $6,192

2020 Main St., Ste 950

Irvine, CA 92614-8231

Hastings Enterprises Office rent Yes DCU $3,977

504 First St., Ste A

Paso Robles, CA 93446

McCormick Barstow LLP Legal Yes DCU $3,490

PO Box 28912

Fresno, CA 93729-8912


EXHIBIT EPage 53


Simon & Associates Legal Yes DCU $3,469

1606 Stockton St., Ste 207 San Francisco, CA 94133

S & S Rent-A-Fence Fence rental Yes DCU $2,531

PO Box 220027 Newhall, CA 91322-0027

Seid & Zucker, CPA's Accounting fees Yes DCU $2,075

935 Riverside Ave., Ste 1 Paso Robles, CA 93446

Stein & Lubin Legal Yes DCU $2,061

600 Montgomery St., 14th Floor San Francisco, CA 94111

Bandz Services Inc

Security Service Yes DCU $1,130

8491 Annandale Ave Desert Hotsprings, CA 92240

SLOCO Data Printing Yes DCU $1,021

1635 W. Grand Ave, Ste A Grover Beach, CA 93433

Crawford& Bangs, LLP Legal Yes DCU $834

1290 E. Center Court Drive Covina, CA 91724-3600

Ventura Printing Envelopes Yes DCU $833

200 North Elevar St. Oxnard, CA 93030

Chapparral Copier Maintenance Yes DCU $809

PO Box 3828 Paso Robles, CA 93447

Andrew W. Hayes Legal Yes DCU $775

1220 Marsh St. San Luis Obispo, CA 93401


EXHIBIT EPage 54


Verification of Creditor Mailing List - (Rev. 10/05) 2003 USBC, Central District of California

MASTER MAILING LISTVerification Pursuant to Local Bankruptcy Rule 1007-2(d)

Name

Address

Telephone

G Attorney for Debtor(s)G Debtor in Pro Per

UNITED STATES BANKRUPTCY COURTCENTRAL DISTRICT OF CALIFORNIA

List all names including trade names used by Debtor(s) within last8 years):

Case No.:

Chapter:

VERIFICATION OF CREDITOR MAILING LIST

The above named debtor(s), or debtor’s attorney if applicable, do hereby certify under penalty of perjury that the attachedMaster Mailing List of creditors, consisting of sheet(s) is complete, correct, and consistent with the debtor’s schedulespursuant to Local Rule 1007-2(d) and I/we assume all responsibility for errors and omissions.

Date:Debtor

Attorney (if applicable) Joint Debtor


EXHIBIT EPage 55


Lewis Landau

Text Box

Lewis R. Landau, Attorney at Law

Lewis Landau

Text Box

23564 Calabasas Road, Suite 104, Calabasas, CA 91302

Lewis Landau

Text Box

(818)225-1948

Lewis Landau

Text Box

x

Lewis Landau

Text Box


Lewis Landau

Text Box

11

Lewis Landau

Text Box

7/1/08

Lew

Text Box

/s/ David Gould, Dissolution Manager

Lew

Text Box

/s/ Lewis R. Landau

Lew

Typewritten Text

9

Estate Financial Mortgage Fund, LLC David Gould, Dissolution Manager 23801 Calabasas Road, Suite 2032 Calabasas, CA 91302

Lewis R. Landau 23564 Calabasas Road Suite 104 Calabasas, CA 91302

United States Trustee 21051 Warner Center Lane, Suite 115 Woodland Hills, CA 91367


EXHIBIT EPage 56


Karen Guth 806 9th Street, Suite 1A Paso Robles, CA 93446

Joshua Yaguda 806 9th Street, Suite 1A Paso Robles, CA 93446

Leonard M. Shulman 26632 Towne Centre Drive Suite 300 Foothill Ranch, CA 92610

Katherine M. Windler Bryan Cave, LLP 120 Broadway, Suite 300 Santa Monica, CA 90401-2386

William Beall Beall & Burkhardt 1114 State St # 200 Santa Barbara, CA, 93101

M. Freddie Reiss F T I Consulting 633 West 5th Street Suite 1600 Los Angeles, CA 90071


EXHIBIT EPage 57


Internal Revenue Service P.O. Box 21126 Philadelphia, PA 19114

California Employment Development Department Bankruptcy Group MIC 92E PO Box 826880 Sacramento, CA 94280-0001

Franchise Tax Board Attention: Bankruptcy PO Box 2952 Sacramento, CA 95812-2952

California State Board of Equalization Special Procedures Section, MIC 55 PO Box 942879 Sacramento, CA 94279-0055

Securities Exchange Commission 5670 Wilshire Boulevard, 11th Floor Los Angeles, CA 90036

Civil Process Clerk United States Attorney’s Office Federal Building, Room 7516 300 North Los Angeles Street Los Angeles, CA 90012

Attorney General United States Department of Justice Ben Franklin Station P. O. Box 683 Washington, DC 20044


EXHIBIT EPage 58


Mary Ann Smith Senior Corporations Counsel Dept of Corporations 1515 K Street, Suite 200 Sacramento, CA 95814

Mary F. Clarke John Van Driel Department of Real Estate PO Box 187007 Sacramento, CA 95818

Office of the Attorney General 1300 "I" Street P.O. Box 944255 Sacramento, CA 94244-2550

Martin J. Brill Levene, Neale, Bender, Rankin & Brill 10250 Constellation Blvd., Suite 1700 Los Angeles, CA 90067

Roger B. Frederickson Sinsheimer Juhnke Lebens & McIvor LLP 1010 Peach Street PO Box 31 San Luis Obispo, CA 93406

Hanno Powell Powell & Pool 7522 N Colonial Ave Ste 100 Fresno, CA, 93711-5706


EXHIBIT EPage 59


Andrew W. Hayes 1220 Marsh St. San Luis Obispo, CA 93401

Atascadero Mutual Water Co PO Box 6075 Atascadero, CA 93423-6075

Auto Club PO Box 25002 Santa Ana, CA 92799-5002

Bandz Services Inc 8491 Annandale Ave Desert Hotsprings, CA 92240

Bank of America PO Box 30610 Los Angeles, CA 90030-0610

Bryan Cave, LLP PO Box 503089 St Louis, MO 63150-3089

Came Security Alarms 2950 Main St. Morro Bay, CA 93442

Chapparral PO Box 3828 Paso Robles, CA 93447

CIG PO Box 2093 Monterey, CA 93942


EXHIBIT EPage 60


City of El Paso de Robles 821 Pine St, Ste A Paso Robles, CA 93446

Crawford& Bangs, LLP 1290 E. Center Court Drive Covina, CA 91724-3600

Creekside Estates HOA PO Box 7833 Tahoe City, CA 96145-7833

David C. Peterson 1835 Atascadero Rd. Morro Bay, CA 93442

David G. Ure PO Box 1930 Paso Robles, CA 93447

Diehl & Rodewald 1043 Pacific St. San Luis Obispo, CA 93401

Donald D. Harmata 2201 Q Street Sacramento, CA 95816-6817

Doss Law, A Law Corp. 2020 Main St., Ste 950 Irvine, CA 92614-8231

Farella Braun & Martel Russ Bldg, 235 Montgomery St. San Francisco, CA 94104


EXHIBIT EPage 61


FCI Lender Services, Inc. 8180 East Kaiser Blvd. Anaheim Hills, CA 92808-2277

Federal Express PO Box 7221 Pasadena, CA 91109-7321

First Insurance Funding Corp PO Box 66468 Chicago, IL 60666-0468

Golden State Overnight PO Box 2508 Alameda, CA 94501

Hastings Enterprises 504 First St., Ste A Paso Robles, CA 93446

J. Terrence O'Farrell PO Box 13059 San Luis Obispo, CA 93406

Jeffrey S. Benice 650 Town Center Drive, Ste 1300 Costa Mesa, CA 92626

Kimball, Tirey & St. John 1202 Kettner Blvd, Fifth Floor San Diego, CA 92101-3353

McCormick Barstow LLP PO Box 28912 Fresno, CA 93729-8912


EXHIBIT EPage 62


Norcast Communications 1998 Santa Barbara St., Ste 100 San Luis Obispo, CA 93401

Norcast Technology 1998 Santa Barbara St., Ste 100 San Luis Obispo, CA 93401

Oceanside Landscape Service 157 Santa Fe Shell Beach, CA 93449

Pacific Locksmiths.com 332 Morro Bay Blvd. Morro Bay, Ca 93442

Paso Robles Chamber of Commerce 1225 Park St. Paso Robles, CA 93446-2234

S & S Rent-A-Fence PO Box 220027 Newhall, CA 91322-0027

Seid & Zucker, CPA's 935 Riverside Ave., Ste 1 Paso Robles, CA 93446

Shell Oil Processing Center PO Box 183018 Columbus, OH 43218-3018

Simon & Associates 1606 Stockton St., Ste 207 San Francisco, CA 94133


EXHIBIT EPage 63


SLOCO Data 1635 W. Grand Ave, Ste A Grover Beach, CA 93433

Stein & Lubin 600 Montgomery St., 14th Floor San Francisco, CA 94111

The Gas Company PO Box C Monterey Park, CA 91756

Ventura Printing 200 North Elevar St. Oxnard, CA 93030

Verizon Wireless PO Box 9622 Mission Hills, CA 91346-9622


EXHIBIT EPage 64


Case 9:08-bk-11535-RR Doc 1 Filed 07/01/08 Entered 07/01/08 23:33:31 Desc Main Document Page 31 of 31Attorney or Party Name, A<idreu. Te1$pl'w:ine & FAX Numbers, and California State Sar Number FOR COURT USE ONLY

Lewis R. Landau, Attorney at Law (SEIN 143391) 23564 Calabasas Road, Suite 104 Calabasas, CA 91302 Voice: (818)225-1948; Fax: (818) 804-3672

l!!l Attorney for: Debtor in Poi;session

UNITED STATES BANKRUPTCY COURT CENTRAL DISTRICT OF CALIFORNIA

In re: Estate Financial Mortgage Fund, LLC CASE NO.:

CHAPTER: 11

Debtor(s). Af:N. NO.:

ELECTRONIC FILING DECLARATION {CORPORATION/PARTNERSHIP)

Ill! Petition, statement of affairs, schedules or lists D Amendments to Iha petition, statement of affairs, schedules or lists Ill! Other: Mail List Verification

Date Filed: ..:.7"'/1""/0::.:8'-------Date Filed: Date Flied: "'1.,.,11""Jo=s-----

PART I ·DECLARATION OF AUTHORIZED SIGNATORY OF DEBTOR OR OTHER PARTY

I, the undersigned, hereby declare under penalty of perjury that ( 1 ) I have been authorized by the Debto~ or other party on Whose behalf the above-referenced document is being filed (Filing Party) to sign and to file, on behalf of the FRlng Parfy, the above-referenced document being filed electronically (Filed Document); (2) I have read and underirtand the Filed Ooclll'rnlnt (3)the Information provided in the Flied Document is true, correct and complete; (4) the "/s/," followed by my name, on the signature lines litir the Filing Party in the Filed Document serves as my signature on behalf of the Rling Party and denotes the making of such declarations requests statements, verifications and certifications by me and by the Filing Party to the same extent and effect as my actual signatUre on such signature lines; ( 5) I have actually signed a true and correct hard copy of the Filed Document in such places ori behalf of the Filing Party and provided the executed hard copy of the Filed Document to the Fl~ng Party's attorney; and {6) I, on behalf of the Fiiing Party, have authorized the Flling Party's attorney to file the electronic version of the Filed Document and this Declarat/$7 with the United States Bankruptcy Court for the Cantrel District of Galifomia. '

Signature of Al.lthorized Signatory at Fifing Party

David Gould Printed Name of Authorized Signatory of Filing Party

Dissolution Manager Title of Authorized Signatory of Fff/ng Party

7/1/08 Date

PART II ·DECLARATION OF ATTORNEY FOR FILING PARTY

I, the undersigned Attorney for the Filing Party, hereby declare under penalty of perjury111at (1) the "ls/," foUowed by my name, on the signature lines for the Attorney for the Filing Party In the Flied Document serves as my signature ~,rid denotes the making o1 such declarations, requests, S'tatements, verifications and cerlilicatlons to the same extent and effect as rT!Y actual signature on such signature lioes; (2) an authorized signatory of the Filing Party signed the Declarafion of Authotfzed Signatdry of Debtor or Other Party before I electronically submitted the Filed Document for filing with the United Slates Bankruptcy Court for the Central District o1 California; (3) I have actually signed a true and correct hard copy of the Flied Document in the locations that are indicated by "/s/," followed by my name, and have obtained 111e signature of the authorized signatory of the Filing Party in the:locations that Bfe indicated by "Isl," followed by the name of the Filing Party's authorized signatory, on the true and correct hard cop)1 of the Filed Document; (4) l shall maintain the executed originals of this Declaration, the Declaration of Authorized Slgnato!y of Debtor or other Party, and the Filed Document for a pefiod of 1lve years after the closing of the case in which they are filed; and (5) I shall !)lake the executed originals of this Declaration, the Declaration of Authorized Signsf:Of'I of DebtDr or Other Party, and the Filed Document available for review upon request of the Court or other parties. '

Is/ Lewis R. Landau Signature of Attorney for Filing Party

Lewis R. Landau Printed Name of Attorney for Filing Party

711/08 Date

Ttiis form is mandatory by Order of the United States Bankruptcy Court for the Central District of California.

November 2006

Xl:J.:J l3r1:13Sl:Jl dH

EXHIBIT EPage 65


EXHIBIT F

EXHIBIT FPage 66

Case 9:11-ap-01147-PC Doc 117-3 Filed 03/23/17 Entered 03/23/17 16:08:09 Desc Exhibit F Page 1 of 7

Entered on Docket January 07, 2014

Case 09-32824-rcj Doc 2384 Entered 01/07/14 15:18:01 Page 1 of 6

EXHIBIT FPage 67



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finds that good cause exists for granting the Motion. All capitalized terms not defined in this Order

shall have the same meaning as defined in the Agreed Order Regarding Settlement and Related

Relief that was entered on September 6, 2012 in the AR Bankruptcy Case [AR Estate Dkt. No. 1915]

("Asset Resolution Agreed Order"), including the Claims Recovery Trust Agreement attached

thereto. The Court now rules and finds as follows:

I. On May 25, 2010, the Court entered the Sanctions Order in the AR Bankruptcy Case

imposing joint and several sanctions against Bryan Cave, Katherine Windler ("Windler"), and other

parties and further ordered the disgorgement of a prepetition retainer received by Bryan Cave [AR

Estate Dkt. No. 884] ("Sanctions Order").

2. On September 6, 2012, this Court entered the Asset Resolution Agreed Order, which

set forth the terms of, and approved an omnibus settlement between, the AR Estate and parties

defined in the Asset Resolution Agreed Order as the "B&B DL Settling Clients," the "Sitar

Parties," and "Additional Parties." In the Asset Resolution Agreed Order, the Court also approved

the formation of The Claims Recovery Trust pursuant to the "Claims Recovery Trust Agreement."

The Claims Recovery Trust Agreement was attached to the Asset Resolution Agreed Order and

made a part thereof.

3. As provided in the Asset Resolution Agreed Order, the "B&B DL Settling Clients"

also include the No-Contact Clients who ultimately accept the terms of the settlement approved in

the Asset Resolution Agreed Order and, therefore, become B&B DL Settling Clients.

4. Paragraphs 26 through 31, 133, 142, 174, and 178 of the Asset Resolution Agreed

Order identified the B&B DL Settling Clients who transferred and assigned to The Claims Recovery

Trust all Causes of Action defined as all actual and potential claims and causes of action the B&B

DL Settling Clients may have and may have had against Bryan Cave and Windler, known and

unknown, asserted and unasserted, whether accrued or unaccrued, whether now existing or hereafter

arising.

PAGE2 OF 6

EXHIBIT FPage 68



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5. Paragraphs 133, 142, 174, and 178 of the Asset Resolution Agreed Order also

confirmed the validity of the transfers and assignments by the AR Estate and the Silar Parties to The

Claims Recovery Trust of all Causes of Action against Bryan Cave and Windler (except for the

Sanctions Carve-Out retained by the Silar Parties).

6. Among the Causes of Action assigned to The Claims Recovery Trust were: (a) the

claims asserted by the AR Estate through its Trustee in the above-captioned adversary proceeding;

(b) all claims for fraudulent transfers, fraudulent conveyances, preference claims, and any other

claims arising under the Bankruptcy Code; and ( c) the sanctions and other relief granted in the

Sanctions Order.

7. Paragraph 155 of the Asset Resolution Agreed Order and section 3.6 of The Claims

Recovery Trust Agreement appointed and further vested The Claims Recovery Trust with the power

to pursue and settle Causes of Action assigned to The Claims Recovery Trust by the B&B DL

Settling Clients, the AR Estate, the Additional Parties, and/or the Silar Parties, even if a "Disabling

Condition" arose which prevented or might prevent a transfer of legal title of such Causes of Action

to The Claims Recovery Trust (such as, for example only, possible prohibitions against assignment

of a malpractice or other claim under applicable law).

8. Paragraph 161 of the Asset Resolution Agreed Order contained a "carve-out"

providing that the Silar Parties shall retain its Causes of Action against Bryan Cave and Windler

"with respect to the matters which gave rise to the Sanctions Order ... " (the "Sanctions Carve

Out"). Paragraph 161 of the Asset Resolution Agreed Order also provided that "Silar shall have the

continuing right to require the B&B DL Settling Clients to provide releases of all Causes of Action

(including without limitation the Sanctions Order) against ... Bryan Cave and Windler . . . m

exchange for receiving a mutual release of Causes of Action from such person(s) or entity(ies)."

9. The Asset Resolution Agreed Order and The Claims Recovery Trust Agreement also

provided that the Court shall retain jurisdiction to implement the terms of the Asset Resolution

PAGE30F6

EXHIBIT FPage 69



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Agreed Order and to grant such relief as may be necessary and appropriate to effect the purposes and

intent of the Asset Resolution Agreed Order and The Claims Recovery Trust Agreement. [AR Estate

Dkt. No. 1915 at p. 68, § 184 I & at p. 113, §3.8.]

10. The Motion arises out of a settlement between The Claims Recovery Trust and the

Silar Parties, on the one hand, and Bryan Cave and Windler, on the other hand. That settlement fully

and finally resolves all claims and Causes of Action between them (the "Bryan Cave Settlement"),

including (a) all claims asserted by the Trustee on behalf of the AR Estate in the above-captioned

adversary proceeding, all of which were assigned to The Claims Recovery Trust, (b) all claims and

Causes of Action held by the Silar Parties, the B&B DL Settling Clients and the Additional Parties,

including all claims that were assigned by them to The Claims Recovery Trust, (c) all other claims

and Causes of Action against Bryan Cave and Windler that were assigned to The Claims Recovery

Trust, ( d) all claims, rights to payment and Causes of Action arising from the Sanctions Order

entered by the Court on May 25, 20 I 0, against Bryan Cave and Windler, among others, in the AR

Bankruptcy Case (other than the Sanctions Carve-Out), and ( e) all claims for unpaid fees of Bryan

Cave against the AR Estate.

11. As a term of settlement of the Bryan Cave Settlement, The Claims Recovery Trust

(with the consent of the Silar Parties), the AR Estate and Bryan Cave agreed to file a joint motion

requesting that the Court enter an order: (a) affirming the power and authority of The Claims

Recovery Trust to enter into the Bryan Cave Settlement and to release all claims and Causes of

Action against Bryan Cave and Windler which were assigned to The Claims Recovery Trust; (b)

vacating the Sanctions Order and all related factual findings ab initio, thereby also terminating any

rights under the Sanctions Carve-Out; and (c) dismissing the above captioned adversary proceeding

with prejudice.

12. The Court finds that proper and sufficient notice of the Motion has been given and

that good cause exists to grant the relief requested by the Parties in the Motion.

PAGE40F6

EXHIBIT FPage 70



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IT IS THEREFORE HEREBY ORDERED THAT the Court hereby reaffirms and again finds

and holds, based on the Asset Resolution Agreed Order, and with the exception of the Sanctions

Carve-Out, (a) that all Causes of Action of each of The Claims Recovery Trust and the Silar Parties

against Bryan Cave and/or Windler were validly assigned to or otherwise succeeded to and have

vested in The Claims Recovery Trust, and (b) that The Claims Recovery Trust has the exclusive

authority to settle and release the CRT Claims and Causes of Action. Therefore, the Bryan Cave

Settlement and the releases given by The Claims Recovery Trust bind the AR Estate, the B&B DL

Settling Clients, the Additional Parties (if any) who are beneficiaries of the Claims Recovery Trust

and who are entitled to receive a Distribution from the Claims Recovery Trust as a result of the

Bryan Cave Settlement, and the Silar Parties, and all of them therefore are barred from asserting any

Causes of Action which are the subject of the releases in the Bryan Cave Settlement.

IT IS FURTHER ORDERED THAT: (a) the Sanctions Order shall be vacated and all

sanctions and all findings relating thereto against Bryan Cave and/or Windler shall be automatically

vacated nune pro tune as of May 25, 2010; (b) the motion for sanctions filed against Bryan Cave and

Windler (AR. Bk. Doc. 392) shall be deemed denied nune pro tune as to Bryan Cave and Windler;

and ( c) Supersedas Bond Numbers 0001505 and 0001506 (the "Bonds") issued by Argonaut

Insurance Company ("Argonaut") in connection with the Sanctions Order are exonerated and may be

cancelled, and all liability of Argonaut relating to the Bonds is released. Nothing in this Order

allows Windler or Bryan Cave to obtain a return of any monies which they have already paid or

delivered pursuant to the Sanctions Order. A copy of this Order shall be entered in the AR

Bankruptcy Case and shall have the effect of vacating the Sanctions Order as provided in this Order.

II

II

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II

PAGE50F6

EXHIBIT FPage 71


IT IS SO ORDERED this 6th day of January, 2014.


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IT IS FURTHER ORDERED THAT the above-captioned adversary proceeding is dismissed

with prejudice with all parties to bear their own costs and attorney's fees.

ones ~ES DISTRICT JUDGE

7 AGREED AS TO FORM AND SUBSTANCE:

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By: Isl Francis B._ lvf aiorie Francis B. Majorie PC Attorney For The Claims Recovery Trust

Isl Kevin S. Rosen By: ~~~~~~~~~~~ Kevin S. Rosen Attorney For Bryan Cave, LLP

PAGE 6 OF 6

EXHIBIT FPage 72


EXHIBIT K

EXHIBIT KPage 136

Case 9:11-ap-01147-PC Doc 117-4 Filed 03/23/17 Entered 03/23/17 16:08:09 Desc Exhibit K Page 1 of 7

CONFORM

HowardJ. Weg{State BarNo. 91057)Louis R Kempinksy (State Bar No. 90068)

2 Jennifer J. Waldiier (State Bar No. 185951)PEITZMAN, WEG & KEMPINSKY LLP

3 1801 Avenue ofthe Stars, Suite 1225Los Angeles, CA90067

4 Telephone: (310) 552-3100Telecopier: (310) 552-3101

07/22/2004 **FILED** 15:37SV02-20579AG

DEBTOR:INTERNATIONAL PHILANTHROPIC HO

JUDGE: HON~ A. Greenwald - 460TRUSTEE:CHAPTER: 01 AD04-Q1308

CLERK, U~S. BANKRUPTCY COURTCENTRAL DISTRICT OF CALIF. ill: 613RECEIPT NO: SV-D07366 $ 150.00

5Attorneys for David K. Gottlieb, chapter 7 trustee

6 for the estate ofIntemational Philanthropic Hospital Foundationfdba Granada Hills Community Hospital

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UNITED ·STATES BANKRUPTCY COURT

CENTRAL DISTRICT OF CALIFORNIA

SAN FERNANDO VALLEY DIVISION

IIIn re Case No.: SV 02-20579-AG

12INTERNATIONAL PHILANTHROPIC

13 HOSPITAL FOUNDATIONfdba Granada HillsCommunity Hospital,

Chapter 7

Adversary No.:14

15

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Debtor

DAVID K. GOTTLIEB, in his capacity as chapter17 7 trustee for the estate of International

Philanthropic Hospital Foundationfdba Granada18 Hills Community Hospital,

COMPLAINT FOR:

(1) PROFESSIONAL NEGLIGENCEIATTORNEY MALPRACTICE

(2) BREACH OF FIDUCIARY DUTY

[DEMAND FOR JURy TRIAL]Plaintiff,

v.19

20COUDERT BROTHERS LLP, a limited liability

21 partnership, and DOES 1-10, inclusive,

22- Defendants. t

23

24

25 David K. Gottlieb ("Plaintiff' or "Trustee"), Chapter 7 Trustee for the bankruptcy estate of

.26 International Philanthropic Hospital Foundationfdba Granada Hills Community Hospital ("Debtor"

27 or «Hospital"), alleges as 'follows:

28 /1

EXHIBIT KPage 137


UNITED STATES BANKRUPTCY COURT Central District Of California

Debtor(s) NameFor Court Use Only

FILED

July 11, 2008

CLERK U.S. BANKRUPTCY COURTCENTRAL DISTRICT OF CALIFORNIA

BY JM1 DEPUTY CLERK

Plaintiff

David K Gottlieb

Defendant

Does 1−10, Inclusive

Chapter: 7

Case Number: 1:02−bk−20579−GM

Adversary Number: 1:04−ap−01308−MT

ORDER CLOSINGADVERSARY PROCEEDING

The complaint filed in the above case has been disposed of and is no longer pending due to either the dismissal of themain case or the entry of a judgment in the Adversary Proceeding. Since it appears that no further matters arerequired that this adversary proceeding remain open, it is ordered that the adversary proceeding is closed.

Dated: 7/11/08 By Order of the United States Bankruptcy Court

Jon D. CerettoClerk of Court

28/ JM1

Case 1:04-ap-01308-MT Doc 28 Filed 07/11/08 Entered 07/11/08 13:47:01 Desc closad Page 1 of 1

EXHIBIT KPage 138


U.S. Bankruptcy Court Central District Of California (San Fernando Valley)

Adversary Proceeding #: 1:04-ap-01308-MT

CLOSED

Assigned to: Maureen Tighe Lead BK Case: 02-20579 Lead BK Title: International Philanthropic Hospital Fou and David K Gottlieb Lead BK Chapter: 7 Demand: $5000

Date Filed: 07/22/04 Date Terminated: 07/11/08

Nature[s] of Suit: 454 Recover Money/Property

Plaintiff ----------------------- David K Gottlieb Unknown

represented by Louis E Kempinsky 10100 Santa Monica Blvd Ste 1450 Los Angeles, CA 90067 310-552-3100

V. Defendant ----------------------- Does 1-10, Inclusive Unknown Llp Coudert Brothers Unknown

represented by Manuel A Martinez 600 Montgomery St 14th Flr San Francisco, CA 94111 415-981-0550 LEAD ATTORNEY

Filing Date # Docket Text

07/22/2004 1

Complaint re: SV 02-20579-AG; for: 1 professional negligence/attorney malpractice 2 breach of fiduciary duty [demand for jury trial] Receipt No. SV-007366 $150.00 hearing on 09/23/2004 at 1:30 p.m. at Courtroom 302, 21041 Burbank Blvd, Woodland Hills, CA[Res cheduled] [JM1] (Entered: 07/23/2004)

07/23/2004 2

Summons and notice of status conference issued on 7-23-2004; answer due 8-23-2004; status report due 9-9-04; status conference hearing on 09/23/2004 at 1:30 p.m. at Courtroom 302, 21041 Burbank Blvd, Woodland Hills, CA RE: Item# 1 [JM1] (Entered: 07/23/2004)

07/29/2004 3 Summons service executed [PH] (Entered: 07/29/2004)

07/29/2004 4Notice of required compliance with Local Bankrutpcy Rule 7026-1 - with proof of service [JM1] (Entered: 07/29/2004)

Page 1 of 4CM/ECF - U.S. Bankruptcy Court (v3.3.3 - LIVE)

05/19/2011https://ecf.cacb.uscourts.gov/cgi-bin/DktRpt.pl?245816414957888-L_908_0-1EXHIBIT K

Page 139


08/20/2004 5Proof of service filed by David Gottlieb, Chapter 7 Trustee; with proof of service RE: Item# 3 [PH] (Entered: 08/20/2004)

09/10/2004 6Answer filed by Coudert Brothers LLP; COUNTERCLAIM; Demand for jury trial; with proof of service [PH] (Entered: 09/10/2004)

09/13/2004 7

ORDER to extend time [by stipulation] of Coudert Brothers LLP to answer complaint - GRANTED - with notice of entry of judgment or order and certificate of mailing [KO] (Entered: 09/13/2004)

09/13/2004 8

Application of non-resident attorney to appear in a specific case per Local Bankruptcy rule filed by Defendant Coudert Brothers LLP with proof of service. Malani Sternstein, Esq to appear [PH] (Entered: 09/13/2004)

09/17/2004 9

Application of non-resident attorney to appear in a specific case per Local Bankruptcy rule COUDERT BROTHERS LLP, 1114 Avenue of the Americas, New York, NY 10036-7703 - Due to clerical error docketed on the main case on 9-10-2004 [02-20579-AG doc #618] [Disposed] [JM1] (Entered: 09/17/2004)

09/17/2004 10

ORDER on application of non-resident attorney to appear in a specific case per Local Bankruptcy rule granted - due to clerical error docketed on the main case on 9-14-2004 [SV 02-20579-AG doc #619 ] RE: Item# 9 [JM1] (Entered: 09/17/2004)

10/04/2004 11Reply to Coudert Brothers LLP's counterclaim, filed by plaintiff with proof of service RE: Item# 6 [JCI] (Entered: 10/04/2004)

10/07/2004 12 Status report [JOINT] [JCI] (Entered: 10/07/2004)

11/04/2004 13

Status conference date continued [BY STIPULATION] with Notice of entry of judgment or order and certificate of mailing postponed to 12/09/2004 at 2:00 p.m. at Courtroom 302, 21041 Burbank Blvd, Woodland Hills, CA RE: Item# 1[Rescheduled] [PH] (Entered: 11/04/2004)

11/22/2004 14Status report [Amended JOINT] filed by David Gottlieb, Chapter 7 Trustee; with proof of service RE: Item# 12 [PH] (Entered: 11/22/2004)

12/03/2004 15

Application of non-resident attorney to appear in a specific case per Local Bankruptcy rule filed by Defendant Coudert Brothers with proof of service [Applicant is Richard A De Palma] [Disposed] [PH] (Entered: 12/03/2004)

12/06/2004 16

ORDER on application of non-resident attorney to appear in a specific case per Local Bankruptcy rule granted - RICHARD A. DE PALMA RE: Item# 15 [JM1] (Entered: 12/06/2004)

04/21/2005 17

Status conference date continued with Notice of entry of judgment or order and certificate of mailing. Hearing to be held in Crtrm 302 postponed to 05/12/2005 at 2:00 p.m. at Location not available - see case file RE: Item# 13[Rescheduled] [PH] (Entered: 04/21/2005)

ORDER to reassign case In accordance with the Administrative Order 05-04 dated 05/26/2005, this case is hereby reassigned to Judge Maureen A. Tighe.



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06/01/2005 18 [SYS] (Entered: 06/01/2005)

07/11/2005 19Notice of changed date & time from 7-28-05 at 2 p.. to 8-18-05 at 2 p.m. - with certificate of mailing by clerk RE: Item# 1 [JM1] (Entered: 07/11/2005)

07/19/2005 20

Notice of changed date and time re Status conference from 7-28-05 at 2:00 p.m. to 8-18-05 at 2:00 p.m.; filed by Plaintiff David Gottlieb with proof of service RE: Item# 19 [PH] (Entered: 07/19/2005)

07/19/2005 21

Notice of Change of Firm Address of Peitzman, Weg & Kempinsky LLP; Attorneys for David K. Gottlieb; with proof of service [EHI] (Entered: 07/19/2005)

08/08/2005 22

Application and ORDER rescheduling hearing - GRANTED [By Stipulation]; with Notice of entry of judgment or order and certificate of mailing postponed to 10/06/2005 at 2:00 p.m. at Courtroom 303, 21041 Burbank Blvd, Woodland Hills, CA RE: Item# 17 [PH] (Entered: 08/08/2005)

10/11/2005 23 Notice of continued status conference - TO DECEMBER 8, 2005 AT 2:00 P.M. - (Cetulio, Julie) (Entered: 10/11/2005)

10/27/2005 Status conference held on 10-6-05 - CONTINUED TO 12-8-05 AT 2:00 P.M. - (Cetulio, Julie) (Entered: 10/27/2005)

12/01/2005 24

Substitution of attorney White & Case replaced by Manuel A Martinez as attorney for Creditor with Proof of Service Filed by Defendant Llp Coudert Brothers . (Holbert, Ellen) (Entered: 12/05/2005)

12/07/2005 25 Request for special notice Filed by Interested Party Katherine M Windler . (Toomer, Rosalyn) (Entered: 12/08/2005)

12/09/2005 Hearing Held on 12-8-05 status conference re complaint continued to 2-16-2006 at 2 p.m. (Williams, Jewell) (Entered: 12/09/2005)

12/09/2005 Hearing Held on 12-8-05 status conference re counterclaim and demand for jury trial continued to 2-16-2006 at 2 p.m. (Williams, Jewell) (Entered: 12/09/2005)

01/03/2006 26

Notice of Coudert Brothers LLP's motion to withdraw reference and to consolidate the proceedings, Filed by Defendant Llp Coudert Brothers; proof of service (Cetulio, Julie) (Entered: 01/04/2006)

02/13/2006 27

Notice Filed by Plaintiff David K Gottlieb of employment of Shiva Delrahim, law clerk to the Honorable Geraldine Mund, by Peitzman, Weg & Kempinsky LLP; with proof of service. (Ogier, Kathy) (Entered: 02/15/2006)

02/16/2006 Status conference Held 2-16-06 - OFF CALENDAR - (Cetulio, Julie) (Entered: 02/16/2006)

07/11/2008 28 Adversary Case 1-04-ap-01308 Closed (Williams, Jewell) (Entered: 07/11/2008)



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