Motion for award of attorney fees
12. Girn vs. Barney 2021-01221442 Before the court is the motion of defendants Carl Barney, Eric Juhlin, Rony L. Miller and Lenny Esmond (collectively, Defendants) an award of attorney fees incurred in defense and on successful appeal. As more fully set forth below, the motion is GRANTED.
By this motion, Defendants seeks an award of attorney fees against plaintiffs Ramandeep Girn, Rececca Girn, Guy Barnett, and Kristin Biniek (collectively, Plaintiffs) as the prevailing parties on Plaintiffs’ appeal from the underlying judgment in this case and Plaintiff’s motion to vacate the judgment. Defendants seek a total of $100,267, i.e., $91,313 for successfully defending against the appeal and $8,954 for this motion.
This is the third fee motion Defendants have brought in this case. After succeeding on their motion for judgment on the pleadings and obtaining a ruling dismissing the case with prejudice, Defendant moved for an award of prevailing party, contractual attorney fees pursuant to the Shareholder Agreement they argued underlay Plaintiffs’ claims against Defendant. On April 21, 2023, Judge Larsh granted that motion, finding Defendants were entitled to recover their attorney fees under the Shareholder Agreement and awarding them $82,110.75 in attorney fees.
On January 31, 2025, Judge Larsh granted Defendants’ second attorney fee motion, and awarded Defendants $9,325.25 in contractual attorney fees under the Shareholder Agreement as the prevailing parties on Plaintiffs’ motion to vacate the judgment.
Plaintiffs appealed from the judgment that was entered after the motion for judgment on the pleadings was granted without leave to amend and the order denying their motion to vacate. After briefing and oral argument, the Court of Appeal dismissed the appeal, finding the appeal from the judgment was not timely and the order on the motion to vacate was not appealable. It is the fees incurred on this appeal that Defendants seek on this motion.
Plaintiffs’ opposition focuses on Defendants’ entitlement to the fees without asserting any challenge to the amount of fees sought. The court, however, is not persuaded by Defendants’ arguments and again finds Plaintiffs are entitled to recover their attorney fees.
Initially, the court notes Plaintiffs argue, among other things, this court and Defendants are bound by the prior rulings finding Defendants are entitled to their attorney fees under the Shareholder Agreement based on the law of the case doctrine. The law of the case doctrine, however, does not apply to the prior rulings finding Defendants are entitled to recover their attorney fees.
“‘“The doctrine of ‘law of the case’ deals with the effect of the first appellate decision on the subsequent retrial or appeal: The decision of an appellate court, stating a rule of law necessary to the decision of the case, conclusively establishes that rule and makes it determinative of the rights of the same parties in any subsequent retrial or appeal in the same case.” [Citation.]’ [Citation.] ‘Generally, the doctrine of law of the case does not extend to points of law which might have been but were not presented and determined in the prior appeal. [Citation.] As an exception to the general rule, the doctrine is . . . held applicable to questions not expressly decided but implicitly decided because they were essential to the decision on the prior appeal.’ [Citation.]” (
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The doctrine applies only to opinions rendered by the supreme court or a court of appeal. No comparable effect is given to trial court rulings. (Lennane v. Franchise Tax Bd. (1996) 51 Cal.App.4th 1180, 1186.) Again, the doctrine normally applies only to points that were expressly decided in the appellate court’s opinion. (Olson v. Cory (1983) 35 Cal.3d 390, 399; see Building Industry Ass’n v. City of Oceanside (1994) 27 Cal.App.4th 744, 761-762.)
Here, the law of the case doctrine does not apply because the Court of Appeal did not decide anything (either expressly or implicitly) regarding attorney fees. Plaintiffs did not appeal from either of the previous attorney fees rulings and the Court of Appeal did not address the entitlement to attorney fees in any way, nor was any ruling regarding attorney fees necessary or essential to the Court of Appeal’s decision. The Court of Appeal dismissed the appeal as untimely as to the judgment and as taken from a nonappealable order as to the motion to vacate ruling.
Nonetheless, Plaintiffs are not permitted to relitigate Defendants entitlement to recover their attorney fees under the Shareholder Agreement based on principles of res judicata. “‘Issue preclusion, . . . historically called collateral estoppel, describes the bar on relitigating issues that were argued and decided in the first suit.’” (Rodriguez v. Lawrence Equipment, Inc. (2024) 106 Cal.App.5th 645, 655 (Rodriguez).)
“Issue preclusion ‘prevents “relitigation of previously decided issues,” rather than causes of action as a whole. [Citation.] It applies only “(1) after final adjudication (2) of an identical issue (3) actually litigated and necessarily decided in the first suit and (4) asserted against one who was a party in the first suit or one in privity with that party.” [Citation.]’ [Citation.] The ‘“fact that different forms of relief are sought in the two lawsuits is irrelevant.”’ [Citation] ‘“‘When an issue is properly raised, by the pleadings or otherwise, and is submitted for determination, and is determined, the issue is actually litigated,’”’ and ‘[w]hether an issue was “‘necessarily decided . . .’ has been interpreted to mean that the issue was not ‘“entirely unnecessary”’ to the judgment in the prior proceeding.”’ [Citation.]” (Rodriguez, supra, 106 Cal.App.5th at p. 655.)
Here, the parties have twice litigated whether Defendants are the prevailing parties in this action entitled to recover their attorney fees under the Shareholder Agreement. On each occasion, Judge Larsh found in favor of Defendants and awarded them their attorney fees. Defendants’ entitlement to their fees under the Shareholder Agreement was actually and necessarily litigated; indeed, Judge Larsh could not have awarded the fees he did without deciding that issue. Plaintiffs did not appeal from either of those rulings and they are now final because the time for an appeal has long ago expired. Finally, all the same parties are involved on this motion as on the prior motions.
Accordingly, the doctrine of issue preclusion prevents Plaintiffs from relitigating Defendants’ entitlement to prevailing party attorney fees under the Shareholder Agreement. As Defendants point out, the entitlement to attorney fees at the trial court level, necessarily includes the right to recover attorney fees incurred in successfully defending the trial court judgment or order on appeal. The court nonetheless notes it agrees with Judge Larsh’s earlier rulings on the entitlement issue.
Plaintiffs insist this case does not involve any claims on the contract. Plaintiffs, however, fail to acknowledge “‘California courts liberally construe the term “‘“on a contract”’” as used within section 1717. [Citation.] As long as the action “involve[s]” a contract it is “on [the] contract” within the meaning of [s]ection 1717. [Citations.]’ [Citation.]” (Blickman Turkus, LP v. MF Downtown Sunnyvale, LLC (2008) 162 Cal.App.4th 858, 894.)
Moreover, “if the attorney fee clause is properly worded, fees may be recoverable in a tort action pursuant to CCP § 1021. [Thompson v. Miller (2003) 112 CA4th 327, 336, 4 CR3d 905, 913—contractual language ‘any dispute under the [agreements]’ broad enough to encompass tort action for fraud; see ¶ 17:945 ff.; and see San Francisco CDC LLC v. Webcor Const. L.P. (2021) 62 CA5th 266, 285-287, 276 CR3d 552, 567-569—award of fees permitted for noncontractual statutory disgorgement claim under contractual provision allowing fees in an action brought “because of contract,” since “an action may be brought ‘because of’ a breach of contract without being an action for breach of contract and without being an action merely arising out of the contractual relationship” (emphasis in original) (CCP § 1021 not cited in opn.)]” (Wegner, et al., Cal.
Prac. Guide: Civ, Trials & Evid. (The Rutter Group 2025) at ¶ 17:905.)
The attorney fee provision in the Shareholder Agreement broadly authorizes prevailing party attorney fees as follows: “In the event of any litigation concerning this Agreement among the parties to this Agreement or the parties to this Agreement and the estate of any deceased Shareholder or the spouse or former spouse of a Shareholder, the prevailing party shall be entitled, in addition to any other relief that may be granted, to reasonable attorneys’ fees.” This action and the appeal certainly can be characterized as litigation “concerning” the Shareholder Agreement.
Having decided Defendants are entitled to recover their attorney fees, the court must determine the amount of fees to award. The fee setting inquiry ordinarily begins with the lodestar analysis. (PLCM Group v. Drexler (2000) 22 Cal.4th 1084, 1095-96; Ketchum v. Moses (2001) 24 Ca1.4th 1122, 1132.) The party seeking fees has the burden of showing the fees incurred were allowable, reasonably necessary to the conduct of the litigation, and reasonable in amount. (Levy v. Toyota Motor Sales, U.S.A., Inc. (1992) 4 Ca1.App.4th 807, 816.)
Here, Defendants have provided detailed time records and an explanation as to the rates charged and the services rendered. (ROA 252, Carp Decl., ¶¶ 2-7, and Ex. A; ROA 251, Dreger Decl., ¶¶ 1-44, and Ex. A.) The hourly rates charged appear reasonable in context, and the services rendered appear to have been reasonably necessary to the conduct of the litigation, and reasonable in amount. As stated above, Plaintiffs’ opposition does not challenge the hourly rates, the work performed, or the total amount requested. The Motion demonstrates Defendants reasonably incurred fees to continue to defend the action through appeal, and to present this motion, in the total amount of $100,267. Based on the foregoing, the motion is GRANTED in full.
Defendants’ unopposed Request for Judicial Notice (ROA 248) is GRANTED under Evidence Code section 452, subdivision (d). Counsel for Defendants is ordered to give notice of this ruling.
13. Giannini vs. Monsanto Company 2025-01453136 Before the court is the “Parties Joint Motion to Designate Case as Complex” filed by plaintiffs Stephen Giannini and Debra Giannini (collectively, Plaintiffs) and defendants Monsanto Company, Denault’s Hardware-Hone Centers, Inc, Bayer CropScience, LLC, Bayer CropScience LP, and Bayer AG (collectively, Defendants). As more fully set forth below, the motion is DENIED.
The designation of a case as complex is governed by California Rules of Court, rule 3.400, et seq. Rule 3.400(a) provides, a “‘complex case’ is an action that requires exceptional judicial management to avoid placing unnecessary burdens on the court or the litigants and to expedite the case, keep costs reasonable, and promote effective decision making by the court, the parties, and counsel.”
Rule 3.400(b) establishes a nonexclusive list of factors the court must consider in determining whether a case is complex. The factors include “whether the action is likely to involve: [¶] (1) Numerous pretrial motions raising difficult or novel legal issues that will be time-consuming to resolve; [¶] (2) Management of a large number of witnesses or a substantial amount of documentary evidence; [¶] (3) Management of a large number of separately represented parties; [¶] (4) Coordination with related actions pending in one or more courts in other counties, states, or countries, or in a federal court; or [¶] (5) Substantial postjudgment judicial supervision.”
The factors stated in rule 3.400(b) are not an exhaustive list of the factors a court must consider, nor must all the identified factors be present to deem a case complex. Rather, the court must consider the totality of the circumstances presented in the particular case and what is needed to manage and potentially try the case. The factors identified in rule 3.400(b) are simply illustrations of the type of considerations the court must evaluate and perhaps even just one of those factors could justify a complex case designation in an appropriate case. (See Ford Motor Warranty Cases (2017) 11 Cal.App.5th 626, 641, First State Ins. Co. v. Superior Court (2000) 79 Cal.App.4th 324, 332.)