INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al.

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

Tentative Ruling

NOTICE: Consistent with Local Rule 1.06(B), any party requesting oral argument on any matter on this calendar must comply with the following procedure: To request limited oral argument, on any matter on this calendar, you must call the Law and Motion Oral Argument Request Line at (916) 874-2615 by 4:00 p.m. the court day before the hearing and advise opposing counsel. At the time of requesting oral argument, the requesting party shall leave a voice mail message: a) identifying themselves as the party requesting oral argument; b) indicating the specific matter/motion for which they are requesting oral argument; and c) confirming that it has notified the opposing party of its intention to appear and that opposing party may appear via Zoom using the Zoom link and Meeting ID indicated below.

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TENTATIVE RULING: Defendant Bae, Kim & Lee, LLC’s (“BKL”) motion to quash service of summons for lack of personal jurisdiction was previously set for hearing on 2/25/2025 but was continued to this date pursuant to the parties’ stipulation. The Court now rules as follows.

Plaintiff’s counsel failed to comply with CRC Rule 3.1110(b)(3)-(4).

Factual Background

This action arises from plaintiff Indong Advanced Materials, Inc.’s (“IAM”) failed attempt

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

to secure lithium mining rights in Bolivia back in May 2022. Plaintiff IAM is a corporation created under the laws of the Republic of Korea, where its principal place of business is also located. (Compl., ¶3.) The complaint names a number of defendants including Green Energy Global, Inc. (“GEGI”), an Arizona corporation which previously claimed to hold lithium mining rights in Bolivia and whose CEO resides in Los Angeles County. (Id., at ¶¶4, 6.) Defendant GEC Explorations, Inc. (GEC”) is a Delaware corporation which held itself out as having experience and arrangements in dealing with lithium rights in Bolivia. (Id., at ¶5.) Defendant BKL is a law firm operating in Seoul, Korea which employed a Korean attorney who assisted plaintiff IAM in its attempt to obtain Bolivian mining rights from defendant GEG. (Id., at ¶¶10, 12.)

In June 2022, plaintiff IAM and defendant GEGI executed a Memorandum of Understanding and then in July 2022, a series of meetings occurred in Los Angeles which ultimately resulted in a Mining License Agreement (“MLA”) between and among plaintiff IAM, defendant GEGI and defendant GEC. (Compl., ¶¶22-24.) Plaintiff IAM now alleges that defendant GEGI does not actually possess any lithium mining rights in Bolivia and its complaint now purports to assert causes of action for breach of contract, fraud, unjust enrichment, professional negligence and declaratory.

Moving Papers. Defendant BKL moves to quash plaintiff’s service of summons on the ground that the former is not subject to personal jurisdiction in this state. More specifically, defendant BKL maintains that it is “a South Korean law firm with no physical presence or permanent employees working in California or the United States” and although BKL represented plaintiff IAM in the negotiations with defendant GEGI and had an attorney in Los Angeles for the signing of the MLA in July 2022, this is insufficient to establish that defendant BKL is subject to either general or specific personal jurisdiction in California.

The moving papers are supported by a declaration by defendant BKL’s Chief Financial Officer who essentially avers that BKL has no regular, continuous or systematic presence in California and that the attorney assisting plaintiff IAM in the underlying negotiations is a Korean national who was in Los Angeles for only a few days to finalize the MLA.

Opposition. Plaintiff IAM concedes that the sole claim alleged against defendant BKL is for professional negligence and that BKL is not subject to general personal jurisdiction in this state but insists specific jurisdiction exists because “BKL purposefully availed itself of the benefits of representing a client in California concerning a California transaction under California law.” (Opp., p.11:17-21.) In particular, the opposition contends “purposeful availment” exists because “BKL provided legal services to plaintiff with respect to the negotiation and execution of contracts in California, which

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

contracts were to be construed under and enforced under California law, which involved sending [BKL’s attorney] Kang to Los Angeles with plaintiff to provide those services,” so “BKL should expect to be subject to the jurisdiction of California courts when it commits professional malpractice in its delivery of those legal services.” (Id., at p.11:22- p.12:2.) Plaintiff IAM adds that defendant BKL’s motion “ignores the fact that it chose to provide those legal services and could[] just as easily declined the engagement based upon the fact that [the attorney] was not licensed to practice in California, and had no offices or presence in California.” (Id., at p.12:6-10.)

In brief, the opposition asserts that (1) “the lawyer personal jurisdiction cases” support the exercise of personal jurisdiction in this case; (2) the controversy is related to or arises out of defendant BKL’s “contacts” with California; and (3) the assertion of personal jurisdiction here comports with “fair play and substantial justice.” (Opp., pp.12-18.)

Reply. Defendant BKL argues that plaintiff IAM failed to meet its burden of producing facts sufficient to support the exercise of specific personal jurisdiction because (1) the opposition admits the attorney’s three-day visit to California was clearly transitory and fails to establish the requisite purposeful availment; (2) the contracts’ choice of law provisions specifying California law is not only distinguishable from choice of forum/venue provisions but also insufficient as a matter of law to show minimum contacts; (3) “the lawyer personal jurisdiction cases” on which the opposition relies are factually distinguishable and confirm there is no personal jurisdiction here; and (4) the fact that defendant GEGI’s principals are residents of California is irrelevant since BKL was not representing GEGI.

Request for Judicial Notice

Plaintiff IAM’s request for judicial notice of the “Arizona Corporation Commission’s” 2022 and 2023 “Annual Report & Certificate of Disclosure” pertaining to defendant GEGI is granted but only for those limited purposes appropriate for judicial notice. (See, Evid. Code §451, subd. (a); §452, sub. (b)-(d); see also, Johnson & Johnson v. Superior Court (2011) 192 Cal.App.4th 757, 768 [court may take judicial notice of the existence of court documents but not to the truth of the statements contained therein]; Kilroy v. State of California (2004) 119 Cal.App.4th 140, 145-148; Sosinsky v. Grant (1992) 6 Cal.App.4th 1548, 1569-70.)

Objections to Evidence

Neither side (timely) filed any written objections to evidence.

Discussion

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

Burden of Proof. At the outset, it is the party seeking to establish personal jurisdiction over defendant BKL who bears the burden of proving by a preponderance of the evidence that BKL has the requisite “minimum contacts” with California. (School Dist. Of Okaloosa County v. Superior Court (1997) 58 Cal.App.4th 1126, 1131; Snowney v. Harrah’s Entertainment, Inc. (2005) 35 Cal.4th 1054, 1062.) To meet this burden, plaintiff IAM must provide competent, admissible evidence of jurisdictional facts which permit the trial court to form an independent conclusion on the issue of personal jurisdiction over defendant BKL. (CenterPoint Energy, Inc. v. Superior Court (2007) 157 Cal.App.4th 1101, 1118.)

Requirements for “Specific Jurisdiction.” Given that the opposition concedes defendant BKL is not subject to general jurisdiction in this state, the Court need focus solely on the question of whether plaintiff has satisfied its burden of producing admissible evidence sufficient to establish by a preponderance of the evidence that defendant BKL is amenable to specific jurisdiction in this case. In its 2005 opinion for Snowney, supra, the California Supreme Court stated in pertinent part:

Under the minimum contacts test, “[p]ersonal jurisdiction may be either general or specific.” (Vons, supra, 14 Cal.4th at p. 445.) Because plaintiff does not claim general jurisdiction, we only consider whether specific jurisdiction exists here. [¶] “When determining whether specific jurisdiction exists, courts consider the relationship among the defendant, the forum, and the litigation.” (Helicopteros Nacionales de Colombia v. Hall (1984) 466 U.S. 408, 414, quoting Shaffer v. Heitner (1977) 433 U.S. 186, 204.)

A court may exercise specific jurisdiction over a nonresident defendant only if: (1) the defendant has purposefully availed himself or herself of forum benefits [cite]; (2) the “controversy is related to or ‘arises out of’ [the] defendant’s contacts with the forum [cite]; and (3) the assertion of personal jurisdiction would comport with ‘fair play and substantial justice [cites].) (Pavlovich, supra, 29 Cal.4th at p. 269.) (Snowney, at 1062.)

This “minimum contacts” test has been the subject of numerous appellate decisions but as noted above, the opposition primarily contends that “the lawyer personal jurisdiction cases” support the exercise of personal jurisdiction in this case. (Opp., p.12:25-p.16:3.) Accordingly, the Court will begin with consideration of these authorities.

Brown v. Watson. Plaintiff IAM first cites Brown v. Watson (1989) 207 Cal.App.3d 1306 as supporting the existence of specific jurisdiction over defendant BKL. In Brown, the plaintiffs were California residents who retained California attorneys to sue for

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

personal injuries and wrongful death arising from a motor vehicle accident occurring in Texas. Although the California attorneys associated with attorneys from Texas, they lawsuit filed in Texas was ultimately dismissed and the California plaintiffs then filed in California a malpractice action against both the California and Texas attorneys. The Texas defendants succeeded on their motion to quash based on the lack of personal jurisdiction but the Court of Appeal reversed.

Although it was undisputed that the Texas attorneys never entered California, the Second District concluded there were sufficient minimum contacts with California since the Texas attorneys had ongoing contacts and communications with both the plaintiffs and the California attorneys from 1982 through the end of 1986; they were ultimately retained by California residents, through their California attorneys; material and information needed for their prosecution of the action in Texas was located in in California but provided to them in Texas; and their fee paid through a fee-splitting arrangement with the California attorneys. (Brown, at 1314.)

This was enough to demonstrate the Texas attorneys had purposefully availed themselves of the privilege of conducting activities in California by their decision to represent California residents and their subsequent conduct. (Id.) Coupled with their omissions causing direct harm to California residents, the Court of Appeal held that the Texas attorneys had “substantial contacts with California” to make California’s assumption of personal jurisdiction over them constitutionally permissible. (Id., at 1314-1315.)

Plaintiff IAM’s reliance on Brown v. Watson is misplaced since defendant BKL did not represent any client from California, nor did BKL otherwise “associate with” any California attorney. Instead, the complaint itself alleges that plaintiff IAM is a corporation created under the laws of the Republic of Korea, where its principal place of business is also located (Compl., ¶3) and as such, Brown does not support this Court’s assertion of specific personal jurisdiction over defendant BKL.

Simons v. Steverson. The opposition also cites Simons v. Steverson (2001) 88 Cal.App.4th 693 as support for denial of the present motion to quash by defendant BKL. In Simons, the Second District Court of Appeal again reversed the trial court’s order quashing service of summons based on lack of personal jurisdiction, holding that “California may properly exercise personal jurisdiction over an out-of-state law firm which employed an attorney licensed to practice law in California who performed legal services governed by California law for California residents seeking recourse before California courts.” (Simons, at 696.)

The two plaintiffs, consisting of a California resident and a California LLC, retained an attorney who was a resident of New York and an associate of a law firm based in New York but who was licensed to practice law only in California and was in fact practicing law in California. (Id.) The California plaintiffs sued for breach of contract, actual and constructive fraud, and professional negligence

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

and the New York attorney defendants prevailed on their motion to quash based on lack of personal jurisdiction. (Id., at 696, 698-699.)

The Court of Appeal reversed, finding “the undisputed jurisdictional facts establish ample contacts, not merely ‘minimum contacts,’ to warrant specific jurisdiction over defendants arising from their practice of law in California.” (Id., at 711.) The evidence showed the individual attorney was licensed to practice law in California but not New York, was an associate of a New York law firm, and on behalf of that firm agreed to provide and did provide legal services under California law to California residents plaintiffs despite never travelling to California for this purpose. (Id., at 712.)

Indeed, the Court of Appeal framed the “crucial inquiry” quite narrowly: Whether defendant Steverson, “as a California licensed lawyer, performed legal services for California residents.” (Id., at 713 (underline added for emphasis).) Still, the Second District panel added that the New York law firm’s decision to employ an attorney licensed to practice law only in California “concerning contracts to be governed by California law and involving other California residents” clearly evinced the firm’s intent to obtain benefits and exercise privileges which are peculiarly specific to California and there was no circumstance which would render California’s exercise of personal jurisdiction over the New York defendants unreasonable. (Id., at 713-714.)

Especially in light of Simons’ “critical inquiry” (i.e., whether the defendant, “as a California licensed lawyer, performed legal services for California residents”), plaintiff IAM’s reliance on Simons is similarly unavailing insofar as (1) plaintiff IAM is not a California corporation nor is it alleged to have any principal place of business in California and (2) there is no indication that defendant BKL and/or the specific attorney involved in the contract negotiations in 2022 was ever licensed to practice law in California.

Plaintiff IAM’s assertion that “the fact the plaintiff [sic] in Simons was a California resident is not dispositive” (Opp., p.14:22 (underline added for emphasis)) ignores the “crucial” language used by the Second District Court of Appeal and must therefore be rejected here. In short, Simons v. Steverson is easily distinguishable from the case at bar and does not support a finding of specific personal jurisdiction over defendant BKL.

Edmonds v. Superior Court. This Fourth District Court of Appeal opinion was actually advanced in the moving papers but the opposition insists Edmonds v. Superior Court (Ronson) (1994) 24 Cal.App.4th 221 is “easily distinguished” and does not support defendant BKL’s request for relief. (Opp., p.13:1.) In Edmonds, the California plaintiffs sued an attorney and law firm from Hawaii in a California state court and after denial of the Hawaiian defendants’ motion to quash, the Fourth District granted the latter a writ of mandate based on their lack of “minimum contacts” with California. (Edmonds, at 224- 225.)

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

The plaintiffs, former partners in dissolved partnership, sued the Hawaiian attorney and law firm for professional negligence, fraud, breach of fiduciary duty, conspiracy, etc. in connection with the latter’s representation in connection with litigation which occurred in Hawaii. (Id., at 224.) The Hawaiian defendants’ motion to quash was premised on their being Hawaii attorneys not admitted to practice in California and representing the former partnership before the state courts of Hawaii concerning rights to real estate located in the State of Hawaii, such that sufficient minimum contacts did not exist between the defendants and the State of California and even if their conduct caused an effect within California, there was no “purposeful availment” of the benefits and protections of California law such that the assertion of California jurisdiction would be reasonable. (Id.)

The trial court disagreed, finding that the defendants had caused an effect in California and it would not be “unduly inconvenient” for the defendants to defend the action in California but the Court of Appeal disagreed with both of these findings. (Id., at 224-225.)

After discussing the nature of the test “devised for the overall jurisdiction determination” and some of the precedent demonstrating its application, the Second District concluded that “our inquiry must focus on whether [the defendant] has in some manner purposefully availed himself of the benefits and protections of California law, or sought economic benefit here” and where the defendant’s activities in the forum are not pervasive enough to establish general jurisdiction, the assertion of specific (or “limited”) jurisdiction “depends upon the quality and nature of [the defendant’s] activity in the forum in relation to the particular cause of action.” (Id., at 229-231.) “Absent some form of purposeful availment, the fact a defendant’s conduct in the forum state has some relationship to the causes of action asserted in the lawsuit, cannot, in and of itself, render jurisdiction reasonable” and moreover, even where other parties involved in the litigation have considerable contacts with California, these other parties’ contacts with California “cannot be imputed to the nonresident defendant for the purpose of assuming personal jurisdiction over him.” (Id., at 231 [citing Sibley v.

Superior Court (1976) 16 Cal.3d 442, 447-448].) Thus, the Court of Appeal considered whether the defendants “intended to conduct business or in any other way gain directly or indirectly from dealings in this state” but ultimately determined, based on the evidence, that the defendants had not. (Id., at 232-233.)

Despite the plaintiffs’ attempts to characterize the evidence as showing purposeful availment of the benefits and protections of California law, the evidence showed the defendant attorney understood his role was limited to the litigation in Hawaii and understood plaintiffs’ other attorneys in California were handling other legal matters relating to the underlying business, especially since he was not licensed to practice in California. (Id., at 233-234.) The Court of Appeal emphasized the fact that the

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

defendant attorney was only licensed to practice in Hawaii and came to California only to represent his client during a deposition which was taken in connection with the Hawaii action and held that this did not constitute purposeful availment even though the attorney also made phone calls and wrote letters to and from this state and ultimately accepted payment from a California client. (Id., at 234-235.) The Second District panel further explained why the Brown v. Watson decision discussed above is distinguishable insofar as the Texas attorneys in Brown not only caused an effect in California to a California resident but also purposefully conducted business in California, whereas the Hawaii attorneys’ role was confined to matters in Hawaii with only a de minimis role in California. (Id., at 235.) More specifically, the Court of Appeal stated:

[I]n this case, by traveling to California to represent his client in deposition, and by carrying out representation of a California client in Hawaii litigation, [defendant] Edmunds was essentially promoting the economic well-being of his Hawaii law partnership, along with the Hawaii interests of the partnership and its constituents, based on their interest in Hawaii real property. Any promotion of their California financial interests was incidental. Everything [defendant] Edmunds did was done in his capacity as a Hawaii attorney, and he thus lacks the necessary close relationship to the State of California in these matters to justify the assertion of personal jurisdiction over him.

Substantial public policy concerns support our conclusion. Allowing an exercise of California jurisdiction over an out-of-state attorney who represents California clients in an out-of-state action, and who has had the limited degree of contact with California as has Edmunds, would effectively be to penalize out-of-state attorneys by subjecting them to suit here on a highly attenuated theory. [Citation.] Out-of-state attorneys would likely be discouraged from representing California residents in actions in the attorney's home state if malpractice and other actions could readily be pursued in California, based largely on the client's residence here. (Ibid.)

In all, [plaintiff] Ronson has simply failed to “present facts demonstrating that the conduct of defendants related to the pleaded causes is such as to constitute constitutionally cognizable ‘minimum contacts.’ [Citation.]” Accordingly, this court need not engage in the further aspect of the jurisdictional test [of] “balancing the inconvenience of defending the action in this state against the interests of the plaintiff in suing locally and of the state in assuming jurisdiction. [Citations.]” (Id., at 236-237.)

While plaintiff IAM may be correct in asserting that the facts of Edmonds are distinguishable from those of the present case, Edmonds is far more analogous to the case at bar than either of the other two cases on which the opposition relies insofar as

SUPERIOR COURT OF CALIFORNIA COUNTY OF SACRAMENTO

23CV005172: INDONG ADVANCED MATERIALS, INC vs GREEN ENERGY GLOBAL, INC, AN ARIZONA CORPORATION, et al. 07/01/2025 Hearing on Motion to Quash for Lack of Jurisdiction in Department 53

defendant BKL’s attorney, like the defendant attorney in Edmonds, was not licensed to practice law in California and only travelled from Korea to California for a limited time to assist its Korean client in the finalization of the MLA in July 2022. Notably, unlike Edmonds, neither plaintiff IAM nor its principal appears to be residents of California, thereby minimizing any purported nexus with this state. In short, there is a complete absence of evidence showing that defendant BKL ever purposefully availed itself of the privilege of conducting activities in California or otherwise benefitting from California, nor could any of its alleged negligence in connection with the negotiation of the MLA be deemed to have resulted in a harmful effect within this state given that plaintiff IAM neither is formed under California law nor has any principal office here.

The fact that the MLA specifies that it is to be governed by California law is likewise irrelevant as plaintiff IAM itself chose not to proceed with an attorney licensed to practice in California and -presumably familiar with the California law which would govern the agreement. (See, e.g., Burger King Corp. v. Rudzewicz (1985) 471 U.S. 462, 481-482 [choice-oflaw provision, standing alone, insufficient to confer personal jurisdiction].)

Consequently, this Court is on the present evidentiary record unable to conclude that defendant BKL purposefully availed itself of the benefits of the State of California and this alone precludes the assertion of specific personal jurisdiction over defendant BKL. But even if this threshold showing had been made, this Court remains unpersuaded that California’s assertion of personal jurisdiction over defendant BKL, a Korean business entity with no physical presence in California, would satisfy the final prong requiring the assertion to personal jurisdiction to comport with traditional notions of fair play and substantial justice particularly when both plaintiff IAM and defendant BKL were created under the laws of the Republic of Korea and where both have their principal place of business.

Disposition

For the reasons explained above, this motion to quash plaintiff IAM’s service of summons on defendant BKL based on California’s lack of personal jurisdiction is GRANTED.

Pursuant to CRC Rule 3.1312, moving counsel to prepare a judgment of dismissal of defendant BKL only.

This minute order is effective immediately. No formal order or other notice is required. (Code Civ. Proc. §1019.5; CRC Rule 3.1312.)