Harang Co. vs. Vestand Inc.

Here, Plaintiffs have sufficiently pled these vicarious liable theories, that if proven, could hold each of the defendants responsible for each other’s actions under the Rutherford standard.

For this reason, the demurrer to the fifth and sixth causes of action is OVERRULED.

First Cause of Action for Breach of Contract, Second Cause of Action for Breach of Express Warranty, Third Cause of Action for Breach of Implied Warranty, and Fourth Cause of Action for Strict Liability

Moving Defendant argues that because there was no enforceable agreement between Plaintiffs and Bumble 110, each of these causes of action fail. As the court explains above, Plaintiffs have sufficiently alleged mere/conduit, single business enterprise, successor, and/or alter ego theories to hold Bumble 110 liable for agreements and liabilities of Bumble 106. For this reason, the demurrer to the first through fourth causes of action are OVERRULED.

Moving Defendant to give notice. 9 Alayarian Company, Defendant/Cross-Complainant, VMA HARBOR PLACE HOLDING a California COMPANY, LLC’s (“Defendant”) motion to Corporation vs. compel Plaintiff Alayarian Company dba Cinderella Cakes’ (ROA 66) and VMA Harbor Place Plaintiff Sam Alayarian’s (ROA 67) responses to Requests for Production of Holding Company, LLC Documents, Sets One is GRANTED. (Code of Civ. Proc. § 2031.300, subds. (a)-(c).)

Accordingly, Plaintiff Alayarian Company dba Cinderella Cakes and Plaintiff Sam Alayarian are ORDERED to provide verified, objection-free responses to Defendant’s Requests for Production of Documents, Sets One, that were served on December 5, 2025 within 20 days’ notice of this ruling.

The Court GRANTS Defendant’s request for sanctions, in a reduced amount. Plaintiff Alayarian Company dba Cinderella Cakes and Plaintiff Sam Alayarian are each ordered to pay sanctions to Defendant in the amount of $860.00. (See Code Civ. Proc., § 2031.300, subd. (c); See also Code Civ. Proc., § 2023.030, subd. (a) and § 2023.010, subd. (d).) Sanctions to be paid within 30 days’ notice of this ruling.

Defendant to give notice. 10 Harang Co. Defendant Vestand Inc.’s motion to set aside default is GRANTED. vs. Vestand Inc. Defendant shall separately file the answer attached as Exhibit 5 to the declaration of counsel within 10 days.

Defendant’s objections nos. 1, 2, and 3 are SUSTAINED for lack of foundation.

General Authority

Defendant moves to set aside the default and default judgment pursuant to Code Civ. Proc. § 473, subd. (b), and Code Civ. Proc. § 473.5.

Code Civ. Proc. § 473(b) permits a court to grant relief from a judgment, dismissal, order or other proceeding taken against a party on the grounds of “mistake, inadvertence, surprise or excusable neglect.”

“Application for this relief shall be accompanied by a copy of the answer or other pleading proposed to be filed therein, otherwise the application shall not be granted, and shall be made within a reasonable time, in no case exceeding six months, after the judgment, dismissal, order, or proceeding was taken.” Cal. Civ. Proc. Code § 473(b)).

Code Civ. Proc. § 473.5 provides for relief when service “has not resulted in actual notice to a party in time to defend the action and a default or default judgment has been entered against him or her in the action.” (Code Civ. Proc. § 473.5(a)).

The notice of motion shall be served and filed “within a reasonable time, but in no event exceeding the earlier of: (i) two years after entry of a default judgment against him or her; or (ii) 180 days after service on him or her of a written notice that the default or default judgment has been entered.” (Code Civ. Proc. § 473.5(a).)

The motion “shall be accompanied by an affidavit showing under oath that the party’s lack of actual notice in time to defend the action was not caused by his or her avoidance of service or inexcusable neglect.” (Code Civ. Proc. § 473.5(b).)

Merits

Here, default was entered on 6/22/26, and Defendant brought the instant motion on 7/15/26. Accordingly, it is timely pursuant to both Code Civ. Proc. §§ 473(b) and 473.5.

Plaintiff’s registered process server served Defendant via substitute service by leaving the documents with “John ‘Jay’ Doe” on 3/24/26 at the Defendant’s address, which is also the residential address of Ji-Won Kim. Mr. Kim is Defendant’s registered agent for service of process as well as the chief executive officer, chief financial officer and secretary. Plaintiff’s process server then served the documents via mail service on 3/25/26. (See Notice of Errata, Ex. 9; see also Code Civ. Proc. § 415.20 [substitute service requirements]).

Code Civ. Proc. § 473.5 requires that a motion made under this section shall be accompanied by an affidavit showing under oath that the party's lack of actual notice in time to defend the action was not caused by the party's avoidance of service or inexcusable neglect. Here, Mr. Kim provided a

declaration stating as follows: On 3/24/26, he was out of the country and not in the Vestand Office on Apple Blossom Circle in Brea. (Decl. of Kim, ¶ 3). As of 3/24/26, Vestand did not have any employees or officers named John or Jay. (Decl. of Kim, ¶ 5). He was not aware of the lawsuit entitled Harang Co. v. Vestand, Inc. until his office informed him of the lawsuit on 6/29/26. Prior to this date, he never received a copy of the summons or complaint. (Decl. of Kim, ¶ 6). The circumstances surrounding this case do not involve any avoidance or service or inexcusable neglect on the part of Vestand.

He has never evaded, or attempted to evade service. (Decl. of Kim, ¶ 7). Finally, he declares: “I am not aware of Vestand ever being served with the complaint and/or summons in the Vestand lawsuit. If it was, however, the summons and complaint must have inadvertently been misplaced without realizing what the documents were.” (Decl. of Kim, ¶ 8).

Defendant also provides the declaration of Sandy Uhm, who is a business manager for Vestand. She declares: on 3/24/26, she was working at the Vestand office, as were Brian Park, Taylor Yoon, Jina Choi and Diana Han. Vestand did not have any employees matching the description in the proof of service of a 35 year old, 5’9”, 190-pound Asian male at this office. (Decl. of Uhm, ¶ 3). She was not served with the complaint or summons. (Decl. of Uhm, ¶ 4). She is not aware of anyone else being served with the complaint and/or summons. (Decl. of Uhm, ¶ 4).

To the best of her knowledge, Vestand never received a copy of the complaint or summons in the Harang Lawsuit in the mail. (Decl. of Uhm, ¶ 5). She was not aware of the Harang Lawsuit until Vestand received a Request for Entry of Default in the mail on or about June 29, 2026. (Decl. of Uhm, ¶ 6). The circumstances surrounding this case do not involve any avoidance of service or inexcusable neglect on the part of the Vestand. She has never evaded, or attempted to evade, service. (Decl. of Uhm, ¶ 7).

Brian Park also declares that Vestand did not have any employees matching the description in the proof of service. (Decl. of Park, ¶ 4). He declares that on 3/24/26, he was working at the Vestand office, as were Sandy Uhm, Taylor Yoon, Jina Choi and Diana Han. (Decl. of Park, ¶ 5). He was not served with the complaint or summons. (Decl. of Park, ¶ 6). He was not aware of the Harang Lawsuit until Vestand received a Request for Entry of Default in the mail on or about June 29, 2026. (Decl. of Park, ¶ 7). The circumstances surrounding this case do not involve any avoidance of service or inexcusable neglect on the part of the Vestand. He has never evaded, or attempted to evade, service. (Decl. of Park, ¶ 8).

Finally, Taylor Yoon provides a declaration, stating the following: she is the operations manager for Vestand Inc. (Decl. of Yoon, ¶ 2). On March 24, 2026, she was working at the Vestand Office, as were Brian Park, Sany Uhm, Jina Choi, and Diana Han. (Decl. of Yoon, ¶ 3). She was not served with the complaint and/or summons. (Decl. of Yoon, ¶ 4). She was not aware of the Harang Lawsuit until she was informed of the lawsuit on or shortly after June 29, 2026. (Decl. of Yoon, ¶ 5).

Finally, in support of Defendant’s Reply, Defendant also attaches Mr. Kim’s travel history which shows that he was out of the country from 12/26/25 until 5/28/26. (Decl. of Kim ISO Reply, Ex. 6).

Defendant attached a copy of its proposed answer to the motion. (Decl. of Lawrence, ¶ 6, Ex. 5).

In its Opposition, Plaintiff submits the declaration of attorney Calvin Myung who declares that Mr. Kim also goes by the name “Jay Kim.” (Decl. of Myung, ¶ 8). He declares that the summons and complaint were served at Mr. Kim’s residential address. (Decl. of Myung, ¶ 9). Then, counsel contends without any evidence that the Apple Blossom Circle address “was not operating as a business.”

Plaintiff’s evidence does not dispute the evidence or arguments set forth by Defendant. Defendant has established that Mr. Kim was out of the country. Furthermore, the proof of service attests to substitute service, not personal service/service to the agent for service of process (in this case, Mr. Kim). Defendant has established that no one fits the description of the individual in the proof of service, and Plaintiff did not submit any evidence negating this fact. Defendant submitted a declaration from multiple employees/managers who attested that no one received service of the complaint or summons, and was not aware of this action until entry of default.

Again, Plaintiff did not submit evidence contesting this fact, or a declaration from the process server. Rather, Plaintiff contends that Mr. Kim “must have known” about the pending litigation because Plaintiff had been attempting to exercise his rights under the warrant agreements (the basis for the lawsuit). The court rejects this argument.

Finally, Plaintiff argues that Defendant improperly brought this motion under Code Civ. Proc. § 473.5 when it should have brought this motion as a motion to quash service. Plaintiff also argues that Defendant cannot assert alternative theories under Code Civ. Proc. §§ 473.5 and 473(b) because they are inconsistent.

First, a motion to quash pursuant to Code Civ. Proc. § 418.10 requests entirely different relief than a motion to set aside default. Defendant is not asking this court to quash service of the summons and complaint. Defendant is only requesting that the court set aside default. Code Civ. Proc. § 473.5 expressly permits a court to set aside default where “service of a summons has not resulted in actual notice to a party in time to defend the action and a default or default judgment has been entered against the party in the action.” (Code Civ. Proc. § 473.5, subd. (a)).

With regards to Defendant’s “alternate” theories, the court finds that they are not inconsistent. Defendant asserts, and submitted evidence to establish, that service did not result in actual notice to Defendant. However, if it were shown that Defendant was given notice of the action via service, Defendant submitted declarations to the effect that it must have inadvertently lost or

misplaced the summons and complaint because the declarants have no recollection of ever receiving the documents. These contentions, and the evidence submitted in support thereof, are not incompatible.

The court finds that Defendant has established that service of summons and the complaint did not result in actual notice in time to defend the action. Accordingly, the motion is GRANTED.

The Case Management Conference is continued to December 03, 2026, at 09:00 am in Department C10.

Defendant shall give notice.

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