Jin Yin v. Xiaoxiao Liu

This special motion to strike is commonly referred to as an “anti-SLAPP” motion. Courts evaluate anti-SLAPP motions using a two-step analysis. (Country Side Villas Homeowners Assn. v. Ivie (2011) 193 Cal.App.4th 1110, 1116.) The California Supreme Court in Baral v. Schnitt (2016) 1 Cal.5th 376, 396 (Baral) provides the following summary of the showings and findings required by Code of Civil Procedure section 425.16, subdivision (b): At the first step, the moving defendant bears the burden of identifying all allegations of protected activity, and the claims for relief supported by them.

When relief is sought based on allegations of both protected and unprotected activity, the unprotected activity is disregarded at this stage. If the court determines that relief is sought based on allegations arising from activity protected by the statute, the second step is reached. There, the burden shifts to the plaintiff to demonstrate that each challenged claim based on protected activity is legally sufficient and factually substantiated. The court, without resolving evidentiary conflicts, must determine whether the plaintiff's showing, if accepted by the trier of fact, would be sufficient to sustain a favorable judgment. If not, the claim is stricken. Allegations of protected activity supporting the stricken claim are eliminated from the complaint, unless they also support a distinct claim on which the plaintiff has shown a probability of prevailing.

Discussion

Timeliness of the Motion Plaintiffs contend that the anti-SLAPP motion is untimely and should have been brought in response to the substantially similar First Amended Complaint (“FAC”), which was filed on October 25, 2024. (Opposition at p. 5:11-19.) An anti-SLAPP “may be filed within 60 days after service of the complaint, or in the court’s discretion, at any later time upon terms it deems proper.” (Code Civ. Proc., § 425.16, subd. (f).) “‘An amended complaint reopens the time to file an anti-SLAPP motion without court permission only if the amended complaint pleads new causes of action that could not have been the target of a prior anti-SLAPP motion, or adds new allegations that make previously pleaded causes of action subject to an anti-SLAPP motion.’” (Newport Harbor Ventures, LLC v.

Morris Cerullo World Evangelism (2018) 4 Cal.5th 637, 641 [quoting Newport Harbor Ventures, LLC v. Morris Cerullo World Evangelism (2016) 6 Cal.App.5th 1207, 1219].)

Here, Plaintiffs claim that Defendant already waived her anti-SLAPP rights by failing to bring the motion to the FAC, which is effectively identical to the SAC.1 (See Opposition at pp. 5:14-16; 9:26-28.) This is incorrect. The SAC adds a new cause of action for concealment and alleges new facts in support of the existing claims. For example, the SAC alleges that Liu solicited business from Plaintiffs by offering to review the lease for the franchise business and advertising her five-year practice with false and misleading information. (SAC, ¶ 17.)

The SAC also alleges Liu engaged in harassment, including communicating to third parties such as YJBM’s customers, YJBM’s landlord, local and state authorities, and regulatory agencies to assert false claims that Plaintiffs breached the Licensing Agreement, maintained unsafe work environments, breached their lease, among others. (Id. at ¶¶ 28-29, 72.) Furthermore, the SAC alleges Liu’s misconduct with respect to Plaintiffs’ settlement terms and communications with Liu’s former clients and co-defendants, Hiuwai Yip, Zhe Zhang, JJB Beauty LLC, and JJB Beauty Holdings Corporation.2 (Id. at ¶¶ 39-42.)

1 The court GRANTS Plaintiffs’ request for judicial notice of only the FAC and SAC as the remaining exhibits are not “necessary, helpful, or relevant” to Plaintiffs’ arguments. (See Aquila, Inc. v. Super. Ct. (City and County of San Francisco) (2007) 148 Cal.App.4th 556, 569, [“[a]lthough a court may judicially notice a variety of matters... only relevant material may be noticed”]) 2 On June 13, 2025, Plaintiffs dismissed Hiuwai Yip, Zhe Zhang, JJB Beauty LLC, and JJB Beauty Holdings Corporation from this action with prejudice.

Having incorporated the new allegations into each claim, the 60-day clock restarted when Plaintiffs filed the SAC on November 10, 2025. Accordingly, Defendant’s motion is timely.

First Step Analysis For the first step of the anti-SLAPP analysis, Defendant must “identify what acts each challenged claim rests on and to show how those acts are protected under a statutorily defined category of protected activity.” (Bonni v. St. Joseph Health System (2021) 11 Cal.5th 995, 1009 (Bonni) [citing Wilson v. Cable News Network, Inc. (2019) 7 Cal.5th 871, 884].) Code of Civil Procedure section 425.16, subdivision (e) sets forth four types of communication or conduct that are considered as protected activity. At issue here are subdivisions (e)(1) and (e)(2), which include any written or oral statement or writing made before, or in connection with an issue under consideration or review by a legislative, executive, or judicial proceeding.

An anti-SLAPP movant must also demonstrate that the claim sought to be stricken arises from the protected activity. (See Bonni, supra, 11 Cal.5th at p. 1009.) “A claim arises from protected activity when that activity underlies or forms the basis for the claim. [Citations.] Critically, ‘the defendant’s act underlying the plaintiff’s cause of action must itself have been an act in furtherance of the right of petition or free speech.’ [Citations.]” (Park v. Board of Trustees of California State University (2017) 2 Cal.5th 1057, 1062-1063.)

The first cause of action for intentional misrepresentation, second cause of action for concealment, and fourth cause of action for violation of the CFIL3 are premised on Defendant’s preparation and presentation of the Licensing Agreement that disguised a franchise relationship as a trademark license. (SAC, ¶¶ 49, 60, 79.) Defendant contends that her preparation of the Licensing Agreement is protected activity under Navellier v. Sletten (2002) 29 Cal.4th 82, 90 (Navellier). There, the Court found the negotiation and execution of a release of claims constituted protected activity as a statement or writing made in connection with an issue under review of a judicial body. (Ibid.) Importantly, the parties in Navellier executed the release after the plaintiffs had already filed an action in federal court—i.e., after litigation had already taken place. (Id. at p. 86.)

Here, the Licensing Agreement was not made before a judicial proceeding or in connection with any issue under review by a court. As Plaintiffs argue, Defendant’s preparation of the Licensing Agreement is “garden variety” attorney malpractice that is not a constitutional right protected by the anti-SLAPP statute. (See Kolar v. Donahue, McIntosh & Hammerton (2006) 145 Cal.App.4th 1532, 1539; Peregrine Funding, Inc. v. Sheppard Mullin Richter & Hampton LLP (2005) 133 Cal.App.4th 658, 670 (Peregrine) [holding legal advice letters were not protected activity because they “were not writings made before a judicial proceeding, or in connection with an issue under review by a court.”]; see Moore v.

Shaw (2004) 116 Cal.App.4th 182, 195-196 [finding attorney’s drafting of termination agreement not protected activity].) Defendant has not met her initial burden of demonstrating that the first, second, and fourth causes of action arise from protected activity. Given this failure, the court need not consider Plaintiffs’ additional arguments (i.e., illegality of

3 While the fourth cause of action also references Defendant’s litigation activity, it appears in the context of Plaintiffs’ theory of damages and does not read as the principal thrust or gravamen of the claim. (SAC, ¶ 87; see Hylton v. Frank E. Rogozienski, Inc. (2009) 177 Cal.App.4th 1264, 1272 [“If the core-injury producing conduct upon which the plaintiff’s claim is premised does not rest on protected speech or petitioning activity, collateral or incidental allusions to protected activity will not trigger application of the anti-SLAPP statute.”])

purported protected activity bars application of anti-SLAPP statute and preparing the Licensing Agreement is not a “communicative” act).

The third cause of action for intentional interference with contractual relationship is premised on: (1) Defendant’s contact with Plaintiffs’ landlord requesting termination of YJBM’s lease and imposition of penalties against YJBM; and (2) Defendant’s knowingly false complaints to local and state authorities about YJBM’s noncompliance with city permitting requirements and unsafe work conditions. (SAC, ¶ 72.) Defendant contends that the communication with the landlord constitutes protected activity as “Counseling others in anticipation of litigation or encouraging others to sue is considered protected litigation activity.” (Motion at p. 5: 15-17 [quoting Pech v.

Doniger (2022) 75 Cal.App.5th at p. 443].) The SAC does not allege that Defendant encouraged the landlord to sue, or that Defendant counseled the landlord in anticipation of litigation. Rather, the SAC alleges that Defendant “requested that the landlord terminate YJBM’s lease and impose penalties against the business.” (SAC, ¶ 72.) Accordingly, Defendant has not established that the landlord’s communications are protected activity.

Defendant has, however, demonstrated that her complaints to city officials and Occupational Safety and Health Administration concerning permitting and workplace conditions are protected activity. (See ComputerXpress, Inc. v. Jackson (2001) 93 Cal.App.4th 993, 1009 [“communication to an official administrative agency...designed to prompt action by that agency is as much a part of the ‘official proceeding’ as a communication made after the proceedings had commenced.”]; see also Ludwig v. Superior Court (1995) 37 Cal.App.4th 8, 19 [“The constitutional right to petition, as we have seen, includes the basic act of filing litigation or otherwise seeking administrative action.”]; Briggs v. Eden Council for Hope & Opportunity (1999) 19 Cal.4th 1106, 1115 [same].)

The fifth cause of action for violation of the UCL is premised on Defendant’s: (1) drafting of the Licensing Agreement; (2) demand letter to Plaintiffs; (3) filing of the Cross-Complaint for her former clients; and (4) continued participation in this litigation. (SAC, ¶ 92.) As discussed above, Defendant’s drafting of the Licensing Agreement cannot be considered as protected activity. (See Peregrine, supra, 133 Cal.App.4th at p. 670.) Defendant’s remaining actions, however, are largely considered as protected activity. (See People ex rel. Fire Ins. Exchange v. Anapol (2012) 211 Cal.App.4th 809, 824-825 [“demand letter has been held to constitute a protected prelitigation statement”]; Nunez v. Pennisi (2015) 241 Cal.App.4th 861, 872 [filing of a lawsuit is an aspect of the First Amendment right to petition and thus constitutes protected activity].)

That the SAC alleges, “Plaintiffs are aware that Liu and Robbins may attempt to invoke litigation privilege...Nevertheless, the current lawsuit alleges [sic] against Liu for her non-litigation actions and liabilities under the CFIL” is of no moment. (Opposition at p. 7:5-12 [quoting SAC, ¶ 48].) The court reviews the entirety of the SAC in assessing the merits of an anti-SLAPP. (Peregrine, supra, 133 Cal.App.4th at p. 670 [“In deciding whether the ‘arising from’ requirement is met, a court considers ‘the pleadings [] and supporting and opposing affidavits stating the facts upon which the liability or defense is based.’”]) Plaintiffs cannot ignore the allegations of protected activity that clearly underlie their claims.

Given Defendant’s failure to demonstrate the initial prong as to the first, second, and fourth causes of action, the court need not address the second prong of the anti-SLAPP analysis and DENIES the special motion to strike as to these claims. (See Baharian-Mehr v. Smith (2010) 189 Cal.App.4th 265, 271 [“[I]f the defendant does not demonstrate this initial prong, the court should deny the anti-SLAPP motion and need not address the second step.”])

As Defendant has demonstrated that the third and fifth causes of action arise in part from activity protected by statute, the court now examines whether Plaintiffs can demonstrate a probability of prevailing on their claims of intentional interference with contractual relationship and violation of the UCL. (See Baral, supra, 1 Cal.5th at p. 396 [“When relief is sought based on allegations of both protected and unprotected activity, the unprotected activity is disregarded at this stage.”].)

Second Prong Upon a finding that the relief sought is based on allegations from activity protected by statute, “the burden shifts to the plaintiff to demonstrate that each challenged claim based on protected activity is legally sufficient and factually substantiated.” (Simmons v. Bauer Media Group USA, LLC (2020) 50 Cal.App.5th 1037, 1043.) In determining whether the plaintiff has established a probability of prevailing on the merits of his or her claims, a court considers not only the substantive merits of those claims, but also all defenses available to them. (See Traditional Cat Assn., Inc. v.

Gilbreath (2004) 118 Cal.App.4th 392, 398.) Accordingly, the defendant bears the burden of proving any affirmative defenses, while the plaintiff bears the burden of establishing “any asserted defenses are inapplicable as a matter of law or make a prima facie showing of facts that, if accepted would negate such defenses.” (See Weeden v. Hoffman (2021) 70 Cal.App.5th 269, 288.)

“A plaintiff cannot establish a probability of prevailing if the litigation privilege precludes the defendant’s liability on the claim.” (Fremont Reorganizing Corp. v. Faigin (2011) 198 Cal.App.4th 1153, 1172.) Defendant asserts that the litigation privilege is a complete defense to Plaintiffs’ claim for relief. “Civil Code section 47, subdivision (b) defines what is commonly known as the ‘litigation privilege.’ ‘The usual formulation is that the privilege applies to any communication (1) made in judicial or quasi-judicial proceedings; (2) by litigants or other participants authorized by law; (3) to achieve the objects of the litigation; and (4) that have some connection or logical relation to the action.’ [Citation.]” (Kashian v. Harriman (2002) 98 Cal.App.4th 892, 912.)

“The litigation privilege is not limited to the courtroom, but encompasses actions by administrative bodies and quasi-judicial proceedings. [Citation.] The privilege extends beyond statements made in the proceedings, and includes statements made to initiate action. [Citation.]” (Wise v. Thrifty Payless, Inc. (2000) 83 Cal.App.4th 1296, 1303.) The filing of the Cross-Complaint and subsequent motions are protected under the litigation privilege. (See Action Apartment Assn., Inc. v. City of Santa Monica (2007) 41 Cal.4th 1232, 1249 (Action Apartment) [“We contemplate no communication that is more clearly protected by the litigation privilege than the filing of a legal action.”]; see also Navellier v. Sletten (2003) 106 Cal.App.4th 763, 770 [“Pleadings and process in a case are generally viewed as privileged communications.”].)

The issuance of a demand letter relating to litigation contemplated in good faith and under serious consideration similarly falls under the litigation privilege. (See Dickinson v. Cosby (2017) 17 Cal.App.5th 655, 682 [citing Action Apartment, supra, 41 Cal.4th at p. 1251]; see also Blanchard v. DIRECTV, Inc. (2004) 123 Cal.App.4th 903, 920 [finding a defendant’s issuance of thousands of demand letters, followed by initiation of many, but not all lawsuits, permits inference of good faith contemplation of litigation].)

Here, Defendant issued the “Demand Letter and Litigation Notice” on September 6, 2024, disputing Plaintiffs’ claims in the Complaint and threatening legal action in response to Plaintiffs’ defamation and breach of the Licensing Agreement. (SAC, Ex. B [Demand Letter].) Defendant also asserted that legal action would be taken for Plaintiffs’ purported breach of the Licensing Agreement. (Ibid.) Defendant subsequently followed through with the demand letter by filing the Cross-Complaint on October 28, 2024, alleging claims for (1) breach of contract; (2) breach of post-termination obligations; (3) unfair competition; (4) defamation; (5) breach of the implied covenant of good faith and fair dealing; and (6) declaratory and injunctive relief.

In Opposition, Plaintiffs maintain at length that the litigation privilege cannot apply to Defendant’s alleged professional malpractice in preparing the Licensing Agreement. (Opposition at pp. 8:14-23, 14:12-15:19, 17:23-18:2.) As discussed above, Defendant’s preparation and presentation of the Licensing Agreement is not a protected activity under the anti-SLAPP statute. Plaintiffs do not negate the application of the litigation privilege to any of the protected activities (i.e., issuance of demand letter and filing of Cross-Complaint and subsequent motions).

Plaintiffs, therefore, fail to meet their burden on the second prong of the anti-SLAPP statute. (See Benach v. County of Los Angeles (2007) 149 Cal.App.4th 836, 852 [“When [a party] fails to raise a point, or asserts it but fails to support it with reasoned argument and citations to authority, we treat the point as waived.”]; see also Baral, supra, 1 Cal.5th at p. 392 [“when the defendant seeks to strike particular claims supported by allegations of protected activity that appear alongside other claims within a single cause of action, the motion cannot be defeated by showing a likelihood of success on the claims arising from unprotected activity.”])

Given the foregoing, the court GRANTS Defendant’s special motion to strike as to the third and fifth causes of action but only to the portions of the claims that concern protected activity to which the litigation privilege applies. Accordingly, the court strikes the following allegations of intentional interference of contractual relations: paragraph 72, lines 4-8, beginning with “She also made knowingly false reports to local and state authorities...” The court also strikes the following allegations of violation of the UCL: paragraph 92, lines 11-16, beginning with “(2) When Plaintiffs raised the issues with validity...”

Attorney’s Fees The “prevailing defendant” on a special motion to strike “shall be entitled” to recover his or her attorney fees and costs. (Code Civ. Proc., § 425.16, subd. (c).) “[A]ny SLAPP defendant who brings a successful motion to strike is entitled to mandatory attorney fees.” (Ketchum v. Moses (2001) 24 Cal.4th 1122, 1131; see also Bernardo v. Planned Parenthood Federation of America (2004) 115 Cal.App.4th 322, 364 [rejecting due process and equal protection challenges to provision].) Because Defendant’s special motion to strike was granted in part, she is entitled to recover some of the fees and costs associated with bringing the motion. The motion is not accompanied by a declaration stating the fees and costs associated with bringing the motion; Defendant will have to bring a noticed motion for attorneys’ fees to recover the mandatory award.

Disposition

Defendant’s special motion to strike the first, second, and fourth causes of action is DENIED. Defendant’s special motion to strike is GRANTED as to paragraph 72, lines 4-8 and paragraph 92, lines 11-16. The Court will prepare the Order.