United States District Court, D. Nevada
FIRST 100, LLC, a Nevada limited liability company; and 1ST ONE HUNDRED HOLDINGS, LLC, a Nevada limited liability company, Plaintiffs,
JOHN LASALA, an individual; IAN HAFT, an individual; JAMIE MAI, an individual; CHA SOLUTIONS INC., a foreign corporation; CORNWALL CAPITAL MANAGEMENT LP, a foreign corporation; Defendants.
M. Navarro, Chief Judge United States District Court
before the Court is the Motion to Dismiss (ECF No. 66) filed
by pro se Defendant John Lasala (“Defendant”).
Plaintiffs First 100, LLC (“First 100”) and 1st
One Hundred Holdings, LLC (collectively,
“Plaintiffs”) filed a Response and an Errata to
the Response. (ECF Nos. 71, 78). Defendant did not file a
case arises out of an alleged breach of contractual and
fiduciary duties by Defendant during his time as an officer
for Plaintiffs. Originally, Plaintiffs filed this action in
state court, and Defendant removed it to this Court on
September 10, 2014. (See Pet. for Removal, ECF No.
1). An ex parte TRO was originally issued in state
court on September 4, 2014, and a hearing on Plaintiffs'
Motion for Preliminary Injunction was scheduled in state
court on September 17, 2014. Because Defendant removed the
action to this Court before September 17, 2014, the state
court did not have an opportunity to hear Plaintiffs'
Motion for Preliminary Injunction. After removal, Defendant
filed a Motion to Declare Ex-Parte Temporary Restraining
Order Void (ECF No. 5), and Plaintiffs filed a Countermotion
to Extend Temporary Restraining Order (ECF No. 18). On March
13, 2015, the Court denied both Motions. (ECF No. 24).
related case was removed from state court on January 18,
2016. First 100 LLC v. Omni Financial LLC, Case No.
2:16-cv-00099-RFB-CWH (D. Nev. 2016). In this separate
action, First 100 disputed Omni Financial LLC's
(“Omni Financial's”) “attempt to
acquire First 100's assets, including its choses in
action.” (Pl. Resp. 3:8-11, ECF No. 71).
instant case, on June 17, 2016, Omni Financial filed a Notice
of Transfer of Interest in all of First 100's
“right, title and interest in any and all affirmative
claims and choses in action asserted by First 100.”
(Not. 1:20-21, ECF No. 52). However, on January 23, 2017,
Omni Financial filed a Notice of Withdrawal and Release of
Notice of Transfer of Interest filed on June 17, 2016. (Not.
of Withdrawal, ECF No. 75).
instant Motion to Dismiss asserts that First 100's
“assets were sold. . . . [and] it lost all rights to
the pending appeal as these rights were sold at a public
auction held on May 25, 2016.” (Def. MTD at 1, ECF No.
Defendant argues that the Court “should dismiss the
action in its entirety as the Plaintiffs have lost standing
given the asset purchase conducted by Omni Financial.”
(Id. at 3). Plaintiffs respond that
“significant changes” have occurred in the
related Omni Financial case regarding an “imminent
settlement.” (Pl. Resp. 3:18, 5:7-8). Plaintiffs also
filed an Errata to its Response with Omni Financial's
Notice of Withdrawal and Release of Notice of Transfer of
Interest as an attachment. (Errata Pl. Resp. 2:1-2, ECF No.
78) (see also Not. of Withdrawal). Plaintiffs
contend that this filing “render[s] Defendant['s]
motion to dismiss [ECF No. 66] moot in its entirety.”
(Errata Pl. Resp. 2:5-6).
is an essential and unchanging part of the
case-or-controversy requirement of Article III.”
Lujan v. Defenders of Wildlife, 504 U.S. 555, 560
(1992). As such, to survive a motion to dismiss, plaintiffs
bear the burden of alleging sufficient facts to show the
existence of each of three elements: injury, causation, and
redressability. Id. at 560-61. When analyzing a
motion to dismiss for lack of standing, courts must accept
the allegations in the complaint as true and construe the
complaint in favor of the complaining party. Maya v.
Centex Corp., 658 F.3d 1060, 1068 (9th Cir. 2011).
Indeed, at the pleading stage, “general factual
allegations of injury resulting from the defendant's
conduct may suffice” because on a motion to dismiss,
courts “presume that general allegations embrace those
specific facts that are necessary to support the
claim.” Id. (citing Lujan, 504 U.S.
at 561). While the Ninth Circuit in Maya
differentiated between the standard for dismissal due to
standing compared with a 12(b)(6) dismissal under the
standards of Twombly and Iqbal, the Court
nonetheless clarified: “This is not to say that [a]
plaintiff may rely on a bare legal conclusion to assert
the Court first notes that Defendant's Motion is
untimely. Dispositive motions were due by April 18, 2016.
(See ECF No. 38). Defendant's Motion was filed
over eight months past this deadline on December 23, 2016.
However, Defendant's Motion also fails on the merits.
Court agrees with Plaintiffs that Omni Financial's Notice
of Withdrawal and Release of Notice of Transfer of Interest
rendered moot Defendant's argument that Plaintiffs'
lack standing here. Defendant asserts that Plaintiffs do not
hold the interest to sue in this case because that interest
was purchased by Omni Financial. Defendant cites
Butwinick v. Hepner, 291 P.3d 119, 121 (Nev. 2012),
for the proposition that “judgment creditors may
acquire the rights to prosecute litigation in the place and
stead of the judgment debtor.” (Def. MTD at 4).
However, now that Omni Financial has disclaimed such an
interest, Plaintiffs retain the rights and standing in this
case. Plaintiffs properly allege an injury, inter
alia, in the first claim for breach of fiduciary duty
against Defendant, which asserts that Defendant
“utilized Plaintiffs' confidential and proprietary
information to usurp Plaintiffs' corporate opportunities,
establish a competing business, and solicit Plaintiffs'
clients, employees, and investors all to Plaintiffs'
detriment.” (Compl. ¶ 60, Ex. A to Pet. for
Removal, ECF No. 1-1). Defendant allegedly caused this injury
to Plaintiffs, and Plaintiffs satisfactorily allege that the
injury can be redressed monetarily by Defendant.
(Id. ¶¶ 57-64). Therefore, Plaintiffs have
sufficiently alleged standing in this case, which has not
been assumed or acquired by Omni Financial.
IT IS HEREBY ORDERED that Defendant's Motion to Dismiss
(ECF No. 66) is DENIED
 Defendant was originally joined by the
co-defendants in this case, but all of these co-defendants
have since been voluntarily dismissed. (ECF No. 23).
 It is unclear what
“appeal” Defendant is referring to, as this
action is properly before the United States District Court.
Plaintiffs assert that these references are because
“Defendant's motion a word-for-word copy and paste
job of a similar motion filed to the Nevada Supreme Court by
another party opponent of First 100 in a ...