Preview
OMAR A. SIDDIQUI, ESQ. (SBN 213581)
1 RYAN A. GONZALES, ESQ. (SBN 334964)
NICOLE A. SOMA, ESQ. (SBN 322184)
2 SIDDIQUI LAW, a Prof. Corp.
Park Tower, Suite 230
3 695 Town Center Drive
Costa Mesa, California 92626
4 Telephone: (714) 384-6650
Facsimile: (714) 384-6651
5 osiddiqui@sidlawpc.com
rgonzales@sidlawpc.com
6 nsoma@sidlawpc.com
7 Attorneys for Cross-Defendants,
NAVNEET CHUGH, and CHUGH LLP
8 (formerly known as THE CHUGH FIRM, PC)
9
SUPERIOR COURT OF THE STATE OF CALIFORNIA
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FOR THE COUNTY OF SAN MATEO – SOUTHERN BRANCH
11
12 BANK OF AMERICA, N.A., a national CASE NO.: 19-CIV-04630
association,
13
[UNLIMITED CIVIL]
14 Plaintiff,
v. Assigned to:
15 Judge: Hon. Jeffery R. Finigan
CPQ SOLUTIONS, LLC, a Delaware Dept.: 24
16 Limited Liability Company;
17
CHRISTOPHER CAMPANILE, an DECLARATION OF ATTORNEY RYAN A.
individual; NITESH HISSARIA, an GONZALES IN SUPPORT OF CROSS-
18 individual; DOES 1-100, inclusive, DEFENDANTS NAVNEET CHUGH AND
CHUGH LLP’S (FORMERLY KNOWN AS
19 Defendants. THE CHUGH FIRM, PC) OPPOSITION TO
CROSS-COMPLAINANTS’ MOTIONS TO
20 COMPEL FURTHER RESPONSES TO
CPQ SOLUTIONS, LLC, a Delaware FORM INTERROGATORIES (SET TWO)
21 Limited AND REQUESTS FOR MONETARY
Liability Company; CHRISTOPHER SANCTIONS
22
CAMPANILE, an individual,
23 [Filed concurrently with Opposition to Plaintiff’s
Cross-Complainants Motion to Compel Further Responses to Requests for
24 v. Admissions (Set Two); Opposition to Cross-
Complainants’ Separate Statement re Further
25 NITESH HISSARIA, an Individual; THE Responses to Requests for Admissions (Set Two);
CHUGH FIRM, a Professional Opposition to Plaintiff’s Motion to Compel Further
26 Responses to Form Interrogatories (Set Two);
Corporation; NAVNEET SINGH
CHUGH, an Individual; DEVSUMI Opposition to Cross-Complainants’ Separate
27
REPUBLIC, LLC, a California Limited Statement re Further Responses to Form
Interrogatories (Set Two)]
28 Liability Company; DIGITIZE
SOLUTIONS LLC, a Nevada Limited
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DECLARATION OF RYAN A. GONZALES
Liability Company; GUANQIONG WU,
1
an Individual and DOES 1 through 5, HEARING:
inclusive, Date: February 2, 2024
2
Time: 9:00 a.m.
Dept: 24
3
Cross- Defendants.
4 Complaint Filed: August 9, 2019
Trial Set: None Set
5
6
7 DECLARATION OF RYAN A. GONZALES
8 I, Ryan A. Gonzales, declare as follows:
9 1. I am an associate at the law firm Siddiqui Law, a Prof. Corp., and one of the attorneys
10 of record for Cross-Defendants NAVNEET CHUGH and CHUGH LLP (formerly known as THE
11 CHUGH FIRM PC) (“Cross-Defendant” or “CHUGH”). I am licensed to practice law in the State of
12 California and before this Court. I have personal, first-hand knowledge of the matters set forth in this
13 Declaration and, if called upon, I could and would competently testify thereto.
14 2. For the Court’s convenience, a true and correct copy of Plaintiff/Cross-Defendant
15 BANK OF AMERICA, N.A.’s (“Plaintiff”) Complaint, filed with this Court on or about August 9,
16 2019, is attached hereto as Exhibit “A.”
17 3. For the Court’s convenience, a true and correct copy of Defendant/Cross-
18 Complainants CPQ SOLUTIONS, LLC (“CPQ”), CHRISTOPHER CAMPANILE
19 (“CAMPANILE”), and DAVID ESPIE’s (“ESPIE”) (collectively, “Cross-Complainants”) Second
20 Amended Cross-Complaint, filed with this Court on or about December 20, 2023, is attached hereto
21 as Exhibit “B.”
22 4. On or about April 8, 2023, Defendant/Cross-Complainant CHRISTOPHER
23 CAMPANILE (“Defendant” or “CAMPANILE”) served CHUGH with Form Interrogatories
24 (General) (Set Two) and Requests for Admissions (Set Two). True and correct copies of
25 CAMPANILE’s Form Interrogatories and Requests for Admissions to CHUGH are attached hereto
26 as Exhibits “C-1” and “C-2,” respectively.
27 5. In or around late May 2023, Siddiqui Law, APC was retained to represent Cross-
28 Defendants NAVNEET CHUGH, CHUGH LLP, and “THE CHUGH FIRM PC.” On or about June
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DECLARATION OF RYAN A. GONZALES
1 8, 2023, our office filed Substitutions of Attorney on behalf of all of the CHUGH Cross-Defendants.
2 6. Shortly after my office was retained to represent the CHUGH Cross-Defendants, my
3 office contacted counsel for Cross-Complainants to request a thirty-day extension to respond to
4 discovery. On or about May 25, 2023, my office spoke with Attorney Farid Zakaria of Ropers Majeski
5 PC to request a thirty-day extension for CHUGH to respond to discovery. Attorney Zakaria granted
6 a two-week extension and assured my office that an additional two-week extension (totaling thirty
7 days) would be granted if needed.
8 7. On or about June 8, 2023, my office contacted Cross-Complainants’ to request an
9 additional two-week extension to respond to discovery, as Attorney Zakaria had promised to do.
10 However, Cross-Complainants’ counsel now refused to grant the additional two-week extension, as
11 promised, and sought to piecemeal CHUGH’s deadline(s) to respond to discovery. Disappointed by
12 Cross-Complainants’ apparent about-face and refusal to work with our office (despite the fact that we
13 had only recently been retained as counsel), my office confirmed that CHUGH’s responses to Form
14 Interrogatories (General) (Set Two) and to Requests for Admissions (Set Two) would be due on June
15 16, 2023. A true and correct copy of email correspondence between Attorney Kathleen Strickland of
16 Ropers Majeski PC and my office is attached hereto as Exhibit “D.”
17 8. On or about June 16, 2023, after mutually agreed upon extensions between counsel for
18 CAMPANILE and Cross-Defendant CHUGH, Cross-Defendant served its responses to Defendant’s
19 Form Interrogatories (General) (Set Two) and Requests for Admissions (Set Two). Due to Cross-
20 Complainants’ gamesmanship and stonewalling in connection with our reasonable requests for
21 additional time to respond to discovery, my office had no choice but to provide responses consisting
22 of objections in efforts to meet and confer further. A true and correct copy of Cross-Defendant
23 CHUGH’s responses to Form Interrogatories (General) (Set Two) is attached hereto as Exhibit “E.”
24 A true and correct copy of Cross-Defendant CHUGH’s responses to Requests for Admissions (Set
25 Two) is attached hereto as Exhibit “F.”
26 9. On or about June 22, 2023, I emailed Attorney Strickland detailing the history of my
27 office’s requests for additional time to respond to discovery, Cross-Complainants’ representations
28 that additional extensions would be granted if needed, and Cross-Complainants’ later refusal to grant
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DECLARATION OF RYAN A. GONZALES
1 additional time as they had previously represented. A true and correct copy of email correspondence
2 between myself and Attorney Strickland is attached hereto as Exhibit “G.”
3 10. On or about June 24, 2023, Attorney Zakaria sent a four-page meet and confer letter
4 regarding CHUGH’s responses to Form Interrogatories – General (Set Two), Requests for
5 Admissions (Set Two), and Requests for Production of Documents (Set Three). A true and correct
6 copy of Attorney Zakaria’s meet and confer letter is attached hereto as Exhibit “H.”
7 11. On or about June 27, 2023, my office and Attorney Zakaria participated in a meet and
8 confer teleconference regarding (1) Cross-Complainants’ Request for the CPQ Client File and
9 Invoices; and (2) CHUGH’s responses to Form Interrogatories – General (Set Two), Requests for
10 Admissions (Set Two), and Requests for Production of Documents (Set Three). A true and correct
11 copy of an email from Attorney Nicole Soma of my office to Cross-Complainants’ counsel is attached
12 hereto as Exhibit “I.”
13 12. On or about June 29, 2023, Attorney Nicole Soma of my office emailed Cross-
14 Complainants’ counsel again to confirm that CHUGH would be supplementing its responses to Form
15 Interrogatories – General (Set Two), Requests for Admissions (Set Two), and Requests for Production
16 of Documents (Set Two); producing CPQ’s client file; and CHUGH LLP’s invoices pertaining to
17 CPQ. In the same email, Attorney Soma informed Cross-Complainants’ counsel that CHUGH’s
18 document production and the CPQ Client File contain confidential and privileged attorney-client
19 communications, sensitive information, and attorney work product, and requested that Cross-
20 Complainants enter into a Stipulation and Protective Order to protect said documents. A true and
21 correct copy of Attorney Soma’s email is attached hereto as Exhibit “J.”
22 13. From approximately June 29, 2023 to July 19, 2023, my office continued to attempt
23 to meet and confer with Cross-Complainants’ counsel regarding CHUGH’s responses to Requests for
24 Production of Documents (Set Three) and the CPQ Client File. Cross-Complainants refused to meet
25 and confer with my office in good faith, repeatedly set unilateral deadlines for CHUGH to serve
26 supplemental responses and then retracted said deadlines, and constantly berated my office for
27 requesting the Parties enter into a Stipulation and Protective Order to protect CPQ’s confidential client
28 information. True and correct copies of email correspondence between my office and counsel for
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DECLARATION OF RYAN A. GONZALES
1 Cross-Complainants on this issue are attached hereto as Exhibits “K” and “L.”
2 14. Unfortunately, Cross-Complainants refused to enter into a Stipulation and Protective
3 Order to protect the confidential and privileged attorney-client communications, sensitive
4 information, and attorney work product contained in CPQ’s Client File and CHUGH’s document
5 production. As such, my office had no choice but to continue to assert objections on the basis of
6 attorney-client privilege and attorney work product, withhold the privileged documents and
7 information, and prepare a privilege log.
8 15. Ultimately, because we were unable to resolve the foregoing discovery issues
9 informally, Cross-Complainants and CHUGH agreed to submit to an Informal Discovery Conference,
10 scheduled for September 11, 2023.
11 16. On or about July 14, 2023, my office served CHUGH’s Further Supplemental
12 Responses to Form Interrogatories, General, (Set Two) and CHUGH’s Supplemental Responses to
13 Requests for Admissions (Set Two). A true and correct copy of CHUGH’s Further Supplemental
14 Responses to Form Interrogatories and CHUGH’s Supplemental Responses to Requests of
15 Admissions, dated July 14, 2023 are attached hereto as Exhibit “M” and Exhibit “N,” respectively.
16 17. On or about July 21, 2023, my office served a Privilege Log identifying documents
17 that were withheld from CHUGH’s document production on the basis of attorney-client
18 communications between CPQ and CHUGH and between HISSARIA and CHUGH, and attorney
19 work product. A true and correct copy of the Privilege Log, dated July 21, 2023 is attached hereto as
20 Exhibit “O.”
21 18. Also on or about July 21, 2023, my office produced CPQ’s Confidential Client File to
22 CPQ only, to preserve the attorney-client privilege between CHUGH and its former client, CPQ. The
23 documents produced to CPQ are Bates numbered TCF000009-TCF00485 and identified on the
24 Privilege Log. (See Exhibit “O.”)
25 19. On or about July 19, 2023, Attorney Zakaria sent another meet and confer
26 correspondence regarding CHUGH’s responses to Requests for Admissions (Set Two) and to Form
27 Interrogatories (Set Two). In the meet and confer letter, Attorney Zakaria continued to demand that
28 CHUGH produce information derived from CHUGH’s client files, legal case files, etc. A true and
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DECLARATION OF RYAN A. GONZALES
1 correct copy of Attorney Zakaria’s July 19, 2023 meet and confer letter is attached hereto as Exhibit
2 “P.”
3 20. On or about August 31, 2023, CHUGH served further supplemental responses to
4 Requests for Admissions (Set Two) and further supplemental responses to Form Interrogatories,
5 General (Set Two). A true and correct copy of CHUGH’s Further Supplemental Responses to
6 Requests for Admissions and Further Supplemental Responses to Form Interrogatories, dated August
7 31, 2023, are attached hereto as Exhibit “Q” and Exhibit “R,” respectively.
8 21. On or about September 11, 2023, my office and Cross-Complainants’ counsel
9 participated in an Informal Discovery Conference before Judge Nancy L. Fineman. At the IDC, the
10 Parties were unable to resolve the foregoing discovery issues and were ordered to further meet and
11 confer regarding same. A true and correct copy of the Court’s Minute Order dated September 11,
12 2023 is attached hereto as Exhibit “S.”
13 22. After the September 11, 2023 IDC, my office and Cross-Complainants’ counsel
14 continued to meet and confer regarding CHUGH’s responses to Requests for Admissions (Set Two)
15 and Form Interrogatories (Set Two).
16 23. On or about September 15, 2023, pursuant to the Court’s Order at the IDC, I met and
17 conferred telephonically with Attorney Zakaria regarding CHUGH’s discovery responses. On or
18 about September 18, 2023, Attorney Zakaria sent another meet and confer letter discussing the
19 substance of our teleconference. With respect to CHUGH’s responses to Requests for Admissions
20 (Set Two) and Form Interrogatories (Set Two), Attorney Zakaria’s remaining issues concerned the
21 Privilege Log, and requested that CHUGH provide an amended Privilege Log with further
22 information. A true and correct copy of Attorney Zakaria’s meet and confer letter is attached hereto
23 as Exhibit “T.”
24 24. On or about September 20, 2023, I responded to Cross-Complainants’ meet and confer
25 letter, dated September 18, 2023, disagreeing with Cross-Complainants’ contentions regarding
26 CHUGH’s further supplemental responses to Requests for Admissions (Set Two) and Form
27 Interrogatories (Set Two). I advised Cross-Complainants that they may move forward with their
28 motions to compel responses. After that, Cross-Complainants did not make any further efforts to meet
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DECLARATION OF RYAN A. GONZALES
1 and confer with my office regarding CHUGH’s further supplemental responses to Requests for
2 Admissions (Set Two) and Form Interrogatories (Set Two).
3 25. On or about October 13, 2023, CHUGH served an Amended Privilege Log which
4 identified the Bates Nos. of the documents withheld from CHUGH’s document production and further
5 clarification as to the privilege asserted. A true and correct copy of the Amended Privilege Log is
6 attached hereto as Exhibit “U.”
7 26. On or about October 26, 2023, Cross-Complainants filed the instant Motions to
8 Compel Further Responses to Requests for Admissions (Set Two) and Further Responses to Form
9 Interrogatories (General) (Set Two), along with corresponding Requests for Monetary Sanctions.
10 27. On or about February 4, 2019, Chugh LLP and NITESH HISSARIA entered into an
11 Attorney-Client Fee Agreement. (See Amended Privilege Log.)
12 28. My office has spent considerable time in connection with preparing Cross-Defendants’
13 Opposition to the instant Motions to Compel Further Responses to Form Interrogatories and Requests
14 for Admissions as follows:
15 a. Motion to Compel Further Responses to Form Interrogatories (Set Two):
16 Approximately 10.5 hours drafting the instant Opposition and Points & Authorities, Cross-
17 Defendants’ Response to Separate Statement in Support of Motion to Compel, preparing this
18 Declaration and compiling the exhibits thereto, and conducting related legal research, at a rate of
19 $350.00 per hour; 10.5 x $350= $3,675.00;
20 b. Motion to Compel Further Responses to Requests for Admissions (Set
21 Two): Approximately 12.5 hours drafting the instant Opposition and Points & Authorities, Cross-
22 Defendants’ Response to Separate Statement in Support of Motion to Compel, preparing this
23 Declaration and compiling the exhibits thereto, and conducting related legal research, at a rate of
24 $350.00 per hour; 12.5 x $350 = $4,375.00;
25 c. Approximately 2 hours preparing for and appearing at the hearing on the
26 Motions to Compel, at a rate of $3,675.00 per hour; 2.0 x $350 = $700.00.
27 Therefore, I estimate the TOTAL fees in bringing these oppositions to be:
28 ///
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DECLARATION OF RYAN A. GONZALES
1 1. Opposition to Motion to Compel Further Responses to Form Interrogatories (Set
2 Two):
3 $3,675.00 + (1/2)($700) = $4,025.00
4 2. Opposition to Motion to Compel Further Responses to Requests for Admissions (Set
5 Two):
6 $4,375.00 + (1/2)($700) = $4,725.00
7 I declare under penalty of perjury under the laws of the State of California that the foregoing
8 is true and correct.
9 Executed on this 22nd day of January, 2024, at Costa Mesa, California
10
/s/ Ryan A. Gonzales /
11 RYAN A. GONZALES, ESQ.
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DECLARATION OF RYAN A. GONZALES
EXHIBIT A
EXHIBIT B
1 KATHLEEN STRICKLAND (SBN 64816)
STEVEN G. POLARD (SBN 90319)
2 FARID ZAKARIA (SBN 280283)
ROPERS MAJESKI PC
3 535 Middlefield Road, Suite 245
Menlo Park, CA 94025
4 Telephone: 650.364.8200
Facsimile: 650.780.1701
5 Email: kathleen.strickland@ropers.com
steven.polard@ropers,com
6 farid.zakaria@ropers.com
7 Attorneys for Defendants CPQ SOLUTIONS LLC and
CHRISTOPHER CAMPANILE and Cross-
8 Complainants CHRISTOPHER CAMPANILE and
DAVID ESPIE, each individually, and each
9 derivatively on behalf of CPQ Solutions, LLC
A Professional Corporation
10
11 SUPERIOR COURT OF THE STATE OF CALIFORNIA
Menlo Park
12 COUNTY OF SAN MATEO
13
14 BANK OF AMERICA, N.A., a national Case No. 19-CIV-04630
association,
15 SECOND AMENDED CROSS-
Plaintiff, COMPLAINT
16
v. 1. Breach of Contract
17 2. Breach of Contract
CPQ SOLUTIONS, LLC, a Delaware Limited 3. Breach of Covenant of Good Faith and
18 Liability Company; CHRISTOPHER Fair Dealing
CAMPANILE, an individual; NITESH 4. Gross Negligence
19 HISSARIA, an individual; DOES 1-100, 5. Commercial Code section 11102-11507
inclusive, 6. Indemnity
20 7. Fraudulent or Voidable Transfer
Defendants 8. Fraudulent or Voidable Transfer
21 9. Breach of Fiduciary Duty
_____________________________________ 10. Aiding and Abetting Breach of
22 CHRISTOPHER CAMPANILE, an individual, Fiduciary Duty
and derivatively on behalf of CPQ 11. Corporate Waste
23 SOLUTIONS, LLC, a Delaware limited liability 12. Aiding and Abetting Corporate
company; DAVID ESPIE, individually, and Waste
24 derivatively on behalf of CPQ SOLUTIONS, 13. Conversion
LLC, a Delaware limited liability company, 14. Aiding and Abetting Conversion
25 15. Unjust Enrichment
Cross-Complainants, 16. Breach of Fiduciary Duty
26 17. Professional Negligence
v. 18. Negligence
27 19. Negligent Hiring and Supervision
NITESH HISSARIA, an individual; THE 20. Implied Contractual Indemnity
28 CHUGH FIRM, PC, a California professional 21. Equitable Indemnity
SECOND AMENDED CROSS-COMPLAINT
1 corporation; CHUGH, LLP, a California limited 22. Intentional Misrepresentation
liability partnership; NAVNEET CHUGH, an 23, Negligent Misrepresentation
2 individual; DEVSUMI REPUBLIC, LLC, a 24. Conversion
California limited liability company; DIGITIZE
3 SOLUTIONS, LLC, a Nevada limited liability
company; GUANQIONG WU, an individual; Action filed: August 9, 2019
4 AMISEQ, INC., a Delaware corporation;
HORIZON CONSULTING, INC., a
5 Washington corporation, a California
Corporation; BANK OF AMERICA, a national
6 association, and ROES 1-20,
7 Cross-Defendants,
8
and CPQ SOLUTIONS, LLC, a Delaware
9 limited liability company, as Nominal Cross-
Defendant.
A Professional Corporation
10
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11
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13 COME NOW Christopher Campanile, individually, and derivatively on behalf of CPQ
14 Solutions LLC, and David Espie individually, and also derivatively, on behalf of CPQ Solutions,
15 LLC (collectively, the “Cross-Complainants”), who now by and through their undersigned
16 attorneys, and, allege as follows:
17 I. PARTIES
18 1. At all relevant times, Cross-Complainant and Nominal Cross-Defendant CPQ
19 Solutions, LLC (“CPQ”) was and is a Delaware limited liability company, with its principal place
20 of business in San Carlos, California, and is registered with the California Secretary of State as a
21 foreign entity.
22 2. At all relevant times, Cross-Complainant Christopher Campanile (“Campanile”)
23 was and is an individual residing in San Mateo County, California, who had and has a
24 membership ownership interest in CPQ and was and is the managing member of CPQ.
25 3. At all relevant times, Cross-Complainant David Espie (“Espie) was and is an
26 individual residing in Dane County, Wisconsin and who had and has a membership ownership
27 interest in CPQ. CPQ, Campanile, and Espie are hereinafter referred to as “Cross-Complainants.”
28
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SECOND AMENDED CROSS-COMPLAINT
1 4. At all relevant times, Cross-Defendant Nitesh Hissaria (“Hissaria”) was an
2 individual, a citizen of the country of India, residing in California on an H1B visa, and who had a
3 purported membership ownership interest in Cross-Complainant CPQ.
4 5. At all relevant times, Bank of America, was and is a national association with its
5 principal place of business in Charlotte, North Carolina, with many offices and branches and doing
6 business in California, and through the years of 2012 to the present housed the financial accounts
7 of Cross-Complainant CPQ, the personal checking account of Cross-Defendant Nitesh Hissaria,
8 and the corporate bank accounts of Hissaria’s other business enterprises, including but not limited
9 to DevSumi Republic LLC, and on information and belief, Digitize Solutions LLC. .
A Professional Corporation
10 6. At all relevant times, on information and belief, Cross-Defendant Navneet Singh
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11 Chugh (“Chugh”) was and is an attorney-at-law residing in and with his principal place of
12 business in the County of Los Angeles, State of California, who, along with Kirti Kalra, an
13 attorney-at-law, worked at cross-defendant law firm, The Chugh Firm, PC, a California
14 professional corporation, and Chugh LLP, a California limited liability partnership (collectively,
15 “Chugh”). In 2018, Chugh entered into an attorney-client relationship with CPQ through Cross–
16 Complainant Campanile, becoming legal counsel for CPQ.
17 7. At all relevant times, cross-defendant The Chugh Firm PC, was and is a California
18 professional corporation having its principal place of business in Cerritos, California.
19 8. At all relevant times, cross-defendant Chugh LLP, was and is a California limited
20 liability partnership having its principal place of business in Cerritos, California.
21 9. At all relevant times, on information and belief, cross-defendant DevSumi
22 Republic LLC was and is a California limited liability company (“DevSumi”) owned and/or
23 controlled by Hissaria having its principal place of business in Belmont, California.
24 10. At all relevant times, on information and belief, cross-defendant Guanqiong Wu
25 (“Wu”) was and is an individual residing in the County of San Mateo, State of California.
26 11. At all relevant times, on information and belief, cross-defendant Digitize Solutions
27 LLC was and is a Nevada limited liability company having its principal place of business in San
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SECOND AMENDED CROSS-COMPLAINT
1 Jose, California, and its principal agent is Guangiong Wu. On or around January 31, 2022,
2 Digitize Solutions LLC converted out of California and reorganized in Nevada.
3 12. At all relevant times, on information and belief, cross-defendant Amiseq Inc., was
4 and is a Delaware corporation having its principal place of business in Milpitas, California.
5 13. At all relevant times, on information and belief, cross-defendant Horizon
6 Consulting Inc., was and is a Washington corporation having its principal place of business in
7 Jersey City, NJ.
8 II. GENERAL ALLEGATIONS AS TO ALL CROSS-DEFENDANTS, EXCEPT
BANK OF AMERICA
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14. At all relevant times, Chugh was counsel for CPQ and Campanile, but not for
A Professional Corporation
10
Hissaria as claimed by Chugh. Chugh, assisted Hissaria in the wrongful acts against CPQ and the
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other Cross-Complainants as alleged below during and after the time that he represented Cross-
12
Complainants.
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15. Cross-Complainants are informed and believe, and based thereon allege, that at all
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times relevant herein, Cross-Defendants (except Bank of America and Chugh LLP, Navneet
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Chugh, and the Chugh Firm PC), and each of them, were acting as the agent, servant, employee,
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subsidiary, joint venturer, affiliate, partner, assignee, successor-in-interest, alter ego, or other
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representative of each other, and were acting within the course and cope of the agency, servitude,
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employment, subsidy, joint venture, affiliation, partnership, assignment, succession, alter ego,
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and/or representation, with the full knowledge, consent, permission, authorization and ratification,
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either express or implied, of each of the other cross-defendants in performing the acts alleged
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herein.
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16. Cross-Complainants are informed and believe and based thereon allege, that all
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times relevant herein, Cross-Defendants, and each of them, participated as a member of a
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conspiracy in furtherance of the wrongful acts and omissions alleged in this Cross-Complaint,
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and/or aided and abetted one another in furtherance of the schemes alleged herein, or assisted one
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another in carrying out the purpose of the conspiracy, all in violation of California law. Each of
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the Cross-Defendants acted both individually and in concert with the other Cross-Defendants with
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SECOND AMENDED CROSS-COMPLAINT
1 full knowledge of their respective wrongful conduct. As such, the Cross-Defendants, and each of
2 them conspired together, building upon each other’s wrongdoing, in order to accomplish the acts
3 and omissions complained of herein. Cross-Defendants are individually sued as principals,
4 participants, and/or aiders or abettors in the wrongful conduct complained of, and the liability of
5 each arises from the fact that each has engaged in all or part of the improper acts, schemes, plans,
6 conspiracies or transactions complained of herein.
7 17. Numerous individuals and separate entities, currently sued as Roes 1 through 20,
8 have actively participated during the course of and in furtherance of the wrongdoing alleged and
9 complained of herein. The individual and entities acted pursuant to agreement and in concert
A Professional Corporation
10 with each of the other Cross-Defendants in this action, whether specifically identified by name or
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11 whether sued under a fictitious name. Each has also acted as an agent for the principals, in order
12 to advance the objectives of the conspiracy.
13 18. Cross-Complainants are presently ignorant of the true names and capacities of
14 Cross-Defendants sued as Roes 1 through 20, inclusive, and therefore sue these Cross-Defendants
15 by such fictitious names and capacities pursuant to Cal. Code of Civ. Proc. Section 474.
16 19. Cross-Complainants are informed and believe, and on this basis allege, that each
17 fictitiously named Cross-Defendant is responsible in some manner of the alleged acts and failures
18 to act, and that Cross-Complainants’ damages were legally and proximately caused by the
19 conduct of each such Cross-Defendant. Cross-Complainants will seek leave of the Court to
20 amend this Cross-Complaint to allege the true identifies of these fictitiously named Cross-
21 Defendants, once their named and capacities are ascertained. Cross-Complainants will also seek
22 leave of the Court to amend this Cross-Complaint to allege with further specificity the manner in
23 which each fictitiously named Cross-Defendant is responsible for the damages sustained by
24 Cross-Complainants.
25 20. Cross-Complainants are informed and believe and thereon allege that each
26 individual or entity cross-defendant named herein, with the exception of Chugh, Amiseq, Inc.,
27 and Horizon Consulting, Inc, is the alter ego of one or more named or fictitious cross-defendants.
28 In connection therewith, Cross-Complainants are informed and believe and thereon allege that
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SECOND AMENDED CROSS-COMPLAINT
1 such entity cross-defendants and their real or beneficial owners have failed to properly structure,
2 operate, capitalize, and manage the entity cross-defendants, have used the funds for such entity
3 cross-defendants for personal or other purposes unrelated to the lawful operation of the entity
4 cross-defendants and have abused the structure and purpose of the entity cross-defendants for
5 personal gain. Recognition of the entity cross-defendants as legitimate and lawful entities by this
6 Court would constitute an injustice and violate equitable principles applicable to the structure,
7 ownership and operation of such entities.
8 21. Campanile, as managing member of CPQ, and Espie, as member of CPQ, each
9 bring this suit derivatively on behalf of nominal cross-defendant CPQ, where a demand on CPQ
A Professional Corporation
10 to pursue its claims at present appears futile, including even if the purported and fraudulently
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11 obtained membership interests of Hissaria are void ab initio and/or rescinded.
12 22. In addition, and alternatively, CPQ has by its managing member Campanile,
13 conditionally assigned its rights to pursue all claims in trust for the benefit of CPQ, and/or
14 individually to the extent such claims belong to CPQ only, to Campanile and Espie individually.
15 III. GENERAL ALLEGATIONS AS TO CROSS-DEFENDANT BANK OF AMERICA
16 23. On information and belief, Cross-Complainant CPQ opened a business bank
17 account in 2012 with Cross-Defendant Bank of America. Said bank account was assigned the
18 number ending in 5315 (“the CPQ Checking Account”).
19 24. CPQ and Bank of America’s relationship as it pertained to the CPQ Checking
20 Account was governed by at least one Deposit Agreement with each Deposit Agreement that
21 might be relevant unilaterally written, applied, and known by Bank of America.
22 25. The pertinent Deposit Agreement(s) provide that Bank of America is not required
23 to make payments from an account to any person claiming an interest in any funds in the account
24 if Bank of America has actual knowledge of a bona fide dispute concerning rights to the account
25 or if Bank of America is uncertain as to who is entitled to the account funds.
26 26. The pertinent Deposit Agreement(s) further provide that in the event of conflicting
27 demands or disputes with regard to an account, Bank of America may take various actions,
28 including, among others, freezing all or part the funds present in an account until the dispute is
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SECOND AMENDED CROSS-COMPLAINT
1 resolved to Bank of America’s satisfaction, paying the funds into an appropriate court for
2 resolution, or refusing to disburse any funds present in the account until a later time.
3 27. The pertinent Deposit Agreement(s) further provide that in the event the account
4 may be subject to irregular, unauthorized, fraudulent or illegal activity, Bank of America may
5 freeze the funds present in the account until such time as Bank of America has completed an
6 investigation of the account and related transactions.
7 28. Cross-Defendant Hissaria, as part of his fraud upon the United States Citizenship
8 and Immigration Services and on Cross-Complainants, secured his position as an authorized
9 signer on the CPQ Checking Account.
A Professional Corporation
10 29. Cross-Complainant CPQ executed a Line of Credit Agreement (Secured) (“Line of
Menlo Park `
11 Credit Agreement”) on or about April 9, 2018, a true and correct redacted copy of which is
12 attached hereto as Exhibit “A”.
13 30. Pursuant to the Line of Credit Agreement, Cross-Defendant Bank of America
14 agreed to provide a revolving line of credit of up to $500,000 to CPQ (“Line of Credit”).
15 31. The Line of Credit Agreement provides that the owner of the Line of Credit is
16 CPQ. The signers to that Line of Credit Agreement with the Bank were Nitesh Hissaria and
17 Christopher Campanile.
18 32. The Line of Credit Agreement provides that “For purposes of preventing fraud or
19 protecting the security of the Borrower or the security of the Bank, credit availability or other
20 transactions on the Line of Credit may be blocked or restricted.”
21 33. The Line of Credit Agreement provides that “The Bank may rely on the
22 instructions from an Authorized Representative, or someone the Bank reasonably believes to be
23 an Authorized Representative.”
24 34. The Line of Credit Agreement provides that proceeds of the Line of Credit must be
25 used only for business purposes.
26 35. The Line of Credit Agreement provides that proceeds of the Line of Credit may
27 not be used to engage in any transaction that is illegal, which includes engaging in wrongful
28 conduct that materially and adversely affects the activities of CPQ.
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SECOND AMENDED CROSS-COMPLAINT
1 IV. GENERAL ALLEGATIONS AS TO ALL CROSS-DEFENDANTS
2 36. Between April 2018 and March 2019, Cross-Defendant Hissaria fraudulently
3 transferred, converted, and embezzled the sum of at least $2,415,790.70 from the CPQ Checking
4 Account and from the Line of Credit to his personal checking bank account, held by Bank of
5 America, which the account number ending in #0186, or to his personal savings bank account,
6 also held by Bank of America, which had the account number ending in #7711 (collectively,
7 “Hissaria Personal Accounts”) or to other bank accounts owned or controlled by him, including
8 the bank account of Cross-Defendant DevSumi Republic LLC, held at Bank of America, which
9 had the account number ending in ‘5591 (“DevSumi Account”) and the bank account of Cross-
A Professional Corporation
10 Defendant Digitize Solutions LLC, held at Bank of America, or on information and belief, bank
accounts owned or controlled by third parties, including Cross-Defendants, or to Cross-
Menlo Park `
11
12 Defendants Amiseq, Inc., Horizon Consulting, Inc., and The Chugh Firm PC.
13 37. Specifically, inter alia, Cross-Defendant Hissaria, in addition to embezzling
14 money from CPQ to transfer that money to either his personal accounts at Cross-Defendant Bank
15 of America or to his other business accounts also at Cross-Defendant Bank of America, namely
16 DevSumi Republic LLC and Digitize Solutions LLC, also fraudulently transferred the sum of
17 $203,937.500 from the CPQ Checking Account as a retainer payment to hire Chugh, to represent
18 his interests even though Chugh as of 2018 had already been representing CPQ through
19 Campanile, CPQ’s Managing Member. Additionally, Hissaria instructed Chugh to later return the
20 unspent retainer funds to Hissaria himself, even though the funds belonged at all times to CPQ
21 and Hissaria’s acts were against the interests of CPQ, the client of Chugh. Chugh complied and
22 later in 2019 returned said sums not to CPQ, their client, but to Hissaria personally.
23 38. During April 2018 through April 2019, Cross-Defendant Hissaria, without the
24 knowledge of Cross-Complainants CPQ and its members Campanile and Espie, proceeded, aided
25 and abetted by Cross-Defendant Bank of America, made the following fraudulent transfers:
26 - He fraudulently transferred at least $209,280.00 from the CPQ Checking Account to
27 CPQ Solutions, Private Limited, an India chartered corporation;
28
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SECOND AMENDED CROSS-COMPLAINT
1 - He fraudulently transferred at least $46,273.20 from the CPQ Checking Account to
2 cross-defendant Horizon Consulting, Inc.;
3 - He fraudulently transferred at leas
Preview
OMAR A. SIDDIQUI, ESQ. (SBN 213581) 1 RYAN A. GONZALES, ESQ. (SBN 334964) NICOLE A. SOMA, ESQ. (SBN 322184) 2 SIDDIQUI LAW, a Prof. Corp. Park Tower, Suite 230 3 695 Town Center Drive Costa Mesa, California 92626 4 Telephone: (714) 384-6650 Facsimile: (714) 384-6651 5 osiddiqui@sidlawpc.com rgonzales@sidlawpc.com 6 nsoma@sidlawpc.com 7 Attorneys for Cross-Defendants, NAVNEET CHUGH, and CHUGH LLP 8 (formerly known as THE CHUGH FIRM, PC) 9 SUPERIOR COURT OF THE STATE OF CALIFORNIA 10 FOR THE COUNTY OF SAN MATEO – SOUTHERN BRANCH 11 12 BANK OF AMERICA, N.A., a national CASE NO.: 19-CIV-04630 association, 13 [UNLIMITED CIVIL] 14 Plaintiff, v. Assigned to: 15 Judge: Hon. Jeffery R. Finigan CPQ SOLUTIONS, LLC, a Delaware Dept.: 24 16 Limited Liability Company; 17 CHRISTOPHER CAMPANILE, an DECLARATION OF ATTORNEY RYAN A. individual; NITESH HISSARIA, an GONZALES IN SUPPORT OF CROSS- 18 individual; DOES 1-100, inclusive, DEFENDANTS NAVNEET CHUGH AND CHUGH LLP’S (FORMERLY KNOWN AS 19 Defendants. THE CHUGH FIRM, PC) OPPOSITION TO CROSS-COMPLAINANTS’ MOTIONS TO 20 COMPEL FURTHER RESPONSES TO CPQ SOLUTIONS, LLC, a Delaware FORM INTERROGATORIES (SET TWO) 21 Limited AND REQUESTS FOR MONETARY Liability Company; CHRISTOPHER SANCTIONS 22 CAMPANILE, an individual, 23 [Filed concurrently with Opposition to Plaintiff’s Cross-Complainants Motion to Compel Further Responses to Requests for 24 v. Admissions (Set Two); Opposition to Cross- Complainants’ Separate Statement re Further 25 NITESH HISSARIA, an Individual; THE Responses to Requests for Admissions (Set Two); CHUGH FIRM, a Professional Opposition to Plaintiff’s Motion to Compel Further 26 Responses to Form Interrogatories (Set Two); Corporation; NAVNEET SINGH CHUGH, an Individual; DEVSUMI Opposition to Cross-Complainants’ Separate 27 REPUBLIC, LLC, a California Limited Statement re Further Responses to Form Interrogatories (Set Two)] 28 Liability Company; DIGITIZE SOLUTIONS LLC, a Nevada Limited -1- DECLARATION OF RYAN A. GONZALES Liability Company; GUANQIONG WU, 1 an Individual and DOES 1 through 5, HEARING: inclusive, Date: February 2, 2024 2 Time: 9:00 a.m. Dept: 24 3 Cross- Defendants. 4 Complaint Filed: August 9, 2019 Trial Set: None Set 5 6 7 DECLARATION OF RYAN A. GONZALES 8 I, Ryan A. Gonzales, declare as follows: 9 1. I am an associate at the law firm Siddiqui Law, a Prof. Corp., and one of the attorneys 10 of record for Cross-Defendants NAVNEET CHUGH and CHUGH LLP (formerly known as THE 11 CHUGH FIRM PC) (“Cross-Defendant” or “CHUGH”). I am licensed to practice law in the State of 12 California and before this Court. I have personal, first-hand knowledge of the matters set forth in this 13 Declaration and, if called upon, I could and would competently testify thereto. 14 2. For the Court’s convenience, a true and correct copy of Plaintiff/Cross-Defendant 15 BANK OF AMERICA, N.A.’s (“Plaintiff”) Complaint, filed with this Court on or about August 9, 16 2019, is attached hereto as Exhibit “A.” 17 3. For the Court’s convenience, a true and correct copy of Defendant/Cross- 18 Complainants CPQ SOLUTIONS, LLC (“CPQ”), CHRISTOPHER CAMPANILE 19 (“CAMPANILE”), and DAVID ESPIE’s (“ESPIE”) (collectively, “Cross-Complainants”) Second 20 Amended Cross-Complaint, filed with this Court on or about December 20, 2023, is attached hereto 21 as Exhibit “B.” 22 4. On or about April 8, 2023, Defendant/Cross-Complainant CHRISTOPHER 23 CAMPANILE (“Defendant” or “CAMPANILE”) served CHUGH with Form Interrogatories 24 (General) (Set Two) and Requests for Admissions (Set Two). True and correct copies of 25 CAMPANILE’s Form Interrogatories and Requests for Admissions to CHUGH are attached hereto 26 as Exhibits “C-1” and “C-2,” respectively. 27 5. In or around late May 2023, Siddiqui Law, APC was retained to represent Cross- 28 Defendants NAVNEET CHUGH, CHUGH LLP, and “THE CHUGH FIRM PC.” On or about June -2- DECLARATION OF RYAN A. GONZALES 1 8, 2023, our office filed Substitutions of Attorney on behalf of all of the CHUGH Cross-Defendants. 2 6. Shortly after my office was retained to represent the CHUGH Cross-Defendants, my 3 office contacted counsel for Cross-Complainants to request a thirty-day extension to respond to 4 discovery. On or about May 25, 2023, my office spoke with Attorney Farid Zakaria of Ropers Majeski 5 PC to request a thirty-day extension for CHUGH to respond to discovery. Attorney Zakaria granted 6 a two-week extension and assured my office that an additional two-week extension (totaling thirty 7 days) would be granted if needed. 8 7. On or about June 8, 2023, my office contacted Cross-Complainants’ to request an 9 additional two-week extension to respond to discovery, as Attorney Zakaria had promised to do. 10 However, Cross-Complainants’ counsel now refused to grant the additional two-week extension, as 11 promised, and sought to piecemeal CHUGH’s deadline(s) to respond to discovery. Disappointed by 12 Cross-Complainants’ apparent about-face and refusal to work with our office (despite the fact that we 13 had only recently been retained as counsel), my office confirmed that CHUGH’s responses to Form 14 Interrogatories (General) (Set Two) and to Requests for Admissions (Set Two) would be due on June 15 16, 2023. A true and correct copy of email correspondence between Attorney Kathleen Strickland of 16 Ropers Majeski PC and my office is attached hereto as Exhibit “D.” 17 8. On or about June 16, 2023, after mutually agreed upon extensions between counsel for 18 CAMPANILE and Cross-Defendant CHUGH, Cross-Defendant served its responses to Defendant’s 19 Form Interrogatories (General) (Set Two) and Requests for Admissions (Set Two). Due to Cross- 20 Complainants’ gamesmanship and stonewalling in connection with our reasonable requests for 21 additional time to respond to discovery, my office had no choice but to provide responses consisting 22 of objections in efforts to meet and confer further. A true and correct copy of Cross-Defendant 23 CHUGH’s responses to Form Interrogatories (General) (Set Two) is attached hereto as Exhibit “E.” 24 A true and correct copy of Cross-Defendant CHUGH’s responses to Requests for Admissions (Set 25 Two) is attached hereto as Exhibit “F.” 26 9. On or about June 22, 2023, I emailed Attorney Strickland detailing the history of my 27 office’s requests for additional time to respond to discovery, Cross-Complainants’ representations 28 that additional extensions would be granted if needed, and Cross-Complainants’ later refusal to grant -3- DECLARATION OF RYAN A. GONZALES 1 additional time as they had previously represented. A true and correct copy of email correspondence 2 between myself and Attorney Strickland is attached hereto as Exhibit “G.” 3 10. On or about June 24, 2023, Attorney Zakaria sent a four-page meet and confer letter 4 regarding CHUGH’s responses to Form Interrogatories – General (Set Two), Requests for 5 Admissions (Set Two), and Requests for Production of Documents (Set Three). A true and correct 6 copy of Attorney Zakaria’s meet and confer letter is attached hereto as Exhibit “H.” 7 11. On or about June 27, 2023, my office and Attorney Zakaria participated in a meet and 8 confer teleconference regarding (1) Cross-Complainants’ Request for the CPQ Client File and 9 Invoices; and (2) CHUGH’s responses to Form Interrogatories – General (Set Two), Requests for 10 Admissions (Set Two), and Requests for Production of Documents (Set Three). A true and correct 11 copy of an email from Attorney Nicole Soma of my office to Cross-Complainants’ counsel is attached 12 hereto as Exhibit “I.” 13 12. On or about June 29, 2023, Attorney Nicole Soma of my office emailed Cross- 14 Complainants’ counsel again to confirm that CHUGH would be supplementing its responses to Form 15 Interrogatories – General (Set Two), Requests for Admissions (Set Two), and Requests for Production 16 of Documents (Set Two); producing CPQ’s client file; and CHUGH LLP’s invoices pertaining to 17 CPQ. In the same email, Attorney Soma informed Cross-Complainants’ counsel that CHUGH’s 18 document production and the CPQ Client File contain confidential and privileged attorney-client 19 communications, sensitive information, and attorney work product, and requested that Cross- 20 Complainants enter into a Stipulation and Protective Order to protect said documents. A true and 21 correct copy of Attorney Soma’s email is attached hereto as Exhibit “J.” 22 13. From approximately June 29, 2023 to July 19, 2023, my office continued to attempt 23 to meet and confer with Cross-Complainants’ counsel regarding CHUGH’s responses to Requests for 24 Production of Documents (Set Three) and the CPQ Client File. Cross-Complainants refused to meet 25 and confer with my office in good faith, repeatedly set unilateral deadlines for CHUGH to serve 26 supplemental responses and then retracted said deadlines, and constantly berated my office for 27 requesting the Parties enter into a Stipulation and Protective Order to protect CPQ’s confidential client 28 information. True and correct copies of email correspondence between my office and counsel for -4- DECLARATION OF RYAN A. GONZALES 1 Cross-Complainants on this issue are attached hereto as Exhibits “K” and “L.” 2 14. Unfortunately, Cross-Complainants refused to enter into a Stipulation and Protective 3 Order to protect the confidential and privileged attorney-client communications, sensitive 4 information, and attorney work product contained in CPQ’s Client File and CHUGH’s document 5 production. As such, my office had no choice but to continue to assert objections on the basis of 6 attorney-client privilege and attorney work product, withhold the privileged documents and 7 information, and prepare a privilege log. 8 15. Ultimately, because we were unable to resolve the foregoing discovery issues 9 informally, Cross-Complainants and CHUGH agreed to submit to an Informal Discovery Conference, 10 scheduled for September 11, 2023. 11 16. On or about July 14, 2023, my office served CHUGH’s Further Supplemental 12 Responses to Form Interrogatories, General, (Set Two) and CHUGH’s Supplemental Responses to 13 Requests for Admissions (Set Two). A true and correct copy of CHUGH’s Further Supplemental 14 Responses to Form Interrogatories and CHUGH’s Supplemental Responses to Requests of 15 Admissions, dated July 14, 2023 are attached hereto as Exhibit “M” and Exhibit “N,” respectively. 16 17. On or about July 21, 2023, my office served a Privilege Log identifying documents 17 that were withheld from CHUGH’s document production on the basis of attorney-client 18 communications between CPQ and CHUGH and between HISSARIA and CHUGH, and attorney 19 work product. A true and correct copy of the Privilege Log, dated July 21, 2023 is attached hereto as 20 Exhibit “O.” 21 18. Also on or about July 21, 2023, my office produced CPQ’s Confidential Client File to 22 CPQ only, to preserve the attorney-client privilege between CHUGH and its former client, CPQ. The 23 documents produced to CPQ are Bates numbered TCF000009-TCF00485 and identified on the 24 Privilege Log. (See Exhibit “O.”) 25 19. On or about July 19, 2023, Attorney Zakaria sent another meet and confer 26 correspondence regarding CHUGH’s responses to Requests for Admissions (Set Two) and to Form 27 Interrogatories (Set Two). In the meet and confer letter, Attorney Zakaria continued to demand that 28 CHUGH produce information derived from CHUGH’s client files, legal case files, etc. A true and -5- DECLARATION OF RYAN A. GONZALES 1 correct copy of Attorney Zakaria’s July 19, 2023 meet and confer letter is attached hereto as Exhibit 2 “P.” 3 20. On or about August 31, 2023, CHUGH served further supplemental responses to 4 Requests for Admissions (Set Two) and further supplemental responses to Form Interrogatories, 5 General (Set Two). A true and correct copy of CHUGH’s Further Supplemental Responses to 6 Requests for Admissions and Further Supplemental Responses to Form Interrogatories, dated August 7 31, 2023, are attached hereto as Exhibit “Q” and Exhibit “R,” respectively. 8 21. On or about September 11, 2023, my office and Cross-Complainants’ counsel 9 participated in an Informal Discovery Conference before Judge Nancy L. Fineman. At the IDC, the 10 Parties were unable to resolve the foregoing discovery issues and were ordered to further meet and 11 confer regarding same. A true and correct copy of the Court’s Minute Order dated September 11, 12 2023 is attached hereto as Exhibit “S.” 13 22. After the September 11, 2023 IDC, my office and Cross-Complainants’ counsel 14 continued to meet and confer regarding CHUGH’s responses to Requests for Admissions (Set Two) 15 and Form Interrogatories (Set Two). 16 23. On or about September 15, 2023, pursuant to the Court’s Order at the IDC, I met and 17 conferred telephonically with Attorney Zakaria regarding CHUGH’s discovery responses. On or 18 about September 18, 2023, Attorney Zakaria sent another meet and confer letter discussing the 19 substance of our teleconference. With respect to CHUGH’s responses to Requests for Admissions 20 (Set Two) and Form Interrogatories (Set Two), Attorney Zakaria’s remaining issues concerned the 21 Privilege Log, and requested that CHUGH provide an amended Privilege Log with further 22 information. A true and correct copy of Attorney Zakaria’s meet and confer letter is attached hereto 23 as Exhibit “T.” 24 24. On or about September 20, 2023, I responded to Cross-Complainants’ meet and confer 25 letter, dated September 18, 2023, disagreeing with Cross-Complainants’ contentions regarding 26 CHUGH’s further supplemental responses to Requests for Admissions (Set Two) and Form 27 Interrogatories (Set Two). I advised Cross-Complainants that they may move forward with their 28 motions to compel responses. After that, Cross-Complainants did not make any further efforts to meet -6- DECLARATION OF RYAN A. GONZALES 1 and confer with my office regarding CHUGH’s further supplemental responses to Requests for 2 Admissions (Set Two) and Form Interrogatories (Set Two). 3 25. On or about October 13, 2023, CHUGH served an Amended Privilege Log which 4 identified the Bates Nos. of the documents withheld from CHUGH’s document production and further 5 clarification as to the privilege asserted. A true and correct copy of the Amended Privilege Log is 6 attached hereto as Exhibit “U.” 7 26. On or about October 26, 2023, Cross-Complainants filed the instant Motions to 8 Compel Further Responses to Requests for Admissions (Set Two) and Further Responses to Form 9 Interrogatories (General) (Set Two), along with corresponding Requests for Monetary Sanctions. 10 27. On or about February 4, 2019, Chugh LLP and NITESH HISSARIA entered into an 11 Attorney-Client Fee Agreement. (See Amended Privilege Log.) 12 28. My office has spent considerable time in connection with preparing Cross-Defendants’ 13 Opposition to the instant Motions to Compel Further Responses to Form Interrogatories and Requests 14 for Admissions as follows: 15 a. Motion to Compel Further Responses to Form Interrogatories (Set Two): 16 Approximately 10.5 hours drafting the instant Opposition and Points & Authorities, Cross- 17 Defendants’ Response to Separate Statement in Support of Motion to Compel, preparing this 18 Declaration and compiling the exhibits thereto, and conducting related legal research, at a rate of 19 $350.00 per hour; 10.5 x $350= $3,675.00; 20 b. Motion to Compel Further Responses to Requests for Admissions (Set 21 Two): Approximately 12.5 hours drafting the instant Opposition and Points & Authorities, Cross- 22 Defendants’ Response to Separate Statement in Support of Motion to Compel, preparing this 23 Declaration and compiling the exhibits thereto, and conducting related legal research, at a rate of 24 $350.00 per hour; 12.5 x $350 = $4,375.00; 25 c. Approximately 2 hours preparing for and appearing at the hearing on the 26 Motions to Compel, at a rate of $3,675.00 per hour; 2.0 x $350 = $700.00. 27 Therefore, I estimate the TOTAL fees in bringing these oppositions to be: 28 /// -7- DECLARATION OF RYAN A. GONZALES 1 1. Opposition to Motion to Compel Further Responses to Form Interrogatories (Set 2 Two): 3 $3,675.00 + (1/2)($700) = $4,025.00 4 2. Opposition to Motion to Compel Further Responses to Requests for Admissions (Set 5 Two): 6 $4,375.00 + (1/2)($700) = $4,725.00 7 I declare under penalty of perjury under the laws of the State of California that the foregoing 8 is true and correct. 9 Executed on this 22nd day of January, 2024, at Costa Mesa, California 10 /s/ Ryan A. Gonzales / 11 RYAN A. GONZALES, ESQ. 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 -8- DECLARATION OF RYAN A. GONZALES EXHIBIT A EXHIBIT B 1 KATHLEEN STRICKLAND (SBN 64816) STEVEN G. POLARD (SBN 90319) 2 FARID ZAKARIA (SBN 280283) ROPERS MAJESKI PC 3 535 Middlefield Road, Suite 245 Menlo Park, CA 94025 4 Telephone: 650.364.8200 Facsimile: 650.780.1701 5 Email: kathleen.strickland@ropers.com steven.polard@ropers,com 6 farid.zakaria@ropers.com 7 Attorneys for Defendants CPQ SOLUTIONS LLC and CHRISTOPHER CAMPANILE and Cross- 8 Complainants CHRISTOPHER CAMPANILE and DAVID ESPIE, each individually, and each 9 derivatively on behalf of CPQ Solutions, LLC A Professional Corporation 10 11 SUPERIOR COURT OF THE STATE OF CALIFORNIA Menlo Park 12 COUNTY OF SAN MATEO 13 14 BANK OF AMERICA, N.A., a national Case No. 19-CIV-04630 association, 15 SECOND AMENDED CROSS- Plaintiff, COMPLAINT 16 v. 1. Breach of Contract 17 2. Breach of Contract CPQ SOLUTIONS, LLC, a Delaware Limited 3. Breach of Covenant of Good Faith and 18 Liability Company; CHRISTOPHER Fair Dealing CAMPANILE, an individual; NITESH 4. Gross Negligence 19 HISSARIA, an individual; DOES 1-100, 5. Commercial Code section 11102-11507 inclusive, 6. Indemnity 20 7. Fraudulent or Voidable Transfer Defendants 8. Fraudulent or Voidable Transfer 21 9. Breach of Fiduciary Duty _____________________________________ 10. Aiding and Abetting Breach of 22 CHRISTOPHER CAMPANILE, an individual, Fiduciary Duty and derivatively on behalf of CPQ 11. Corporate Waste 23 SOLUTIONS, LLC, a Delaware limited liability 12. Aiding and Abetting Corporate company; DAVID ESPIE, individually, and Waste 24 derivatively on behalf of CPQ SOLUTIONS, 13. Conversion LLC, a Delaware limited liability company, 14. Aiding and Abetting Conversion 25 15. Unjust Enrichment Cross-Complainants, 16. Breach of Fiduciary Duty 26 17. Professional Negligence v. 18. Negligence 27 19. Negligent Hiring and Supervision NITESH HISSARIA, an individual; THE 20. Implied Contractual Indemnity 28 CHUGH FIRM, PC, a California professional 21. Equitable Indemnity SECOND AMENDED CROSS-COMPLAINT 1 corporation; CHUGH, LLP, a California limited 22. Intentional Misrepresentation liability partnership; NAVNEET CHUGH, an 23, Negligent Misrepresentation 2 individual; DEVSUMI REPUBLIC, LLC, a 24. Conversion California limited liability company; DIGITIZE 3 SOLUTIONS, LLC, a Nevada limited liability company; GUANQIONG WU, an individual; Action filed: August 9, 2019 4 AMISEQ, INC., a Delaware corporation; HORIZON CONSULTING, INC., a 5 Washington corporation, a California Corporation; BANK OF AMERICA, a national 6 association, and ROES 1-20, 7 Cross-Defendants, 8 and CPQ SOLUTIONS, LLC, a Delaware 9 limited liability company, as Nominal Cross- Defendant. A Professional Corporation 10 Menlo Park ` 11 12 13 COME NOW Christopher Campanile, individually, and derivatively on behalf of CPQ 14 Solutions LLC, and David Espie individually, and also derivatively, on behalf of CPQ Solutions, 15 LLC (collectively, the “Cross-Complainants”), who now by and through their undersigned 16 attorneys, and, allege as follows: 17 I. PARTIES 18 1. At all relevant times, Cross-Complainant and Nominal Cross-Defendant CPQ 19 Solutions, LLC (“CPQ”) was and is a Delaware limited liability company, with its principal place 20 of business in San Carlos, California, and is registered with the California Secretary of State as a 21 foreign entity. 22 2. At all relevant times, Cross-Complainant Christopher Campanile (“Campanile”) 23 was and is an individual residing in San Mateo County, California, who had and has a 24 membership ownership interest in CPQ and was and is the managing member of CPQ. 25 3. At all relevant times, Cross-Complainant David Espie (“Espie) was and is an 26 individual residing in Dane County, Wisconsin and who had and has a membership ownership 27 interest in CPQ. CPQ, Campanile, and Espie are hereinafter referred to as “Cross-Complainants.” 28 -2- SECOND AMENDED CROSS-COMPLAINT 1 4. At all relevant times, Cross-Defendant Nitesh Hissaria (“Hissaria”) was an 2 individual, a citizen of the country of India, residing in California on an H1B visa, and who had a 3 purported membership ownership interest in Cross-Complainant CPQ. 4 5. At all relevant times, Bank of America, was and is a national association with its 5 principal place of business in Charlotte, North Carolina, with many offices and branches and doing 6 business in California, and through the years of 2012 to the present housed the financial accounts 7 of Cross-Complainant CPQ, the personal checking account of Cross-Defendant Nitesh Hissaria, 8 and the corporate bank accounts of Hissaria’s other business enterprises, including but not limited 9 to DevSumi Republic LLC, and on information and belief, Digitize Solutions LLC. . A Professional Corporation 10 6. At all relevant times, on information and belief, Cross-Defendant Navneet Singh Menlo Park ` 11 Chugh (“Chugh”) was and is an attorney-at-law residing in and with his principal place of 12 business in the County of Los Angeles, State of California, who, along with Kirti Kalra, an 13 attorney-at-law, worked at cross-defendant law firm, The Chugh Firm, PC, a California 14 professional corporation, and Chugh LLP, a California limited liability partnership (collectively, 15 “Chugh”). In 2018, Chugh entered into an attorney-client relationship with CPQ through Cross– 16 Complainant Campanile, becoming legal counsel for CPQ. 17 7. At all relevant times, cross-defendant The Chugh Firm PC, was and is a California 18 professional corporation having its principal place of business in Cerritos, California. 19 8. At all relevant times, cross-defendant Chugh LLP, was and is a California limited 20 liability partnership having its principal place of business in Cerritos, California. 21 9. At all relevant times, on information and belief, cross-defendant DevSumi 22 Republic LLC was and is a California limited liability company (“DevSumi”) owned and/or 23 controlled by Hissaria having its principal place of business in Belmont, California. 24 10. At all relevant times, on information and belief, cross-defendant Guanqiong Wu 25 (“Wu”) was and is an individual residing in the County of San Mateo, State of California. 26 11. At all relevant times, on information and belief, cross-defendant Digitize Solutions 27 LLC was and is a Nevada limited liability company having its principal place of business in San 28 -3- SECOND AMENDED CROSS-COMPLAINT 1 Jose, California, and its principal agent is Guangiong Wu. On or around January 31, 2022, 2 Digitize Solutions LLC converted out of California and reorganized in Nevada. 3 12. At all relevant times, on information and belief, cross-defendant Amiseq Inc., was 4 and is a Delaware corporation having its principal place of business in Milpitas, California. 5 13. At all relevant times, on information and belief, cross-defendant Horizon 6 Consulting Inc., was and is a Washington corporation having its principal place of business in 7 Jersey City, NJ. 8 II. GENERAL ALLEGATIONS AS TO ALL CROSS-DEFENDANTS, EXCEPT BANK OF AMERICA 9 14. At all relevant times, Chugh was counsel for CPQ and Campanile, but not for A Professional Corporation 10 Hissaria as claimed by Chugh. Chugh, assisted Hissaria in the wrongful acts against CPQ and the Menlo Park ` 11 other Cross-Complainants as alleged below during and after the time that he represented Cross- 12 Complainants. 13 15. Cross-Complainants are informed and believe, and based thereon allege, that at all 14 times relevant herein, Cross-Defendants (except Bank of America and Chugh LLP, Navneet 15 Chugh, and the Chugh Firm PC), and each of them, were acting as the agent, servant, employee, 16 subsidiary, joint venturer, affiliate, partner, assignee, successor-in-interest, alter ego, or other 17 representative of each other, and were acting within the course and cope of the agency, servitude, 18 employment, subsidy, joint venture, affiliation, partnership, assignment, succession, alter ego, 19 and/or representation, with the full knowledge, consent, permission, authorization and ratification, 20 either express or implied, of each of the other cross-defendants in performing the acts alleged 21 herein. 22 16. Cross-Complainants are informed and believe and based thereon allege, that all 23 times relevant herein, Cross-Defendants, and each of them, participated as a member of a 24 conspiracy in furtherance of the wrongful acts and omissions alleged in this Cross-Complaint, 25 and/or aided and abetted one another in furtherance of the schemes alleged herein, or assisted one 26 another in carrying out the purpose of the conspiracy, all in violation of California law. Each of 27 the Cross-Defendants acted both individually and in concert with the other Cross-Defendants with 28 -4- SECOND AMENDED CROSS-COMPLAINT 1 full knowledge of their respective wrongful conduct. As such, the Cross-Defendants, and each of 2 them conspired together, building upon each other’s wrongdoing, in order to accomplish the acts 3 and omissions complained of herein. Cross-Defendants are individually sued as principals, 4 participants, and/or aiders or abettors in the wrongful conduct complained of, and the liability of 5 each arises from the fact that each has engaged in all or part of the improper acts, schemes, plans, 6 conspiracies or transactions complained of herein. 7 17. Numerous individuals and separate entities, currently sued as Roes 1 through 20, 8 have actively participated during the course of and in furtherance of the wrongdoing alleged and 9 complained of herein. The individual and entities acted pursuant to agreement and in concert A Professional Corporation 10 with each of the other Cross-Defendants in this action, whether specifically identified by name or Menlo Park ` 11 whether sued under a fictitious name. Each has also acted as an agent for the principals, in order 12 to advance the objectives of the conspiracy. 13 18. Cross-Complainants are presently ignorant of the true names and capacities of 14 Cross-Defendants sued as Roes 1 through 20, inclusive, and therefore sue these Cross-Defendants 15 by such fictitious names and capacities pursuant to Cal. Code of Civ. Proc. Section 474. 16 19. Cross-Complainants are informed and believe, and on this basis allege, that each 17 fictitiously named Cross-Defendant is responsible in some manner of the alleged acts and failures 18 to act, and that Cross-Complainants’ damages were legally and proximately caused by the 19 conduct of each such Cross-Defendant. Cross-Complainants will seek leave of the Court to 20 amend this Cross-Complaint to allege the true identifies of these fictitiously named Cross- 21 Defendants, once their named and capacities are ascertained. Cross-Complainants will also seek 22 leave of the Court to amend this Cross-Complaint to allege with further specificity the manner in 23 which each fictitiously named Cross-Defendant is responsible for the damages sustained by 24 Cross-Complainants. 25 20. Cross-Complainants are informed and believe and thereon allege that each 26 individual or entity cross-defendant named herein, with the exception of Chugh, Amiseq, Inc., 27 and Horizon Consulting, Inc, is the alter ego of one or more named or fictitious cross-defendants. 28 In connection therewith, Cross-Complainants are informed and believe and thereon allege that -5- SECOND AMENDED CROSS-COMPLAINT 1 such entity cross-defendants and their real or beneficial owners have failed to properly structure, 2 operate, capitalize, and manage the entity cross-defendants, have used the funds for such entity 3 cross-defendants for personal or other purposes unrelated to the lawful operation of the entity 4 cross-defendants and have abused the structure and purpose of the entity cross-defendants for 5 personal gain. Recognition of the entity cross-defendants as legitimate and lawful entities by this 6 Court would constitute an injustice and violate equitable principles applicable to the structure, 7 ownership and operation of such entities. 8 21. Campanile, as managing member of CPQ, and Espie, as member of CPQ, each 9 bring this suit derivatively on behalf of nominal cross-defendant CPQ, where a demand on CPQ A Professional Corporation 10 to pursue its claims at present appears futile, including even if the purported and fraudulently Menlo Park ` 11 obtained membership interests of Hissaria are void ab initio and/or rescinded. 12 22. In addition, and alternatively, CPQ has by its managing member Campanile, 13 conditionally assigned its rights to pursue all claims in trust for the benefit of CPQ, and/or 14 individually to the extent such claims belong to CPQ only, to Campanile and Espie individually. 15 III. GENERAL ALLEGATIONS AS TO CROSS-DEFENDANT BANK OF AMERICA 16 23. On information and belief, Cross-Complainant CPQ opened a business bank 17 account in 2012 with Cross-Defendant Bank of America. Said bank account was assigned the 18 number ending in 5315 (“the CPQ Checking Account”). 19 24. CPQ and Bank of America’s relationship as it pertained to the CPQ Checking 20 Account was governed by at least one Deposit Agreement with each Deposit Agreement that 21 might be relevant unilaterally written, applied, and known by Bank of America. 22 25. The pertinent Deposit Agreement(s) provide that Bank of America is not required 23 to make payments from an account to any person claiming an interest in any funds in the account 24 if Bank of America has actual knowledge of a bona fide dispute concerning rights to the account 25 or if Bank of America is uncertain as to who is entitled to the account funds. 26 26. The pertinent Deposit Agreement(s) further provide that in the event of conflicting 27 demands or disputes with regard to an account, Bank of America may take various actions, 28 including, among others, freezing all or part the funds present in an account until the dispute is -6- SECOND AMENDED CROSS-COMPLAINT 1 resolved to Bank of America’s satisfaction, paying the funds into an appropriate court for 2 resolution, or refusing to disburse any funds present in the account until a later time. 3 27. The pertinent Deposit Agreement(s) further provide that in the event the account 4 may be subject to irregular, unauthorized, fraudulent or illegal activity, Bank of America may 5 freeze the funds present in the account until such time as Bank of America has completed an 6 investigation of the account and related transactions. 7 28. Cross-Defendant Hissaria, as part of his fraud upon the United States Citizenship 8 and Immigration Services and on Cross-Complainants, secured his position as an authorized 9 signer on the CPQ Checking Account. A Professional Corporation 10 29. Cross-Complainant CPQ executed a Line of Credit Agreement (Secured) (“Line of Menlo Park ` 11 Credit Agreement”) on or about April 9, 2018, a true and correct redacted copy of which is 12 attached hereto as Exhibit “A”. 13 30. Pursuant to the Line of Credit Agreement, Cross-Defendant Bank of America 14 agreed to provide a revolving line of credit of up to $500,000 to CPQ (“Line of Credit”). 15 31. The Line of Credit Agreement provides that the owner of the Line of Credit is 16 CPQ. The signers to that Line of Credit Agreement with the Bank were Nitesh Hissaria and 17 Christopher Campanile. 18 32. The Line of Credit Agreement provides that “For purposes of preventing fraud or 19 protecting the security of the Borrower or the security of the Bank, credit availability or other 20 transactions on the Line of Credit may be blocked or restricted.” 21 33. The Line of Credit Agreement provides that “The Bank may rely on the 22 instructions from an Authorized Representative, or someone the Bank reasonably believes to be 23 an Authorized Representative.” 24 34. The Line of Credit Agreement provides that proceeds of the Line of Credit must be 25 used only for business purposes. 26 35. The Line of Credit Agreement provides that proceeds of the Line of Credit may 27 not be used to engage in any transaction that is illegal, which includes engaging in wrongful 28 conduct that materially and adversely affects the activities of CPQ. -7- SECOND AMENDED CROSS-COMPLAINT 1 IV. GENERAL ALLEGATIONS AS TO ALL CROSS-DEFENDANTS 2 36. Between April 2018 and March 2019, Cross-Defendant Hissaria fraudulently 3 transferred, converted, and embezzled the sum of at least $2,415,790.70 from the CPQ Checking 4 Account and from the Line of Credit to his personal checking bank account, held by Bank of 5 America, which the account number ending in #0186, or to his personal savings bank account, 6 also held by Bank of America, which had the account number ending in #7711 (collectively, 7 “Hissaria Personal Accounts”) or to other bank accounts owned or controlled by him, including 8 the bank account of Cross-Defendant DevSumi Republic LLC, held at Bank of America, which 9 had the account number ending in ‘5591 (“DevSumi Account”) and the bank account of Cross- A Professional Corporation 10 Defendant Digitize Solutions LLC, held at Bank of America, or on information and belief, bank accounts owned or controlled by third parties, including Cross-Defendants, or to Cross- Menlo Park ` 11 12 Defendants Amiseq, Inc., Horizon Consulting, Inc., and The Chugh Firm PC. 13 37. Specifically, inter alia, Cross-Defendant Hissaria, in addition to embezzling 14 money from CPQ to transfer that money to either his personal accounts at Cross-Defendant Bank 15 of America or to his other business accounts also at Cross-Defendant Bank of America, namely 16 DevSumi Republic LLC and Digitize Solutions LLC, also fraudulently transferred the sum of 17 $203,937.500 from the CPQ Checking Account as a retainer payment to hire Chugh, to represent 18 his interests even though Chugh as of 2018 had already been representing CPQ through 19 Campanile, CPQ’s Managing Member. Additionally, Hissaria instructed Chugh to later return the 20 unspent retainer funds to Hissaria himself, even though the funds belonged at all times to CPQ 21 and Hissaria’s acts were against the interests of CPQ, the client of Chugh. Chugh complied and 22 later in 2019 returned said sums not to CPQ, their client, but to Hissaria personally. 23 38. During April 2018 through April 2019, Cross-Defendant Hissaria, without the 24 knowledge of Cross-Complainants CPQ and its members Campanile and Espie, proceeded, aided 25 and abetted by Cross-Defendant Bank of America, made the following fraudulent transfers: 26 - He fraudulently transferred at least $209,280.00 from the CPQ Checking Account to 27 CPQ Solutions, Private Limited, an India chartered corporation; 28 -8- SECOND AMENDED CROSS-COMPLAINT 1 - He fraudulently transferred at least $46,273.20 from the CPQ Checking Account to 2 cross-defendant Horizon Consulting, Inc.; 3 - He fraudulently transferred at leas