IN THE UNITED STATES BANKRUPTCY COURT

FOR THE EASTER DISTRICT OF VIRGINIA

Alexandria Division

In re: * 

 

YEON HEE BURGOS * BANRKUPTCY NO. 16-12949-RGM

 

Debtor * CHAPTER 7

YING YU XUAN *

Plaintiff * Adv. Pro No. 

v. *

YEON HEE BURGOS *

& *

JIN YOUNG KIM *

Defendants *

COMPLAINT

INTRODUCTION

1. This is an action brought by Plaintiff to 1) determine the dischargeability of the 

debt owed by Defendant Yeon Hee Burgos to Plaintiff Ying Yu Xuan and 2) seek a declaratory 

judgment rendering void the sale of a business from Defendant Yeon Hee Burgos to Defendant Jin 

Young Kim.

JURISDICTION AND VENUE

2. This is a core proceeding as defined by 28 U.S.C. § 157, and this is a matter 

arising in a case under Title 11.

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3. This Court has proper subject matter jurisdiction pursuant to 28 U.S.C. § 157(b)

and § 1334.

4. Jurisdiction is conferred on this Court by 15 U.S.C. § 1640(e) and 28 U.S.C. 

§§1331 and 1337.

5. Venue lies in this District pursuant to 28 U.S.C. § 1391(b).

PARTIES

6. Plaintiff Ying Yu Xuan (“Plaintiff”) is a creditor in the underlying Chapter 7

bankruptcy case.

7. Defendant Yeon Hee Burgos is the debtor in the underlying Chapter 7 bankruptcy 

case.

8. Defendant Jin Young Kim a natural person residing in the Commonwealth of 

Virginia.

FACTUAL ALLEGATIONS

9. The Debtor filed under Chapter 7 of the United States Bankruptcy Code on March 

11, 2016. 

10. On or about February 3, 2014, Plaintiff and Defendant entered into a “CoInvestment and Operation Agreement” (the “Agreement”) in order to begin a massage business

(the “Business”). A copy of this document is attached as Exhibit A. 

11. As part of the Agreement, each party was to contribute $50,000.00; Plaintiff’s 

contribution comprised of $30,000.00 in the form of cash, and $20,000.00 in the form of a loan to 

Defendant. 

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12. When the parties began the business, they had taken over the lease of an existing 

tenant, Rich Therapy, Inc, whose lease ended in October 2015. 

13. Neither party signed on to that existing lease, so they were to sign a new lease with 

the Landlord, Shabir Moosvi. 

14. At some point thereafter, while Plaintiff was away completing her massage 

certification requirements, Defendant sold the Business to Defendant Jin Young Kim, without 

Plaintiff’s consent. 

15. Defendant realized approximately thirty four thousand dollars (USD $34,000.00) 

from this sale. A copy of the sales agreement is attached as Exhibit B.

16. Prior to the sale, Defendant Jin Young Kim knew that Plaintiff owned a 50% share 

of the Business, and that she had not agreed to the sale of the Business.

17. At a later date, Plaintiff attempted to enter the Business and Defendant Jin Young 

Kim called the police and had Plaintiff escorted from the premises.

18. Defendant Yeon Hee Burgos has refused to give Plaintiff her share of the proceeds

of the sale.

19. Defendant Jin Young Kim has refused to acknowledge that Plaintiff still has an 

ownership interest in the Business.

COUNT I. DETERMINATION OF NONDISCHARGEABILITY AS TO 

DEFENDANT YEON HEE BURGOS

20. Plaintiff repeats and re-alleges the preceding paragraphs as though more fully set

forth herein.

21. The Virginia Uniform Partnership Act governs as the parties’ business is designated 

a partnership by Va Code Ann. § 50-73.88.1.

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22. Defendant’s sale of the property without Plaintiff’s knowledge or consent, and her 

refusal to turn over the proceeds is a breach of her fiduciary duty of care and loyalty to Plaintiff, 

as defined by Va Code Ann. § 50-73.102. 

23. Accordingly, Defendant’s financial obligation to Plaintiff should be considered 

non-dischargeable pursuant 11 USC 523(a)(4).

24. Additionally, Defendant’s refusal to pay Plaintiff her share of the proceeds makes 

the former liable for punitive damages. See PGI, INC. v. Rathe Productions, Inc., 576 S.E.2d 438, 

444 (Va., 2003).

WHEREFORE, Plaintiff prays that judgment be entered against Defendant Yeon Hee 

Burgos:

a) For a determination that Defendant owes Plaintiff a nondischargeable debt of 

$17,000.00; or alternatively, a declaratory order that the sale of the business was void;

b) For an award of punitive damages in an amount to be determined by this Court;

c) For an award of costs of litigation and reasonable attorney’s fees against 

Defendants, and for Plaintiff; and

d) For such other and further relief as this Court deems necessary and proper.

COUNT II. DECLARATORY JUDGMENT THAT THE SALE OF THE BUSINESS IS 

VOID

25. Plaintiff repeats and re-alleges the preceding paragraphs as though more fully set

forth herein.

26. At the time of the sale of the Business, Defendant Yeon Hee Burgos only possessed 

a 50% ownership interest.

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27. Accordingly, Defendant Burgos’s purported sale of the Business is void as she 

could not convey what she did not own.

WHEREFORE, Plaintiff prays of this Court for the following relief 

a) A declaratory judgment the sale of the Business is void, or in the alternative that 

Defendant Jin Young Kim only purchased Defendant Yeon Hee Burgos’s 50% share of the 

Business.

b) An Order requiring Defendant Jin Young Kim provide an accounting for the Business 

from November 2015 to present.

c) For such other and further relief as this Court deems necessary and proper.

Respectfully submitted this 5

th day of December, 2016,

/s/ Jeremy C. Huang

Jeremy C. Huang, VSB 76861

WOEHRLE DAHLBERG JONES YAO, PLLC

10615 Judicial Dr., Suite 102

Fairfax, VA 22030

(T) 703-755-0214 / (F) 571-285-0065

jhuang@lawfirmvirginia.com

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