Filed 8/15/22 Yun v. Hong CA2/3

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California Rules of Court, rule 8.1115(a), prohibits courts and parties from citing or relying on 

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IN THE COURT OF APPEAL OF THE STATE OF CALIFORNIA

SECOND APPELLATE DISTRICT

DIVISION THREE

SOK HUN YUN et al.,

Plaintiffs and Appellants,

v.

CHRIS YONG HONG et al.,

Defendants and Respondents.

B314201

(Los Angeles County

Super. Ct. No. 20STCV09255)

APPEAL from a judgment of the Superior Court of 

Los Angeles County, Michael L. Stern, Judge. 

Affirmed in part and reversed in part with directions.

Mark Waecker for Plaintiffs and Appellants.

Lee & Associates, Yong Bom Lee and Hyong C. Kim for 

Defendant and Respondent Sang Ur.
2

Safarian Choi & Bolstad, David C. Bolstad and Christopher 

A. Johnson for Defendants and Respondents Chris Yong Hong, 

Jamie Park, Audrey Jung & Propent Real Estate, Inc.

Prindle, Goetz, Barnes & Reinholtz, Jack R. Reinholtz and 

Gopal S. Patel for Defendants and Respondents Eon Escrow, Inc. 

and Deborah Koh.

Law Offices of Alex Cha and Alex Cha for Defendant and 

Respondent NMSI, Inc.

Christopher G. Weston, in pro. per., for Defendant and 

Respondent.

 ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳ ̳

This case arises out of an alleged fraudulent transfer of real

property. In prior litigation, plaintiffs Sok Hun Yun and Sung 

Yun Ahn (plaintiffs) obtained a verdict of nearly $5.5 million 

against defendants Bae Guen Song and Jung Sook Song (the 

Songs). Before a judgment was entered in that case, the Songs 

allegedly sold their sole asset, a parcel of real property located in 

Los Angeles, California, in a private sale and transferred the 

proceeds of the sale to bank accounts in South Korea. When 

plaintiffs learned of the sale, they sued the Songs, the Songs’

attorney, the buyers of the property, and individuals who assisted 

with the sale (the real estate agents, escrow agent, and lender) 

for fraudulent transfer, fraud, and quiet title. The Songs did not 

appear in that action, but the remaining defendants demurred, 

and the trial court sustained the demurrers without leave to 

amend. Plaintiffs have appealed from the resulting judgment of 

dismissal.

We reverse in significant part. As we discuss, although 

plaintiffs have not adequately pled fraud or quiet title, they have 
3

stated a claim for conspiracy to violate the Uniform Voidable 

Transfers Act, Civil Code1 section 3439 et seq., against the 

buyers, the Songs’ attorney, the real estate agents, and the 

escrow agent. We therefore will reverse as to those parties. 

Plaintiffs have not adequately stated a claim against the buyers’ 

lender, and thus we will affirm the judgment of dismissal as to 

the lender.

FACTUAL AND PROCEDURAL BACKGROUND

I. The personal injury action.

In 2017, Sok Hun Yun was severely injured on property 

owned by the Songs. Yun and his wife, Sung Yun Ahn, sued the 

Songs for personal injury (the personal injury action). The 

parties agreed to separately try liability and damages, and in 

September 2019, a jury found the Songs liable for plaintiffs’ 

injuries.

The damages portion of the trial was set to begin on 

November 15, 2019. However, on November 14, 2019, the Songs’ 

attorney, Christopher Weston, advised the court through an 

associate that he had suffered a heart attack and could not 

proceed as scheduled. The court twice continued the trial, to 

December 9, 2019, and then to January 14, 2020. Trial resumed 

in January 2020, and on January 16, 2020, the jury returned a 

verdict for plaintiffs of nearly $5.5 million. The trial court

subsequently entered a judgment for plaintiffs of more than 

$6 million.

1 All subsequent undesignated statutory references are to 

the Civil Code.
4

II. The fraudulent conveyance actions.

In November 2019, plaintiffs filed a fraudulent conveyance 

action against the Songs and others. That action (the first 

fraudulent conveyance action) alleged that after plaintiffs’ injury, 

the Songs fraudulently transferred a piece of real property (the 

Victoria Street property) to make it unavailable to creditors, 

including plaintiffs.

Plaintiffs filed the present action against the Songs and 

others on March 6, 2020 (the present action). The operative first 

amended complaint (FAC) alleges that after the jury returned a 

liability verdict in the personal injury action, the Songs began 

making efforts to secretly sell their sole remaining asset, a parcel 

of real property located at 1125 Third Avenue in Los Angeles (the

Third Avenue property or the property). The Songs privately 

listed the property and, on December 27, 2019, sold it to Chris 

Wong Hong and Jamie Park (the buyers) for $1.72 million, which 

was several hundreds of thousands of dollars less than the 

property was worth. The grant deed transferring the property to 

the buyers was recorded on January 6, 2020.

The FAC asserts four causes of action. The first cause of 

action, for fraudulent transfer against the Songs and the buyers, 

alleges that the Songs fraudulently transferred the property to 

the buyers in violation of section 3439 et seq., and the buyers are 

not bona fide purchasers for value because they purchased the 

property for less than its fair market value and knew or should 

have known about the underlying personal injury judgment. The 

second cause of action, for fraud against attorney Christopher 

Weston and Western Law Connection, Corp. (collectively, 

Weston), alleges that Weston intentionally mispresented his 

health condition to plaintiffs and the court, assisted the Songs in 
5

fraudulently marketing and selling the property, collected a 

portion of the sale proceeds, and falsely represented to the court

in January 2020 that the Songs still owned the property. The 

third cause of action, for fraud, is asserted against a variety of 

third parties alleged to have assisted with the sale and transfer 

of the property: Eon Escrow, Inc. and Deborah Koh (escrow 

agents); NMSI, Inc. (lender); Propent Real Estate, Inc., B&B 

Investment Properties, LLC, and Audrey Jung (buyers’ agent); 

and Sang Ur and Sang Ur Realty Company, Corp. (sellers’ agent)

(collectively, the real estate defendants).

2 The third cause of 

action alleges that each of the real estate defendants assisted in 

transferring the property, which transfer they knew or should 

have known was fraudulent. Finally, the fourth cause of action, 

for quiet title against the buyers, seeks a declaration that 

plaintiffs are entitled to possession of the property in partial 

satisfaction of their judgment.

III. Demurrers; present appeal.

The Songs did not file an answer to the FAC, and plaintiffs 

sought a default judgment against them.3 The remaining 

defendants demurred. As to the first and fourth causes of action, 

the buyers asserted that the FAC failed to state a claim against 

them for fraudulent conveyance because it did not allege that 

plaintiffs attempted to collect on the final judgment against the 

2 The FAC also named AMP Management Company (AMP) 

and Provident Title Company (Provident) as defendants. AMP 

and Provident appear not to have demurred to the FAC and are

not parties to this appeal.

3 The Songs are not parties to the present appeal.
6

Songs, that the Songs or the buyers knew or should have known 

that the property’s value would be less than the personal injury

judgment, or that the buyers conspired with the Songs. The 

buyers further asserted that plaintiffs lacked standing to assert a 

quiet title claim because the FAC did not allege that plaintiffs

held title to the property. As to the second and third causes of 

action, attorney Weston and the real estate defendants asserted 

that the fraud causes of action were not alleged with sufficient 

particularity, and Weston asserted that plaintiffs had failed to 

comply with the prefiling provisions of section 1714.10, which 

requires court leave to file a claim alleging a conspiracy between 

an attorney and a client.

Plaintiffs opposed the demurrers and sought leave to file a 

second amended complaint (SAC). Plaintiffs asserted that when 

they filed their original complaint in March 2020, they knew very 

little about the transfer of the property to the buyers, but they 

since had learned more through discovery “and are now prepared 

to address all the concerns raised by all Defendants in their 

Motions in a proposed Second Amended Complaint.” The 

proposed SAC alleged just two causes of action: (1) fraudulent 

conveyance against the Songs, the buyers, Weston, and the real 

estate defendants; and (2) quiet title against the buyers and 

lender.

The trial court sustained the demurrers without leave to 

amend on June 15, 2021. As to the first cause of action 

(fraudulent conveyance), the court found that the only factual 

allegations against the buyers “are that [the buyers] bought the 

property and . . . asked for a loan. Plaintiffs have not alleged 

specific facts as to each defendant.” As to the second cause of 

action (fraud against attorney Weston), the court found that 
7

plaintiffs “emphasize in their pleadings and represented to the 

Court in oral arguments that this is a conspiracy case,” but failed 

comply with the pre-filing requirements of section 1714.10. As to 

the third cause of action (fraud against the real estate 

defendants), the court found that plaintiffs had not alleged 

specific factual allegations regarding each defendant. As to the 

fourth cause of action (quiet title), the court found that plaintiffs 

lacked standing to seek to quiet title. Finally, the court denied 

plaintiffs leave to amend, explaining that “there are no valid 

causes of action against these defendant parties. Even while 

proposing an amended complaint, plaintiffs have not sought leave 

of court to comply with . . . section 1714.10. The general 

allegation of a fraud conspiracy with multiple spokes all causing 

the wheel of conspiracy to be spinning is not presently 

sustainable nor is it likely to function for liability purposes.”

The court entered a judgment of dismissal as to the buyers, 

Weston, the buyers’ agent, and the Songs’ agent on June 15, 

2021. Plaintiffs timely appealed.

DISCUSSION

Plaintiffs contend the trial court erred by sustaining the 

demurrers because all of the claims were properly pled and the 

SAC corrected any defects in the FAC. As we discuss, we agree 

with plaintiffs in part.

I. Standard of review.

It is well established that a demurrer tests the legal 

sufficiency of a complaint. On appeal from a dismissal entered 

after an order sustaining a demurrer, “ ‘we review the order 

de novo, exercising our independent judgment about whether the 

[complaint] states a cause of action as a matter of law. 
8

[Citations.] We give the [complaint] a reasonable interpretation, 

reading it as a whole and viewing its parts in context. 

[Citations.] We deem to be true all material facts that were 

properly pled. [Citation.] We must also accept as true those facts 

that may be implied or inferred from those expressly alleged. 

[Citation.] We may also consider matters that may be judicially 

noticed, but do not accept contentions, deductions or conclusions 

of fact or law.’ ” (Simonyan v. Nationwide Ins. Co. of America

(2022) 78 Cal.App.5th 889, 896.) (Simonyan).)

“ ‘If the court sustained the demurrer without leave to 

amend, as here, we must decide whether there is a reasonable 

possibility the plaintiff could cure the defect with an amendment. 

[Citation.] If we find that an amendment could cure the defect, 

we conclude that the trial court abused its discretion and we 

reverse; if not, no abuse of discretion has occurred. [Citation.] 

The plaintiff has the burden of proving that an amendment 

would cure the defect.’ (Schifando v. City of Los Angeles (2003) 

31 Cal.4th 1074, 1081.)” (Simonyan, supra, 78 Cal.App.5th at 

p. 896.)

II. Fraudulent conveyance (first cause of action).

Plaintiffs’ first cause of action seeks to void the Songs’ 

transfer of the property to the buyers as a fraudulent transfer in 

violation of the Uniform Voidable Transactions Act (UVTA), 

section 3439 et seq.4 We conclude plaintiffs adequately stated a 

claim for a violation of the UVTA against the buyers, and thus 

4 The UVTA formerly was known as the Uniform Fraudulent 

Transfer Act. (See Nautilus, Inc. v. Yang (2017) 11 Cal.App.5th 

33, 36 & fn. 2.)
9

the trial court erred by sustaining the demurrer to the first cause 

of action.

The UVTA was intended “ ‘ “to prevent debtors from 

placing property which legitimately should be available for the 

satisfaction of demands of creditors beyond their reach . . . .” ’ 

[Citation.]” (Optional Capital, Inc. v. DAS Corp. (2014) 

222 Cal.App.4th 1388, 1401 (Optional Capital).) It provides that 

a transfer is voidable as to a creditor if the transfer was made

with actual or constructive fraudulent intent. Actual fraud, as 

defined in section 3439.04, subdivision (a)(1), is “actual intent to 

hinder, delay, or defraud any creditor of the debtor.” Constructive 

fraud, as defined in section 3439.04, subdivision (a)(2), requires a 

showing that the debtor did not receive “reasonably equivalent” 

value for the transfer, and the transfer was made when the 

debtor either “(A) [w]as engaged or was about to engage in a 

business or a transaction for which the remaining assets of the 

debtor were unreasonably small in relation to the business or 

transaction” or (B) the debtor “[i]ntended to incur, or believed or 

reasonably should have believed that the debtor would incur, 

debts beyond the debtor’s ability to pay as they became due.” 

Section 3439.04 has been construed to mean that a transfer is 

fraudulent if the provisions of either subdivision (a)(1) or

subdivision (a)(2) are satisfied. (Optional Capital, supra, 

222 Cal.App.4th at pp. 1401–1402; Monastra v. Konica Business 

Machines, U.S.A., Inc. (1996) 43 Cal.App.4th 1628, 1635; Lyons v. 

Security Pacific Nat. Bank (1995) 40 Cal.App.4th 1001, 1020.)

In determining actual intent under section 3439.04, 

subdivision (a)(1), “consideration may be given, among other 

factors, to any or all of the following:

“(1) Whether the transfer or obligation was to an insider.
10

“(2) Whether the debtor retained possession or control of 

the property transferred after the transfer.

“(3) Whether the transfer or obligation was disclosed or 

concealed.

“(4) Whether before the transfer was made or obligation 

was incurred, the debtor had been sued or threatened with suit.

“(5) Whether the transfer was of substantially all the 

debtor’s assets.

“(6) Whether the debtor absconded.

“(7) Whether the debtor removed or concealed assets.

“(8) Whether the value of the consideration received by 

the debtor was reasonably equivalent to the value of the asset 

transferred or the amount of the obligation incurred.

“(9) Whether the debtor was insolvent or became 

insolvent shortly after the transfer was made or the obligation 

was incurred.

“(10) Whether the transfer occurred shortly before or 

shortly after a substantial debt was incurred.

“(11) Whether the debtor transferred the essential assets 

of the business to a lienor that transferred the assets to an 

insider of the debtor.” (§ 3439.04, subd. (b).)

The FAC pleads actual fraud, alleging that the Songs 

“transferred the subject real property to [the buyers] with the

actual intent to hinder, delay, and/or defraud Plaintiffs in 

violation of [section] 3439 et seq.” (Italics added.) It further 

alleges five of the indicia of fraud specified in section 3439.04, 

subdivision (b)––namely, that the transfer was concealed (¶ 41 

[Songs “began their effort to secretly sell the subject real property 

with the aid and assistance of [the buyers]”]); the transfer was 

made after the debtor was sued (¶ 36 [Songs marketed the 
11

property “after the first jury verdict [was] rendered”]); the 

property transferred was substantially all of the debtor’s assets 

(¶ 53 [the property was “the only asset of [the Songs] to which 

Plaintiffs could look to satisfy their judgment”]); the property was 

sold for less than its fair market value (¶¶ 37, 46 [the property 

was worth more than $2 million, but was sold for $1.72 million]); 

and the transfer was made shortly before a substantial debt was 

incurred (¶¶ 33, 46 [the property was transferred in late 

December 2019, less than a month before a jury returned a 

$5.5 million judgment against the Songs]). (§ 3439.04, 

subds. (b)(3), (4), (5), (8), (10).) Finally, the complaint alleges that 

the buyers did not take the property “in good faith” (§ 3439.08, 

subd. (a)), but instead “knew or should have known about 

Plaintiffs’ underlying judgment and nonetheless purchased the 

subject real property for less than the fair market value.” 

Although the buyers assert that these allegations do not 

adequately state a claim against them under the UVTA, they do 

not identify any statutory element of the cause of action that is 

missing. We have independently reviewed the complaint and are 

satisfied that it adequately pleads the essential elements of 

intentional fraudulent transfer under section 3439.04. 

The buyers further assert that the fraudulent transfer 

claim fails because plaintiffs have not alleged that they tried to 

collect on the judgment. But Rossen v. Villanueva (1917) 175 Cal. 

632 and Thomas v. Lavery (1932) 125 Cal.App. 666, 667, on which 

the buyers rely for this proposition, are no longer good law. As 

our Supreme Court has explained, California law previously 

permitted a transfer to be set aside only by a creditor who had a 

specific lien on the property or had prosecuted his claim to 

judgment, but “[u]nder the Uniform Fraudulent Conveyance Act 
12

[now, the UVTA] now in force in this state no judgment or lien is 

necessary.” (In re Estate of Kalt (1940) 16 Cal.2d 807, 811, italics 

added; see also Weisenburg v. Cragholm (1971) 5 Cal.3d 892, 896 

[“it is no longer necessary that a creditor reduce his claim to 

judgment before seeking the benefit of the remedy”]; Rupp v. 

Kahn (1966) 246 Cal.App.2d 188, 197 [“California law originally 

permitted proceedings by way of creditors’ bills to attack 

fraudulent conveyances only where the plaintiff had a specific 

lien on the property or had reduced his claim to judgment. But 

under [current law], it is sufficient that the claims have 

matured. . . . In fact even the holder of an unmatured claim may

. . . bring an action for protective relief.”]; Liuzza v. Bell (1940) 

40 Cal.App.2d 417, 429 [to state a claim for fraudulent 

conveyance, “[i]t [is] not necessary that [creditors] should have 

impressed a lien upon the property prior to the institution of the 

fraudulent conveyance action. All that is necessary is that the 

creditor be in a position to levy execution.”]; see also Strangman 

v. Duke (1956) 140 Cal.App.2d 185, 191 [noting California’s 

adoption of Uniform Fraudulent Conveyance Act in 1939]; 

Leg. Com. com. (1986), West’s Ann. Civ. Code, foll. § 3439.07, 

com. 6 [noting “ ‘old practice’ ” of requiring creditor to obtain 

judgment and attempt to execute before proceeding in equity to 

set aside a transfer; current law provides an “ ‘ additional 

optional remedy’ ”].)

Next, citing section 3439.04, subdivision (a)(2)(B), the 

buyers assert that the fraudulent transfer claim fails because 

plaintiffs did not allege that the buyers or sellers “knew or should 

have known that the Property’s value would be less than the 

Monetary Verdict.” But as we have said, a fraudulent 

conveyance plaintiff may allege either actual fraud under 
13

section 3439.04, subdivision (a)(1) or constructive fraud under 

section 3439.04, subdivision (a)(2)––it need not allege both. 

Because the first amended complaint alleged actual fraud, 

plaintiffs were not required to also allege the elements of 

constructive fraud, including that the sellers and buyers

“believed or reasonably should have believed that the debtor 

would incur . . . debts beyond the debtor’s ability to pay as they 

became due.” (§ 3439.04, subd. (a)(2)(B).)

Finally, the buyers assert that the fraudulent conveyance

claim fails because plaintiffs have not alleged that the buyers

conspired with the Songs to defraud them. But conspiring to 

defraud creditors is not an element of a creditor’s fraudulent 

conveyance cause of action against a transferee. (See § 3439.04 

[describing elements of fraudulent conveyance claim].) Instead, 

the transferee’s good faith is an affirmative defense as to which 

the transferees (here, the buyers), not the plaintiffs, have the 

burden of proof. (See § 3439.08, subds. (a), (f)(1) [transfer not 

voidable against a transferee who took in good faith and for a 

reasonably equivalent value; burden of proving these factors is on 

“[the] party that seeks to invoke” them]; see also Filip v. 

Bucurenciu (2005) 129 Cal.App.4th 825, 838 [conspiracy 

allegations may “bolster and explain [a] plaintiff’s claims under 

the UFTA,” but they “ha[ve] no effect on the judgment”].)

For all of these reasons, we conclude that the first cause of 

action adequately states a claim against the buyers for 

fraudulent transfer.
14

III. Fraud claims.

A. Fraud by attorney Weston (second cause of 

action).

The second cause of action alleges fraud by attorney 

Weston. Specifically, it alleges that Weston “intentionally 

misrepresented his health condition to Plaintiffs and the Court to 

further the fraud of his clients,” “conspired with and assisted [the 

Songs] in fraudulently marketing and conveying the subject real 

property to [the buyers],” “falsely represented to the Court [in 

January 2020] that [the Songs] still owned the subject real 

property,” and “made multiple fraudulent misrepresentations to 

[the real estate defendants] and their agents in order to facilitate 

the fraudulent conveyance of the subject real property.”

Weston asserted two grounds for his demurrer: (1) the trial 

court lacked jurisdiction over the causes of action because 

plaintiffs failed to comply with the prefiling procedures of 

section 1714.10, and (2) the fraud cause of action was not alleged 

with sufficient particularity. The trial court sustained the 

demurrer based on the first ground only, finding that plaintiffs

failed to comply with the prefiling requirements of section 

1714.10. We consider both issues.

1. Prefiling requirement of section 1714.10.

Section 1714.10, subdivision (a) provides: “No cause of 

action against an attorney for a civil conspiracy with his or her 

client arising from any attempt to contest or compromise a claim 

or dispute, and which is based upon the attorney’s representation 

of the client, shall be included in a complaint or other pleading 

unless the court enters an order allowing the pleading that 

includes the claim for civil conspiracy to be filed after the court 
15

determines that the party seeking to file the pleading has 

established that there is a reasonable probability that the party 

will prevail in the action.” Failure to obtain a court order where 

required by subdivision (a) “shall be a defense to any action for 

civil conspiracy filed in violation thereof.” (Id., subd. (b).) This 

section does not apply to a cause of action against an attorney for 

civil conspiracy with his client where “(1) the attorney has an 

independent legal duty to the plaintiff, or (2) the attorney’s acts 

go beyond the performance of a professional duty to serve the 

client and involve a conspiracy to violate a legal duty in 

furtherance of the attorney’s financial gain.” (Id., subd. (c).)

Plaintiffs assert that section 1714.10 does not apply 

because the second cause of action did not allege conspiracy and 

the alleged conduct went well beyond Weston’s performance of a 

professional duty to serve his client. We agree in part.

As noted above, the prefiling requirements of section 

1714.10, subdivision (a) apply only to a “cause of action against 

an attorney for a civil conspiracy with his or her client arising 

from any attempt to contest or compromise a claim or dispute, and 

which is based upon the attorney’s representation of the client.” 

(Italics added.) Plaintiffs’ allegations that Weston assisted the 

Songs “in fraudulently marketing and conveying the subject real 

property to [buyers] and collected part of the sale proceeds” and 

made fraudulent misrepresentations to the real estate defendants 

to facilitate the fraudulent conveyance of the property do not 

arise out Weston’s attempt to contest or compromise a claim or 

dispute. They thus are not subject to section 1714.10’s prefiling 

requirements. (See, e.g., Cortese v. Sherwood (2018) 

26 Cal.App.5th 445, 457 [allegations that attorneys siphoned off 

estate’s assets through fraudulent estate planning, including the 
16

misappropriation of estate assets through the diversion of those 

assets to entities created and controlled by the defendants, were

not subject to § 1714.10]; Aghaian v. Minassian (2020) 

59 Cal.App.5th 447, 460 [§ 1714.10 did not apply where attorney 

was alleged to have acted for his own personal gain by helping 

his father quitclaim real property to his mother, and then helping

his mother sell the real property and purchase new property].)

We reach a different conclusion with regard to the 

allegations that Weston intentionally misrepresented to the court 

in November and December 2019 that he could not begin the 

second stage of trial because he had suffered a heart attack, and 

in January 2020 that the Songs still owned the property. These 

alleged misrepresentations plainly were made during an attempt 

“to contest . . . a claim or dispute”: They were made to the court, 

in connection with a case then being tried. As such, they are

subject to the prefiling requirements of section 1714.10. Because 

plaintiffs did not comply with section 1714.10, these allegations 

cannot form the basis for a fraud cause of action.

2. Specificity of fraud allegations.

“ ‘The elements of fraud . . . are (a) misrepresentation (false 

representation, concealment, or nondisclosure); (b) knowledge of 

falsity (or “scienter”); (c) intent to defraud, i.e., to induce reliance; 

(d) justifiable reliance; and (e) resulting damage.’ ” (Lazar v. 

Superior Court (1996) 12 Cal.4th 631, 638 (Lazar).)

“ ‘In California, fraud must be pled specifically; general and 

conclusory allegations do not suffice. [Citations.] “Thus ‘ “the 

policy of liberal construction of the pleadings . . . will not 

ordinarily be invoked to sustain a pleading defective in any 

material respect.” ’ [Citation.] [¶] This particularity 

requirement necessitates pleading facts which ‘show how, when, 
17

where, to whom, and by what means the representations were 

tendered.’ ” ’ (Lazar, supra, 12 Cal.4th at p. 645.)” (Tenet 

Healthsystem Desert, Inc. v. Blue Cross of California (2016) 

245 Cal.App.4th 821, 837–838.) “The specificity requirement 

serves two purposes. The first is notice to the defendant, to 

‘furnish the defendant with certain definite charges which can be 

intelligently met.’ [Citations.] The pleading of fraud, however, is 

also the last remaining habitat of the common law notion that a 

complaint should be sufficiently specific that the court can weed 

out nonmeritorious actions on the basis of the pleadings. Thus 

the pleading should be sufficient ‘ “to enable the court to 

determine whether, on the facts pleaded, there is any foundation, 

prima facie at least, for the charge of fraud.” ’ ” (Committee on 

Children’s Television, Inc. v. General Foods Corp. (1983) 

35 Cal.3d 197, 216–217, superseded by statute on other grounds

as stated in Californians for Disability Rights v. Mervyn’s, LLC

(2006) 39 Cal.4th 223, 228.)

Weston asserts that the allegations that he assisted the 

Songs in fraudulently marketing and conveying the real property 

and made fraudulent misrepresentations to the real estate 

defendants to facilitate the fraudulent conveyance of the property

are not pled with sufficient particularity, and we agree. Plaintiffs 

do not specifically allege what the nature of Weston’s alleged 

misrepresentations were or when and to whom they were made. 

Nor do plaintiffs allege that the real estate defendants relied on 

the alleged misrepresentations in marketing and conveying the 

property to the buyers. Accordingly, the allegations are not 

sufficiently specific to satisfy California’s pleading requirements.

For all of these reasons, the trial court properly sustained 

the demurrer to the second cause of action.
18

B. Fraud by the real estate defendants (third 

cause of action).

The third cause of action alleges fraud by the real estate 

defendants. Specifically, it alleges that these defendants 

“conspired with and/or assisted [the Songs, the buyers, and 

Weston] in executing and completing the fraudulent transfer of 

the subject real property,” including by assisting with the 

marketing of the property, lending $900,000 to the buyers, 

opening and closing escrow, notarizing the grant deed, and 

preparing indemnity agreements. Plaintiffs further allege that 

the real estate defendants “knew or should have known that the 

representations made by [Weston] were false and that the 

transfer of the subject real property was fraudulent.”

Plaintiffs assert that the trial court erred in sustaining the 

demurer to this cause of action because the complaint alleged “in 

painstaking detail” the conduct that resulted in the fraudulent 

transfer. We do not agree. As described above, to survive a 

demurrer, a plaintiff must plead the elements of fraud—a 

misrepresentation, knowledge of falsity, intent to defraud, 

justifiable reliance, and resulting damage––with specificity. 

Plaintiffs did not do so. While they specifically alleged Weston’s

asserted misrepresentations, they did not allege any specific 

misrepresentations made by the real estate defendants. Further, 

the allegations that the real estate defendants conspired with 

Weston to defraud the plaintiffs cannot survive because plaintiffs 

did not adequately plead fraud by Weston. Accordingly, the trial 

court properly sustained the demurrer to the third cause of 

action.
19

C. Leave to amend.

Concurrently with their opposition to defendants’ 

demurrers, plaintiffs sought leave to file a SAC, which eliminated 

the fraud causes of action entirely, but expanded the fraudulent 

transfer cause of action to include Weston and the real estate 

defendants. In brief, the amended fraudulent transfer cause of 

action alleged that all defendants conspired to assist the Songs in 

surreptitiously selling the property and transferring the sale 

proceeds to an account in South Korea. For the reasons that 

follow, we conclude that the SAC adequately pled conspiracy to 

fraudulently transfer as to many of the defendants, and thus the 

trial court erred by denying leave to amend as to them.

“ ‘Conspiracy is not a cause of action, but a legal doctrine 

that imposes liability on persons who, although not actually 

committing a tort themselves, share with the immediate 

tortfeasors a common plan or design in its perpetration.’ (Applied 

Equipment Corp. v. Litton Saudi Arabia Ltd. (1994) 7 Cal.4th 

503, 510–511.)” (AREI II Cases (2013) 216 Cal.App.4th 1004, 

1021 (AREI II).) “To support a conspiracy claim, a plaintiff must 

allege the following elements: ‘(1) the formation and operation of 

the conspiracy, (2) wrongful conduct in furtherance of the 

conspiracy, and (3) damages arising from the wrongful conduct.’ 

[Citations.]” (Id. at p. 1022.)

“It is well settled that ‘ “[b]are” allegations and “rank” 

conjecture do not suffice for civil conspiracy.’ [Citation.] A party 

seeking to establish a civil conspiracy ‘must show that each 

member of the conspiracy acted in concert and came to a mutual 

understanding to accomplish a common and unlawful plan, and 

that one or more of them committed an overt act to further it. 

[Citation.] It is not enough that the [conspirators] knew of an 
20

intended wrongful act, they must agree—expressly or tacitly—to 

achieve it.’ [Citation.] It must be recognized, however, that 

because of the very nature of a conspiracy, ‘its existence must 

often be inferentially and circumstantially derived from the 

character of the acts done, the relations of the parties and other 

facts and circumstances suggestive of concerted action.’ 

[Citation.] While a complaint must contain more than a bare 

allegation the defendants conspired, a complaint is sufficient if it 

apprises the defendant of the ‘character and type of facts and 

circumstances upon which she was relying to establish the 

conspiracy.’ [Citations.]” (AREI II, supra, 216 Cal.App.4th at 

p. 1022.)

There is no real dispute that the SAC adequately alleges 

the second and third elements of a conspiracy claim––that is, 

that the Songs fraudulently conveyed the property to avoid 

plaintiffs’ collection efforts, and the plaintiffs were damaged as a 

result. Weston and each of the real estate defendants contend, 

however, that the complaint does not allege with sufficient 

specificity their participation in the alleged conspiracy—i.e., that 

they entered into agreements with the Songs and the buyers to 

assist in the alleged fraudulent transfer.

We agree that the SAC does not adequately allege 

conspiracy to commit a fraudulent transfer against the lender. 

Although the complaint alleges generally that the defendants 

entered into agreements with the Songs “to open a private 

escrow, to keep the escrow off the books and hidden from the 

public, to not list the property with any public listing service, to 

arrange for the proceeds from the transfer to be sent to a hidden 

account within the Republic of South Korea . . . and not to 

publicize, in any manner, the fact that the [property] was for sale, 
21

was in escrow, or had been transferred,” it does not allege any 

specific acts taken by the lender from which an agreement to 

participate in a fraudulent transfer can be inferred. Leave to 

amend therefore was properly denied as to the lender.5

We reach a different result with regard to Weston and the 

other real estate defendants. In addition to alleging that these 

defendants entered into agreements with the Songs to secretly 

transfer the property so it could not be used to satisfy plaintiffs’ 

judgment, the SAC specifically alleges the following:

As to Weston: The SAC alleges that on about November 11, 

2019, plaintiffs filed and served the first fraudulent conveyance 

action. Weston represented the Songs in that action, which 

alleged that after Sok Hun Yun was injured on the Songs’ 

property, the Songs sold their Victoria Avenue property and 

transferred the proceeds of the sale to accounts in South Korea. 

Just four days after the first fraudulent conveyance action was 

filed, Weston took steps to delay the damages phase of the trial in 

the personal injury action by seeking a continuance. Although 

Weston was ordered by the court to file a declaration of proof of 

his asserted medical condition, he never did so. On December 9, 

2019, Weston again took steps to delay the damages phase of the 

trial, and he again failed to file a declaration of proof of his 

asserted medical condition.

5 Plaintiffs’ counsel suggested at oral argument that 

plaintiffs could amend the complaint to allege conspiracy to 

commit fraudulent transfer against the lender. Because this 

assertion was not timely made, we will not address it on the 

merits. (See, e.g., Shimmon v. Franchise Tax Bd. (2010) 

189 Cal.App.4th 688, 694.)
22

The SAC further alleges that Weston participated in 

settlement discussions in plaintiffs’ personal injury action on the 

Songs’ behalf, which discussions “became more active” after the 

jury’s liability verdict on September 25, 2019. During settlement 

discussions, “Weston affirmed that the [Songs] still owned the 

[Third Avenue property] and the transfer of this valuable asset 

was the centerpiece of these discussions. Weston’s conduct at 

this time was not truthful and was designed to cover up the 

secret sale moving forward. All settlement discussions stopped 

on or about January 6, 2020, when the secret escrow closed and 

after the proceeds had been transferred to the hidden bank 

accounts in the Republic of South Korea.” 

As to the buyers’ and sellers’ agents: The SAC alleges that 

the Songs “never listed the [property] in any commercial listing 

service on the general real estate market in order to conceal their 

efforts to secretly sell the [property].” Further, the Songs sold the

property for $1,720,000, “an amount below fair market value.” In 

doing so, they “turned down larger offers and engineered the 

transfer to [the buyers] because they were willing to knowingly 

facilitate and engage in the [Songs’] scheme and plan.” And, the 

sellers agreed in writing to indemnify the buyers and their agents 

from any liability “accruing as a result of the transfer in light of 

the imminent judgment against the [Songs] in the Personal

Injury case.” For their parts in the sale of the property, Propent 

received a commission of $32,000, B&B received a commission of 

$2,400, and Ur received a commission of $34,000.

As to the escrow agents: On information and belief, the 

escrow agents “had actual knowledge of the Personal Injury case 

because [they] demanded and received an indemnity agreement 

from the [Songs and the buyers], thereby confirming that they 
23

were on notice that the [Songs] were parties in pending 

litigation.” The escrow was kept “off the books and hidden from 

the public,” and the proceeds of the sale were sent “to a hidden 

account within the Republic of South Korea.”

We conclude that these allegations are sufficient to state a 

conspiracy claim against Weston, the buyers’ and sellers’ agents, 

and the escrow agent. While we are mindful that bare 

allegations of conspiracy are insufficient, the SAC does more than 

merely allege that the defendants conspired to fraudulently 

transfer the property. Instead, as we have described, plaintiffs 

have pleaded facts––specifically, that Weston intentionally 

delayed the damages phase of the personal injury trial, the real 

estate agents and escrow agent knowingly participated in an 

undisclosed sale of the property for less than market value and 

the transfer of the sale proceeds to South Korea, and the real 

estate agents demanded written indemnity agreements––from 

which we believe a factfinder could infer that Weston, the escrow 

agents, the sellers’ agent, and the buyers’ agent agreed to 

facilitate a nonpublic sale of the property for the purpose of 

defrauding the plaintiffs. 

We further conclude that the claim as against Weston is

not barred by section 1714.10. As we have said, section 1714.10 

does not apply “where (1) the attorney has an independent legal 

duty to the plaintiff, or (2) the attorney’s acts go beyond the 

performance of a professional duty to serve the client and involve 

a conspiracy to violate a legal duty in furtherance of the 

attorney’s financial gain.” (§ 1714.10, subd. (c).) Plainly, Weston 

had an independent legal duty to the plaintiffs not to participate 

in a fraudulent transfer. (See Rickley v. Goodfriend (2013) 

212 Cal.App.4th 1136, 1151 [“It is well established that an 
24

attorney has an independent legal duty to refrain from 

defrauding nonclients”]; Tatung Company v. Shu Tze Hsu

(C.D. Cal. 2016) 217 F.Supp.3d 1138, 1185 [same].) Further, 

Weston’s alleged acts went well beyond his professional duty to 

the Songs to present their defense in the personal injury action, 

including helping the Songs sell their sole asset to avoid 

plaintiffs’ collection efforts. These allegations are not within the 

plain language of section 1714.10, and thus plaintiffs were not 

required to seek court approval before filing their claim against 

Weston.

For all of these reasons, we conclude that the trial court 

abused its discretion by denying plaintiffs leave to amend their 

complaint to assert a conspiracy claim against Weston, the 

buyers’ agents, the Songs’ agent, and the escrow agent.

IV. Quiet title (fourth cause of action).

The fourth cause of action is asserted against the buyers 

and “any and all persons, known or unknown, claiming any legal 

or equitable right, title, estate, lien or interest in” the property.

It seeks to quiet title to the property in plaintiffs, asserting that 

plaintiffs, “as creditors, are entitled to possession of the subject 

real property and [to] execute on this asset as a partial 

satisfaction of their judgment.” 

The trial court sustained the demurrer to the fourth cause 

of action because it found that plaintiffs lacked standing to assert 

quiet title. We agree. Code of Civil Procedure section 760.020, 

subdivision (a) provides that an action to quiet title “may be 

brought under this chapter to establish title against adverse 

claims to real or personal property or any interest therein,” and 

section 760.010, subdivision (a) defines “claim” to include “a legal 

or equitable right, title, estate, lien, or interest in property or 
25

cloud upon title.” But the FAC does not allege that plaintiffs 

have title to or a lien on the property; instead, it asserts that by 

virtue of the judgment entered in the underlying case in March 

2020, plaintiffs “would have been able to levy on the [property] in 

order to partially satisfy their judgment” (italics added) had the 

Songs not previously transferred the property to the buyers. In 

other words, the first amended complaint alleges the right to 

acquire title, not the existence of title. 

Plaintiffs do not assert any authority for the proposition 

that a claim of this kind supports a cause of action for quiet title, 

and we are not aware of any. To the contrary, in Stenzel v. 

Kronick (1929) 102 Cal.App. 507, the court considered whether 

the plaintiff, who possessed a money judgment against the 

defendant, had the right to pursue a quiet title action with regard 

to a piece of real property held by the defendant. The court noted 

that the plaintiff’s sole claim to the property was by virtue of a

general money judgment that under then–existing law gave him 

a statutory lien on all the real property of the judgment debtor 

which was situated in the county where the judgment was 

entered. (Id. at p. 508.) The court concluded that the statutory 

lien was not sufficient to support a cause of action for quiet title, 

explaining: “The general lien which is created upon all the real 

property of the judgment debtor . . . is not such a vested interest 

in a particular piece of real property as authorizes the 

maintenance of a suit to quiet title. A specific lien attached by 

decree of a court upon a particular property for the satisfaction of 

a judgment would suffice for this purpose. But the statutory lien 

created by the entry of a mere money judgment is too general in 

its nature to furnish such a claim of title as may constitute the 

foundation of a suit to quiet title.” (Id. at pp. 508–509; see also 
26

30 Cal. Jur. 3d Enforcement of Judgments § 61 [judgment lien 

does not create an actual interest in the real property; the lien is

“general, not specific.”].)

The present case is analogous to Stenzel. Although 

plaintiffs have a judgment against the Songs, that judgment did 

not give plaintiffs rights to any particular property owned by the 

Songs. Plaintiffs thus do not have an interest in the property 

within the meaning of Code of Civil Procedure section 760.020 

and, as such, cannot seek to quiet title to it. The trial court 

therefore properly sustained the demurrer to the cause of action 

for quiet title.

For the same reason, the trial court did not abuse its 

discretion by denying plaintiffs leave to amend. The SAC

asserted a cause of action for quiet title against the buyers and 

the lender, but it did not allege any additional facts establishing 

plaintiffs’ standing to assert this claim. Accordingly, the trial 

court properly denied plaintiffs’ request for leave to amend the

cause of action for quiet title.
27

DISPOSITION

The judgment of dismissal is reversed as to defendants 

Chris Wong Hong, Jamie Park, Christopher Weston, Western 

Law Connection, Corp., Eon Escrow, Inc., Deborah Koh, Sang Ur, 

Propent Real Estate, Inc., B&B Investment Properties, LLC, and 

Audrey Jung. On remand, the trial court is directed to permit 

plaintiffs to file a second amended complaint as to these 

defendants. As to these defendants, plaintiffs are awarded their 

appellate costs. 

The judgment is affirmed as to defendant NMSI, Inc. 

NMSI is awarded its appellate costs.

Respondents’ requests to augment the record and for 

judicial notice, filed January 20, 2022, are denied.

NOT TO BE PUBLISHED IN THE OFFICIAL 

REPORTS

EDMON, P. J.

We concur:

LAVIN, J.

ADAMS, J.*

* Judge of the Los Angeles Superior Court, assigned by the 

Chief Justice pursuant to article VI, section 6 of the California 

Constitution.