Filed 8/23/16 Solano v. Rugiere Nelson Galvez Marcucci et al. CA2/7 NOT TO BE PUBLISHED IN THE OFFICIAL REPORTS

California Rules of Court, rule 8.1115(a), prohibits courts and parties from citing or relying on opinions not certified for publication or ordered published, except as specified by rule 8.1115(b). This opinion has not been certified for publication or ordered published for purposes of rule 8.1115.

IN THE COURT OF APPEAL OF THE STATE OF CALIFORNIA

SECOND APPELLATE DISTRICT

DIVISION SEVEN

HIPOLITO SOLANO et al.
, Plaintiffs and Appellants,

v

.
RUGIERE NELSON GALVEZ MARCUCCI et al.
, Defendants and Respondents. B261283
(Los Angeles County Super. Ct. No. BC524540)

APPEAL from an order of the Superior Court of Los Angeles County, Michelle R. Rosenblatt, Judge. Reversed

. Holland & Knight, Richard T. Williams
, Marissa E. Buck and Kristina Azlin for Plaintiffs and Appellants. Culver Law Group and Justin D. Graham for Defendants and Respondents.

____________________2 INTRODUCTION The appeal is taken from an order granti ng respondents’ motion to quash service
of summons for lack of personal jurisdiction. Appellants are five California residents who i ndividually invested money in a
series of condominium construction projects in Panama. Respondents , three Panama nian
real estate developers and two of their corporate officers, at various times met, corresponded, and/or contracted with the California appellants in connection with the Panama condominium construction projects. Appellants contend the trial court erred in granti ng the motion to quash because they satisfied their burden of producing competent evidence showing that each of the respondents had the requisite min imum contacts with California for California to exercise specific jurisdiction an d respondents failed to pr esent a compelling case showing the
exercise of jurisdiction would be unfair

. We agree. For the reasons state d below, we reverse the order and remand for further proceedings in light of the court’s opinion

.

FACT UAL AND PROCEDURAL BACKGROUND 1
A. The Part ies
Solano and his wife, Glo ria Solano Canton; Molina ; Pablo Saldana (Saldana); and Maria Lorena Batanero (Batanero) are all residents of California (collectively plaintiffs)

. Respondents Rugiere Nelson Galvez Marcucci ( Marcucci ) and his dau ghter, Vasque z , are residents of Panama

. Respondents R.G. Hotels, Inc. (R.G. Hotels) ; R.G. Inmobiliaria, S.A. (Inmobiliaria) ; and Casa de Campo Farallon, S.A. (Farallon) are corporations formed under Panamanian law and headquartered in Panama (collectively

1 The motion to quash was decided based on the declarations of appellants Hipolito Solan o (Solano) and Jose Molina (Molina), the declaration of respondent Maruquel Galvez Vasquez (Vasquez), and authenticated exhibits. Because Solano and Molina each recount virtually identical experiences and contac ts with the respondents , we primarily refer to Solano’s declaration and authenticated exhibits in this section , adding fact s from the record concerning the other parties where appropriate

.3

defendants or Panama nian defendants). R.G. Hotels, Inmobiliaria, and Farallon develop real estate in Panama, have been doing so for over 13 years, and have collectively been involved in projects worth over $ 1 million

. Vasquez is the Chief Executive Officer of
R.G. Ho tels and Inmobiliaria
, a corporate officer of Farallon, a shareholder of all three companies , and has executed contracts with the plaintiffs on behalf of Inmobiliaria

. Marcucci is the president of R.G. Hotels , legal representative of Inmobiliaria and
Fa rallon , and has executed contracts with the plaintiffs on behalf of Inmobiliaria and
Farallon.

B. 2008 Investment

s in Casa Grande Bambito Highland Resort Project
In April 2008, Solano , who is not an experienced investor, received an un so licited telephone call at his home from an assistant to Carter Hernandez (Hernandez) 2 praising
real estate i nvestments in Panama. The caller introduced Hernandez, who told Solano the
real estate market in Panama was a “ booming ” business and that Solano should consider
inv esting in Panamanian real estate

. After repeated telephone calls to Solano
, Solano and his wife agreed to meet with
Hernandez at their home, where Hernandez presented information regarding specific real

estate projects in Panama

. During the visit
, Hernan dez represented that he had traveled to
Panama , had worked with Marcucci and Vasquez , and knew them to be experienced and trustworthy developers. According to Vasquez, the Panamanian defendants did not hire Hernandez as their real estate agent and did not authorize him to make representations on
their behalf. However , Hernandez represented that the Panama nian d efendants had
authorized hi m to market in S outhern California condominiums for the Casa Grande Bambito Highland resort (Bambito )

. Hernandez gave S olano mark eting materials for the
Bambito , including drawings and renderings of the condominium units and amenities. 3

2 Hernandez is not a party to this appeal.

3 The materials did not specifically identify any of the Panamania n defendants as bein g the source of the materials.4

Hernandez also t old So lano construction had begun on Bambito , that the units would be completed within a ye ar, and that the units would b e resold by the developer

w ithin six months of completion . Hernandez told Solano that an investment in a unit
therefore would lead to a return on the investment, as well as a substantial profit, in just
18 months

. The short time frame for gaining profita ble returns was cri tical to Solano because he needed the money to help pay for his children’s college education. Solano
told Hernandez that Solano and his wife had very limited liquid assets. Hernandez represented that the developers had anticipated this and had authorized Hernandez to use his experience and contacts to help Solano obtain financing in California to pay the down payment on a Bambito unit. On July 2, 2008, Hernandez held an informational meeting at a hotel in California,
which Solano atten ded along with approximately 22 other potential investors . Hernandez
showed Solano and the other potential inve stors a video and provided pre

- printed

contracts f

or the purchase of Bambito condominium units. Hernandez repeated previous representations , in cluding that the Panama developer expected to re sell condomini um units that would be the subject of each investment within 18 months and that investors would receive a large profit in addition to the return of their original investment upon the
sale of the unit. Hernandez told the investors they needed to make a decision quickly or the opportunity would be lost. The Solanos w e re “swept up” by the pressure from
Hernandez ’s sale tactics and signed contracts to purchase two condominium unit s 4 within
the Bamb ito project from developer Inmobiliaria (2008 Bambito Purchase Agreement).
The 2008 Bambito Purchase Agreement provides for a construction period of 18 months

4 The record contains only one 2008 Bambito Purchase Agreement for the Solanos. Plaintiffs ’ opposition indicates the Solanos purchased “units” ; a “Termination Agreement” signed by the Solanos states that the Solanos entered into two purchase agreements, both dated July 2, 2008, and the two cashiers’ checks and other documents attach ed to the Solano declaration indicate the Solanos purchased two units from Inmobiliaria. Given that the actual number of uni ts is not critical to the pertinent issues on appeal, we will assume for purpose of this appeal that the Solanos purchased two units.5

with an automatic extension for up to six months. It also provides for the owners to occupy the premises after the construction period. In addition, t he 2008 Bambito Purchase Agreement includes a choice

- of

- law provision that states the contract will be “ruled by the laws of the Republic of Panama ” and provides for arbitration in Panama of any dispu te between the parties

. Marcucci signed the Solanos’ 2008 Bambito Purchase Agreement on behalf of Inmobiliaria below a provision that states the contract is
executed in two counterparts in Panama. 5 To pay for the down payment on the Bambito unit s , the So lanos, with the assistance of Hernandez, borrowed against the equity in their home, which increased their monthly mortgage payments by $800. Hernandez also assisted the Solano s in sending to the attention of Vasquez in Panama two cashiers’ checks , one in the amount of $67,200 and the other in the amount of $71,200, each made payable to Inmobiliaria , to pay 50 percent of the purchase price for two different Bambito units

. After 18 months, the
Solanos did not receive any return on their investment. In Apri l 2010, Hernandez invited Sola no and other California investors to meet with Vasquez

. Vasquez traveled to California and met with Solano and other California
investors on May 8, 2010

. Vasquez handed out her business card, whi ch identified her as
the Chie f Executive Officer for both Inmobiliaria and R.G. Hotels. During the meeting
, Vasquez represented to investors that Bambito was still under construction and had not yet opened. Vasquez asked the investors to be patient and assured the investors that t he y would receive a return on their investment when the condominium units were sold, but
stated it would take another six months for completion and sale . She told Solano and the

5 On August 28, 2008, Batanero, Molina
, and Saldana each signed an agreement virtually identical to the Solanos’ 2008 Bam bito Purchase Agreemen t , and each made a down payment of $50,000 toward purchase of his or her own unit within Bambito. The initial paragraph in each plaintiff’s contract provides in print that the “undersigned,” Marcucci, is acting on behalf of and in re presentation of Inmobiliaria. However, each of these contracts appears to bear the signature of Vasquez.6

other investors that she coul d not return their investment at that time because their
investment funds were “ tied up in construction. ”

C. Termination of 2008 Bambito Purchase Agreement and Execution of 2011 Playa
Blanca Agreement
Solano did not hear anything further about his units at Bambito until April 2011,
when Hernandez invit ed the Solanos and other investors, including Molina, Saldana, and
Batanero , to a second meeting with Vasquez. Vasquez traveled to Los Angeles to meet with the investors on or about April 15, 2011

. During the meeting, Vasquez and
Hernandez told investors that Bambito was not progressing as expected and that construction was not complete. Vasquez and Hernandez informed Solano and other
investors that their investments would therefore be exchanged for ownership of unit s at a different resort, the Condo

- Hot el Royalton Playa Blanca resort (Playa Blanca). They told
investors that Playa Blanca was a larger project and represented that the project was nearly complete. They also told investors that the units in Playa Blanca w ere more expensive than Bambito and that the investors therefore would be organized in to groups, with each of their individual investments being combined into one unit that they would
share . Vasquez and Hernandez stated that the investors had no choice in these decisions. Vasquez and Herna ndez assured Solano and the other investors that the Playa Blanca
condomin ium unit would ultimately be re sold to a third party by October 2012 and that
the Solanos and the other investors in the unit would receive the return of their investment along with a profit. After hearing Vasquez’s and Hernandez’s representations, Solano and several other investors asked Vasquez and Hernandez to immediately return the money they had invested

. Vasquez and Hernandez told Solano it would be impossible to return the mo ney because the money was “ tied up in
construction

. ” To complete the transfer of their investments, the Solano s and other investors were told to sign several contracts that were distributed to the investors during the April 2011 meeting. The contracts ea ch contained preprinted terms identifying each investor, the7

unit(s) purchased, and amounts previously paid as down payments

. Vasquez made it
clear to investors that the terms of each contract were nonnegotiable

. The Solanos
believed signing each contrac t was the only way they w ould get back the money they had
invested

. One of the documents Vasquez and Hernandez gave t he Solanos and other
investors to sign was a Termina tion Agreement . The Solanos’ Termination Agreement
, dated April 15, 2011, provide s th at the Solanos’ 2008 Bambito Purchase Agreements a re terminated and that the parties would be enterin g into a new purchase agreement that
would combine their investment in two units at Bambito into a different single
condominium unit within the same Bambit o resort . It also provides that the Solanos
would agree to a mutual release from any claims and demands known and unknown in any way connected to the 2008 Bambito Purchase Agreements. At the same time, Vasquez and Hernandez instructed the Solanos and oth er investors to sign a new Bambito purchase agreement (2011 Bambito Purchase Agreement) . The Solanos’ 2011 Bambito Purchase Agreement
, dated April 15, 2011,
transfers the Solanos’ 50

- percent down payment for two units under the 2008 Bambito Purchase Agree ments into a total down payment of $138,400 for a different
condominium unit within the same Bambito resort

. T he 2011 Bambito Purchase Agreement provides that Inmobiliaria is authorized to resell the unit to a third party on behalf of the Solanos for a mi nimum profit of $ 10,000. It also contains a provis ion for a construction period of no more than 18 months and states that
, if Inmobiliaria d oes not complete the construction or resell the unit with a profit by the end of the 18

- month period, Inmobiliaria would have to execute a promissory note in the amount of $138,400
wit h interest to the Solanos that would be payable after six months from execution of the

note. Vasquez and Hernandez instructed Solano and his wife to sign this agreement but did not expla in why the 2011 Bambito Purchase Agreement was necessary. 6 Vasquez

6 Both the Termination Agreement and 2011 Bambito Purchase Agreement also contain choice

- of

- law provisions that are similar to the provision containe d in the 20088

signed both the Termination Agreement and 2011 Bambito Purchase Agree ment on behalf of Inmobiliaria
The Solanos also sign ed a second Termination Agreement (Second Termination Agreement) , wh ich provides that it terminates the Solanos’ 2011 Bambito Purchase Agreement

. The recitals in the Second Termination Agreement acknowledge that the
Solanos paid a total of $138,400 to Inmobiliaria pursuant to the 2008 Bambito Purchase Agreements and tha t the amount had been credited under the 2011 Bambito Purchase Agreement towards the purchase of a single unit. It provides , however, that the $138,400 would not be reimbursed, but, instead, would be applied as credit towards the purchase from developer F arallon of a co

- ownership share of a single condominium unit within the Play a Blanca resort. Additionally, the recitals provide that the parties would agree to a mutual release “from all claims and demands of every kind and nature” in any way
connected to the 20 11 Bambito Purchase Agreement, including a claim to the re payment of the original purchase price of $138,400

. Printed on the first page of the agreement is the date October 8, 2011. 7 Marcucci signed the Second Termination Agreement o n behalf of In mobiliaria. During the April 2011 meeting
, Vasquez and Hernandez also told the Solano s to sign a new purchase agreement providing for the Solanos to become co

- owners with Molina, Saldana and Batanero of a single condominium unit in a different Panama reso rt project, the Playa Blanca (2011 Playa Blanca Purchase Agreement)

. 8 The Playa Blanca

Bambito Purchase Agreement and state that the law of Panama is to be applied to any disputes.

7 The Panamanian defendants argue based on the execution date for the agreement and in contradiction to the Solano and Molina declarations that the Second Termination Agreement was signed by the plaintiffs in October 2011, not in April 2011. The Vasquez declaration does not address the date the Second Termination Agreement was signed.

8 The Second Termination Agreement, 2011 Playa Blanca Purchase A greement , and Rental Program Agreement contain a similar choice

- of

- l aw provision to the 2008 and 2011 Bambito Purchase A greements.9

Purchase Agreement provides for the sale of the unit by the developer
, Farallon
, to the
five plaintiffs for the total sale price of $288,400. T he 2011 Playa Blanca Pur chase Agreement provides that Farallon promises to resell the unit on behalf of the plaintiffs to a third party for a price up to $337,450 no later than twelve months fro m the execution of the agreement and states that each of the plaintiffs will share in a percentage of the profit based on their prior investment once the unit i s sold

. The 2011 Playa Blanca Agreement
also a uthorizes the unit during the period of the agreement to be rented through developer
Farallon and for the plaintiffs t o receive a share of rental income from a rental pool in
accordance with a separate rental agreement the plaintiffs each signed with Farallon (Rental Program Agreement)

. 9 On behalf of Farallon, Marcucci signed the 2011 Playa Blanca Agreement and Rental Program Agreement u nder a printed provision that provides the contract was executed i n counterparts as of October 8, 2011, in Panama

. In August 2011, after the Solanos and Molina declare d they had signed th eir copy of the 2011 Playa Blanc a Purchase Agreement, Vasquez asked So lano and Molina to fly
from California to Panama at the expense of Farallon t o visit Playa Blanca for its “ grand opening .” During the visit, Marcucci told Solano and Molina that Farallon was an experienced developer with the expertise and resources to r esell the Playa Blanca
condominium units. B oth Marcucci and Vasquez told Solano and Molina that their Playa
Blanca unit would be among the first to be resold.
B y February 2012 , Solano had not received any payments under the Rental Program Agreement and b egan calling and emailing Vasquez in Panama in an attempt to obtain his investment earnings

. Vasquez communicated via email with Solano about the issue, then referred Solano to a representative in the accounting department of R.G.
Hotels. After six month s and almost 30 emails, Solano received from R.G. Hotels three

9 Batanero, Molina and Saldana also signed similar 2011 Bambito Purchase Agreements and Termination Agreements. They also s igned and were part ies along with Solano to the same Playa Blanca Purchase Agreement and Rental Pr ogram Agreement with Farallon.10

money transfers for rental payments , but they were much less than Solano had expected

. Solano and Molina also sent emails to Marcucci regarding the return on their investment s because the ir 20 11 Playa Blanca Purchase Agreem ent was scheduled to expire on October 8, 2012

. On October 6, Marcucci told Molina via email that he would talk to
Molina in a few days , but he did not have any further communication with Molina . On October 11, after the 20 11 Playa Blanca Purchase Agreement had expired, Marcucci sent
an email to Solano representing to Solano he would receive documents canceling his investment the following Tuesday, but n either Solano nor Molina received the documents
or return of the ir money

. After receiving repeated complaints from the plaintiffs
, Hernandez also emailed Marcucci stating that the investors were complaining and urg ed
Marcucci to respond to the investors

. On October 17, 2012, Marcucci told Hernandez via
email that the plainti ffs ’ investments would be canceled or reversed. The plaintiffs did
not receive any cancelation documents or the return of money they invested in any of the Panama resort projects

.

D

. Complaint and Motion T o Quash Service of Summons On October 15, 2013, plaintiffs filed a complaint against the Panamanian
defendants and Hernandez for rescission of all the contracts with the Panamanian defendants or, alternatively, damages . The complaint alleges generally that the
Panamanian defendants and Hernandez made f alse representations and material omissions to induce the plaintiffs to invest in the Bambito and Playa Blanca projects and
execute the various contracts with the Panamanian defendants

. It also alleges that each of the defendants was acting as an agent of the other defendants. The complaint allege s causes of action against the Panamanian defendants for intentional misrepresentation,
fraudulent concealment
, negligence , breach of the 2011 Playa Blanca Purchase Agreement , and violation of the California Vaca tion Ownership and Time

- share Act of
2004 (Bus. & Prof. Code
, § 11210 et seq.)

. Plaintiffs received authorization from the

court to serve and did serve the Panamanian defendants in Panama by mail.11

The Panamanian defendants specially appeared
, and on May 30, 2014, moved to quash service of summons and complaint for lack of personal jurisdiction

. In their moving papers, t he Panamanian defendants conceded that the controversy arises out of
their contac ts with California. They argued , however, that they do not have sufficient
minimum contacts with California for California to exercise personal jurisdiction over
them and that asserting such juris diction would be unreasonable. In separate subsequent filings, the Panamanian defendants filed in support of their motion to quash the declaration of Vasquez and numerous exhibits. In her declaration, Vasquez declares that she is an officer and shareholder of R.G. Hotels, Inmobiliaria, and
Farallon. She also declares that she met Hernandez in Panama while he was on vacation, learned that he was a real estate agent licensed to practice in California, and discussed Hernandez helping the Panama corporate defendants to find investors for various real estate projects in Panama. Additionally, she declares that the Panaman ian defendants promised Hernandez a commission for every investor he referred to them, but “did not hire, retain or employ” Hernandez to market their real estate projects in California. She
declares the Panamanian defendants also did not authorize Hernand ez to advise prospective buyers to pull equity out of their homes and had no authority over the content of his presentations. Finally, Vazquez declares, “[w]e simply had our own Panamanian attorneys and agents who drafted purchase agreements, in Spanish a nd English, for every California investor he sent our way.” The declaration did not set forth any additional facts in support of the Panamanian defendants’ motion. No other declarations were filed in support of the motion.
Plaintiffs filed several brief s opposing the motion, along with the supporting
declaration s of Solano and Molina
, and numerous authenticated exhibits

. Plaintiffs’
briefs set forth as to each of the Panamanian defendants the specific contacts each had
with California. Plaintiffs also argued that minimum contacts for each of the Panamanian
defendants could be shown essentially based on several theories of jurisdiction: (1) through Hernandez’s alleged agency relationship with the Panamanian defendants ; (2) through each of the Panamanian defendants’ individual contacts with California ; and12

(3) through Vasquez’s and Marcucci’s contacts with California as officers and legal representatives of the co rporate Panamanian defendants.

E

. Entry of Order Quashing Service of Summons
O n November 19, 2014, the trial court entered an order granting t he motion to quash. The trial court rule d that plaintiffs had not met their burden of establishing that the Panamanian defendants had purposely availed themselves of the privilege of
cond ucting business in California. The court determined the fact that the Panamanian
defendants had conceded the case had a substantial re lationship with California was a moot issue , given the lack of minimum contacts

. As to fairness, the court stated there
was little evidenc e regarding Hernandez’s agency relationship with the Panamanian
defendants. It thus concluded exercise of jurisdiction in California would be unfair. The
court’s specific findings and conclusions, as they relate to the contentions on appeal, are
set fort h in the discu ssion below.

DISCUSSION
A. Standard of Review On appeal from an order granting a motion to quash, if the facts concerning jurisdiction are not in conflic t , whether a defendant ’s contacts with California are sufficient to justify the exercis e of personal jurisd iction is a question of law that we review de novo

. ( Snowney v. Harrah’s Entertainment, Inc. (2005) 35 Cal.4th 1054, 1062 ( Snowney ); Anglo Irish Bank Corp., PLC v. Superior Court (2008) 165 Cal.App.4th 969,
980 ( Anglo Irish ) .) If t he r e is a conflict concerning the jurisdictional facts
, we review the trial court’s fact ual determinations for substantial evidence. ( Pavlovich v. Superior Court (2002) 29 Cal.4th 262, 273 ( Pavlovich ) ; Anglo Irish
, supra , at p. 980; Integral Development Corp . v. Weissenbach ( 2002 ) 99 Cal.App.4th 576, 585. ) “Even then, we review independently the trial court’s conclusions as to the legal significance of the facts.” ( Dorel Industries, Inc. v. Superior Court (2005) 134 Cal.App.4th 1267, 1273 .)
“T he ultimate q uestion whether jurisdiction is fair and reasonable under all of the13

circumstances, based on the facts that are undisputed and those resolved by the court in favor of the prevailing party, is a legal determination warranting our independent review.” ( Inte gral Development Corp.
, supra , at p. 585. )
From ou r review of the record, we conclude that the facts material to the question of personal jurisdiction , as set forth in the declarations of Solano, Molina, and Vasquez
, together with the authenticated exhibi ts , are not in dispute

. 10 However, the parties contest the legal conclusion s to be drawn from those facts . We will therefore conduct an independent review of the record and are not bound by the trial court’s legal conclusions

. (S ee Anglo Irish
, supra , 16 5 Cal.App.4th at p. 980; Integral Development Corp. v.
Weissenbach
, supra , 99 Cal.App.4th at p. 585. )

B. Law G overning Personal Juri s diction California’s long

- arm statute grants to its courts the authority to assert personal jurisdiction over a nonreside nt on any basis consistent with the United States or California Constitutions. ( Code Civ. Proc.
, § 410.10; Vons Companies, Inc. v. Seabest Foods, Inc. (1996) 14 Cal.4th 434, 444 ( Vons )

. ) Thus , a California c ourt may assert personal jurisdiction over a no nresident defendant who has not be en served with process
within the state so long as the defendant has sufficient “ minim [ al ] contacts ” with the state
that asserting personal jurisdiction would not “violate ‘“ traditional notions of fair play
and substantial justice. ”’ ” ( Vons , supra , at p. 444 , quoting Internat. Shoe Co. v. Washington (1945) 326 U.S. 310, 316 [66 S.Ct. 154, 90 L.Ed. 95]; accord, Pavlovich
, supra , 29 Cal.4th at p. 268 .) “Minimum contacts exist where the defendant’s conduct in,
or in connecti on with, the forum state is such that the defendant should reasonably

10 Although the Panamanian defendants argued in contradiction to facts set forth in the plaintiffs’ declarations that Vasquez o nly traveled once to California, that the plaintiffs did not communicate with Marcucci prior to 2012, and that the Second Termination Agreement was signed by the plaintiffs in October 2011, not April 2011, the Panamanian defendants’ contrary facts are not set forth in a declaration or authenticated exhibit. These are thus insufficient to create a conflict in the evidence.14

anticipate being subject to suit in that state.” ( BBA Aviation PLC v. Superior Court (2010) 190 Cal.App.4 th 421, 429.) The minimum contacts test “ ‘ is not susceptible of mechanical appl ication; rather, the f acts of each case must be weigh ed to determine
whether the requisite “ affiliating circumstances ” are present.” ( Snowney , supra , 35 Cal.4th at p. 1061
, quoting Kulko v. California Superior Court ( 1978) 436 U.S. 84, 92 [98 S.Ct. 1690, 56 L.Ed.2d 132].)

“ Under the minimum contacts test, ‘[ p ] ersonal jurisdiction may be either general or specific. ’ ” ( Snowney , supra , 35 Cal.4th at p.1062
, quoting Vons , supra , 14 Cal.4th at p. 445 .) Our review concerns only specific jurisdiction, as plain t iffs are not contending the Panamanian defendants are subject to general jurisdiction

. 11 Specific jurisdiction requires a sufficient connection between the defendant
, the state , and the litigation. ( Snowney , supra , at p. 1062; In re Automobile Antitrust Cases 1 & 11 (2005) 135 Cal.App.4th 100, 109 (

Automobile Antitrust ) .) “ A court may exercise specific jurisdiction over a nonresident defendant only if: (1) ‘ the defendant has purposely avai led
himself or herself of forum benefits ’ [citation ] ; (2) ‘ the “ co ntroversy is related to or

‘ arises out of ’ [the] defe nda nt’s contacts with the forum” ’ [citation ] ; and (3) ‘ “the
assertion of personal jurisdiction would comport with ‘ fair play and substantial justice ’ ” ’ [ c itation] .” ( Pavlovich
, supra , 29 Cal.4th at p. 2 69 , quoting V ons , supra , at p. 44 7

. ) When a nonresident defendant challenges personal jurisdiction by a motion to quash, the plaintiff has the initial burden of demonstrating by a preponderance of the
evidence facts establishing (1) purposeful availment
, and (2) a substantial connection
between the controversy and the defendant’s forum contacts . ( Snowney , supra , 35
Cal.4th at p. 1062 ; Anglo Irish
, supra , 165 Cal.App.4th at p. 980 ) “The jurisdictional facts shown must pertain to each separate nonresident defendant

. . . .” ( Automobile
Antitrust , supra , 135 Cal.App.4th at p. 110.) If the plaintiff meets the initial burden of

11 Plaintiff s’ o pposition papers in the trial court stated, “ [p] laintiffs do not seek to assert ‘general jurisdiction’ over the Panama [n ian] [d] efendants, only ‘specific ju risdiction.’”15

showing a defendant’s minimum contacts, the burden shifts to the defendant to
demonstrate “ ‘ that the exercise of jurisdiction would be unreasonable. ’” ( Pavlovich
, supra , 29 Cal.4th at p. 273
, quoting Vons, supra, 14 Cal.4th at p. 449 .)

1

. Purposeful Avail ment A nonresident defendant is deemed to have purposely availed himself or herself of
the forum if the defendant “ ‘ “purposefull y direct[s] ” [its] activities at residents of the
forum ’ [citation], ‘ “purposefully derive[s] benefit ” from ’ its activities in the forum [citation], ‘ create[s] a “ substantial connection ” with the forum ’ [citation], ‘ “deliberately ” has engaged in significan t activities within ’ the forum [citation], or ‘ has created

“ continuing obligations ” between [itself] and residents of the forum ’ [citation]. ” ( Snowney , supra , 35 Cal.4th at p. 1063, quoting Burger King Corp. v. Rudzewicz (1985) 471 U.S. 462, 472, 473, 475

- 476 [105 S.Ct. 2174, 85 L.Ed.2d 528] ( Burger King ); accord, Pavlovich
, supra , 29 Cal.4th at p. 269. ) “[ T ] he ‘“ purposeful availment ” requirement ensures that a defendant will not be haled into a jurisdiction solely as a result
of “ random ,” fortuitous, ” or “ attenuated ” contacts

. . . . ’ ” ( Snowney , supra , at p. 1063 , quoting Burger King , supra , at p. 475.) The requirement focuses on the defendant’s
intentions and is “ ‘ satisfied when the defendant p urposeful ly and voluntarily directs hi s

ac tivities toward t he forum so that he should expect, by virtue of the benefit he receives, to be subject to the court’s jurisdiction based on ’ his contacts with the forum

. [ C itation

. ] ” ( Pavlovich
, supra , 29 Cal.4th at p. 269 .) The requirement “does not hinge mechanically on whether the plaintiff’s claim sounds in tort or contract. Rather
, a court must apply ‘ “ a

‘ highly realistic ’ approach”’ on a case

- by

- case basis and select the most appropriate test for purposeful availment based on the particular facts presented. [Cit ations.] ” ( Gilmore
Bank v. Asia Trust New Zealand Ltd. (2014) 223 Cal.App.4 th 1558, 1571 , quoting Vons , supra , 14 Cal.4 th at p. 450

. )
Plaintiffs contend that the trial court erred in granting the Panamanian defendants’ motion to quash. They argue , based on Snowney and Anglo Irish
, that the trial court did

not assess the ample uncont ested evidence in the record demonstrating purposeful16

availment by Vasquez, Marcucci, and the other Panamanian defendants and did not ap ply the correct legal principle to such evidence in granting the Panamanian defendants’ motion to quash

. Having reviewed the record in its entirety, we conclude the nature and quality of activity by Vasquez and Marcucci was sufficient to demonstrate purposeful
availment as to these individual d efendants. We also conclude the trial court erred in not considering whether purposeful conduct of these corporate officers could be attributed to
the remaining Panamanian defendant corporations

.

a. Vasquez ’s and Marcucci’s Contacts w ith California
In assessing purposeful availment, a lthough the trial court acknowledged the plaintiffs’ factual assertions in their opposition briefs that Marcucci and Vasquez each
had contacts with the plaintiffs, the court stated regarding Marcucci and Vasquez
, “there
is no indication that [Marcucci] did anything other than sign the contract for [Inmobiliaria]. There is no indication that he executed the contract in the United States or had any contact with [p]laintiffs prior to the 2012 emails. The same is true as to [ Vasquez], who purportedly signed all the agreements.

. . . There is no indication that
these contracts were signed in the United States.” However, t he evidence in the record, which was not disputed
, demonstrates Marcucci did have contact with the plainti ffs prior to 2012 and that Vasquez’s and Marcucci’s role in plaintiffs ’ contractual relationship s was neither limited nor passive.
Solano and Moli n a each declared that in April 2010, Vasquez met in California with plaintiffs and other investors, assured i nvestors that they would receive a return on their investment once Inmobiliaria sold the condominium units, and convinced the California
investors to wait an additional six months for the return of their investments. Solano and
Molina also declared that o n April 15, 2011, Vasquez met a second time in California with plaintiffs and made additional alleged misrepresentations to plaintiffs
, including that the Playa Blanca units would be resold in 12 months and that the individual investors
would receive their investment back with a profit in addition to rental income. Each of17

these representations is alleged as a basis for plaintiffs ’ fraud, negligence, and breach of
contract causes of action.
P laintiffs ’ evidence also shows that Vasquez’s visits to Californ ia were not random, attenuated, or fortuitous. Solano and Molina declared that during the second in

person meeting in Los Angeles in April 2011, Vasquez induced th e plaintiffs to sign approximately 12 additional agreements with Inmobiliaria and Farallon. Both Vasquez and Marcucci signed those agreements on behalf of the two corporate defendants. The
additi onal agreements had the end result of prolonging what plaintiffs ori ginally intended on being short

- term investments in Panama for another 12 months an d preserved the financial benefit the Panamanian defendants were receiving from the plaintiffs’
investments

. Further, with the exception of the Molina Termination Agreement and 2011 Bambito Purchase Agreement, each of the plaintiffs’ Termination Agreement s and 2011 Bambito Purchase Agreements appear to bear Vasquez’s signature and indicate they were
executed on April 15, 2011, the date both Solano’s and Molina’s declar ations state that Vasquez met with them and the other Califo rnia investors in Los Angeles

. Although Marcucci did not join Vasquez in California in April 2011 when the 12 additional contracts were signed by plaintiffs, he did sign the 2011 Play a Blanca Agreements and Rental Program Agreements on behalf of Farallon, which were executed
after Ma rcucci personally met with Solano and Molina . Solano and Molina both declared that, at the specific invitation of Vasquez, Solano and Molina traveled to Panama in August 2011 at Farallon’s expense and met with both Marcucci and Vasquez

. B oth
Marcucci and Vasquez assured Solano and Molina that Farallon was an experienced developer and assured Solano and Molina that their Playa Blanca unit would be among
the first to be resold. Vasquez’s declaration does not deny any of the assertions in Solano’s or Molina ’s
declaration s regarding her 2010 and 2011 meetings in California with plaintiffs . Indeed, Vasquez’s declaration does not address her 2010 or 2011 meetings with the plaintiffs , any alleged representations she may have made to plaintiffs, the circumstance s surrounding each of the agreements she presented to plaintiffs and other investors for signature in18

April 2011, Vasquez’s and Marcucci’s meeting s with Solano and Molina in August of
2011 , or the corporate structures or relationships among the various Pan amanian corporate defendants . Marcucci did not submit a declaration in support of the motion to quash. Nevertheless, defendants cite Taylor

- Rush v. Multitech Corp. (1990) 217 Cal.App.3d 103 ( Taylor

- Rush ) to argue purposeful availment cannot be shown as t o Marcucci because he did not engage in a conspiracy with Hernandez or the other Panamanian defendants and was acting in his capacity as a corporate officer when signing the contracts with plaintiffs. However, plaintiffs are not asserting conspiracy as a basis for California’s exercise of jurisdiction. Further, Taylor

- Rush supports plaintiffs’ argument that Vasquez ’s and Marcucci’s contacts with California are sufficient for California to exercise jurisdiction.
In Taylor

- Rush
, the plaintiff, a California resident and former owner of a California corporation, sued six nonresident, corporate officers and directors of a Delaware corporation alleging fraud, breach of contract, and conspiracy. The p laintiff alleged the defendants induced her to sell her stock in the California corporation by making fraudulent misrepresentations and nondisclosures. Pursuant to the parties’ agreement, the Delaware corporation acquired the plaintiff’s company through a stock exchange and the plaintiff became employed by the defe ndants’ company. During the negotiations of the agreement, the defendants made various representations to the plaintiff in both California and New York. When the defendants’ company did not have money to pay the plaintiff under the agreement, the plainti ff’s stock in the defendants’ company became worthless. ( Taylor

- Rush
, supra , 217 Cal.App.3d at pp. 108

- 109.) The court found sufficient minimum contacts to establish personal jurisdiction as to two of the defendants, Messinger and Carow. The court found the evidence showed

“ that, while in California , Messinger made fraudulent misrepresentations and
nondisclosures which induced [the plaintiff] to execute the buy/sell, employment and settlement agreements.

. . . There is no question that the minimum conta cts test was met and personal jurisdiction over him was acquired by virtue of his tortious acts within California purposely directed at [the plaintiff]

. ” ( Taylor

- Rush
, supra , 217 Cal.App.3d at19

p. 114 .) The plaintiff’s evidence “ also established that Caro w made fraudulent misrepresentations and nondisclosures during their meeting in New York which led to [the plaintiff’s] execution of the settlement agreement.

. . . While Carow ’ s contacts with California were not as extensive as those of Messinger, in tha t he only met with [the plaintiff] in New York, his alleged tortious conduct outside California was purposely
directed at [the plaintiff] in California and had a tortious effect here. Thus, sufficient minimum contacts were established for personal jurisdi ction. ” ( Ibid

. ; see also Burger King, supra , 47 1 U.S. at p. 476 [“[j]urisdiction

. . . may not be avoided merely because
the defendant did not physically enter the forum State” ; “[s] o long as a commercial actor’s efforts are ‘purposefully directed’ toward residents of another State, we have consistently rejected the notion that an absence of physical contacts can defeat personal jurisdiction there” ].) Similarly, here, given the evidence in the record concerning Vasquez’s and
Marcucci’s business activities and numerous communications directed at plaintiffs in
California
, and the effect those business activities and communications had on plaintiffs in California, we conclude plaintiffs have satisfied their burden of demonstrating purposeful availment as to V asquez and Marcucci. ( See Taylor

- Rush
, supra , 217 Cal.App.3d at p. 114; see also Burger King , supra , 471 U.S. at pp. 475

- 476; Snowney , supra , 35 Cal.4th at p. 1063 .)

b. The Corporate Panamanian Defendants’ Contacts w ith California
P laintiffs argue the trial court erred in not considering whether minimum contact could be shown for the corporate Panamanian defendants based on Vasquez’s and
Mar cucci’s activities in California as corporate officers of the corporate defendants. We

agree. The trial court r ejected plaintiffs ’ agency theory as it related to Hernandez’s contacts, concluding based on Vasquez’s declaration that the corporate Panamanian defendants had not hired Hernandez or authorized his representations
, and that the plaintiffs had failed to pro vide sufficient evidence of an agency relationship. The trial20

court determined, i n the absence of evidence supporting a finding of agency as to Hernandez, his actions did not support a finding of jurisdiction as to the corporate
defendants. 12 The assumpti on of jurisdiction over a foreign corporation is not warranted by “‘ “ sales and sales promotion within the state by independent nonexclusive sales representatives. ” ’ [Citation.] ” ( Archibald v. Cinerama Hotels (1976) 15 Cal.3d 853, 864.) Although the tria l court acknowledged Vasquez’s trips to California in connection with its discussion regarding the plaintiff’s agency theory involving Hernandez, because
the trial court also found no minimum contacts on the part of Vasquez o r Marcucci, it did
not address whether Vasquez’s or Marcucci’s actions were sufficient to confer specific personal jurisdiction on the corporate Panamanian defendants. Inasmuch as we conclude that Vasquez and Marcucci did purposefully avail themselves of the California forum and
had th e requisite minimum contacts , we turn to the question whether their actions were sufficient to confer jurisdiction of the Panamanian corporate defendants.
In Anglo Irish
, supra , 165 Cal.App.4th 969, the court held that the corporate
entities and their off

icers purposefully availed themselves of the California forum

12 Plaintiffs argue that the purposeful availment prong was satisfied under an agency theory by showing the Panamanian defendants purposefully and voluntarily directed their activities towards California by hiring Hernandez, a real estate agent licensed in California and ratifying his conduct. Although Vasquez’s declaration does not discuss her attendance at the April 2010 investor meeting or any alleged representations she made during the meeting, she does deny Hernandez served as the authorized agent of the Panamanian defendants, declaring that they did not hire him, authoriz e him to make representations on behalf of the Panamanian defendants, or assert any authority over his marketing presentations to pot ential investors. The trial court declined to find an agency relationship existed with Hernandez and the Panamanian defendants. Although it determined “most of the contact with [p] laintiffs was through Hernandez,” it found Vasquez’s declaration challenge d the alleged agency relationship between the Panama nian defendants and Hernandez, and that plaintiffs had not offered any evidence “supporting or elucidating the relationship between the Panama [nian] [d] efendants and Hernandez.” It thus rejected the theo ry that purposeful availment could be shown through Hernandez’s contacts with California and the plaintiffs.21

benefits because they purposefully directed their activities to California residents by and through three corporate officers who had discuss ions with potential investors during three separate vi sits to California to evaluate the potential investors, answer their questions regarding certain leve raged investments, and obtain millions of dollars in investments from the California residents on the corporations’ behalves. ( Id . at p. 984.) The court pointed out that “[a] corporation or other business entity acts through authorized individuals, and the activities of its employees are attributed to the business entity for

purpose s of personal jurisdiction. [Citation.]” ( Id . at p. 981.) The court foun d “ reliance on state substantive law of agency and alter ego to determine the constitutional limits of specific personal jurisdiction is unnecessary and is an imprecise substitute for the appropriate jurisdictional question. ” ( Id. at p. 983.) The court s tated, “[t] he proper jurisdictional question is not whether the defendant can be liable for the acts of another person or entity under state substantive law, but whether the defendant has purposefully directed its activities at the forum state by causing a separate person or entity to engage in
forum contacts. That constitutional question does not turn on the specific state law requirements of alter ego or agency, although the inquiry may be similar in some
circumstances. ” ( I

bi d
., fn. omitted.) Although the trial court here applied the principles of agency discussed in Anglo
Irish when it determined Hernandez’s contacts with the plaintiff were not imputable to the Panamanian defendants, it did not separately determine whether the corporate
Panamanian defe ndants purposefully directed their activities at California, making the exercise of specific personal jurisdiction proper, apart from any question of Hernandez’s agency. ( Anglo Irish
, supra , 165 Cal.App.4 th at pp. 983

- 984.) The record reveals undisputed evidence demonstrating the individual defendants acted on behalf of the corporate Panamanian defendants, as well as demonstrating, at a minimum, a close business relationship between the Panamanian defendants. Vasquez provided Solano with a business card identifying herself as the Chief Executive Officer for Inmobiliaria and R.G. Hotels, and she stated in her declaration that she is a corporate officer and shareholder for each of the corporate Panamanian defendants. Marcucci22

identified himself in email co rrespondence with Hernandez as the President of R.G. Hotels and executed the Solanos’ 2008 Bambito Purchase Agreement on behalf of Inmobiliaria. The 2008 Bambito Purchase Agreements for Batanero, Molina
, and
Saldana identify Marcucci as the authorized leg al representative executing the contracts
on behalf of Inmobiliaria , but each of those contracts appear s to bear the signature of Vasquez. As consideration for the 2008 Bambito Purchase Agreement, Inmobiliaria accepted nearly $3 00,000 in investment funds from plaintiffs for the purchase of Bambito units, which Vasquez and Marcucci credited to Farallon under the 2011 Playa Blanca Purchase Agreements. Plaintiffs signed the Rental Program Agreements with Farallon, but it was administered by R.G. Hotels, who sent several rental payments under the agreement to Solano and whose representatives communicated via email with Solano. We note that Vasquez’s declaration, which was the only declaration submitted in support of the motion to quash, does not address the s pecific working relationships among the various Panamanian defendants and provides no basis for declining to exercise specific personal jurisdiction over the corporate Panamanian defendants based on the actions of Vasquez and Marcucci. Further, the trial court did not analyze whether Vasquez’s California activities in 2010 and 2011 could be imputed under an agency theory to the other Panamanian defendants, given that she is a corporate officer of each of the corporate Panamanian
defendants and has acted as the legal representative of some of these defendants on behalf of Marcucci. Instead, the trial court acknowledged Vasquez’s two trips to California when considering the fairness prong of the minimum contact analysis, but concluded “even if the [c] ourt we re to make findings favorable to [p] laintiff[s] regarding fairness, it would only reach [Vasquez], placing the parties in a position in which they would have to litigate in two forums.” This conclusion was erroneous, given that the trial court had not

ana lyzed whether Vasquez’s actions in California could be imputed to the remaining
Panamanian defendants. The court also did not analyze whether jurisdiction could be established over the corporate defendants apart from the actions of Vasquez and Marcucci. In Goehring v.23

Superior Court ( 1998) 62 Cal.App.4th 894, the court found that the contracts at issue, which included sales, security and escrow agreements, were “ insufficient to establish jurisdiction because they [did] not establish petitioners purposeful ly availed themselves
of forum benefits. ‘ “Purposeful availment ” requires that the defendant “ have performed some type of affirmative conduct which allows or promotes the transaction of business within the forum state.” ’ [Citation.] A contract with an o ut

- of

- state party does not automatically establish purposeful availment in the other party ’ s home forum. ( Burger King [ , supra ,] 471 U.S. [at p.] 478

. . . ; [ Vons ] , supra , 14 Cal.4th at p. 450

. . . .) Rather,
a court must evaluate the contract terms and the surrounding circumstances to determine whether the defendant purposefully established minimum contacts within the forum. Relevant factors include prior negotiations, contemplated future consequences, the parties ’ course of dealings, and the contract ’ s choice

- of

- law provision. ( [ Burger King ] , supra , . . . at pp. 478

- 482

. . . .)” ( Goehring
, supra , at p. 907 .)

“ Applying these principles, ” the court found the “ petitioners did not purposefully avail themselves of California benefits by executing the sa les, security and escrow agreements. The contract negotiations occurred in Texas. The sales and security agreements and promissory notes were governed by Texas law. The transaction documents were prepared by a Texas law firm. The transaction closed in Texas. The documents were executed in Texas and payments necessary to close the transaction were provided to a bank in Texas. The sales and security agreements concerned only Texas

based pay telephones that were required to remain in Texas; thus, all fut ure consequences were in Texas. ” ( Goehring v. Superior Court
, supra , 62 Cal.App.4th at p. 907.) Here, however, while the contracts at issue were prepared in Panama
, they were negotiated , to the extent any negotiation occurred, in California. The defenda nts also had multiple contacts with the California plaintiffs, entering into multiple contracts with each plaintiff. Although the property at issue was located in Panama, a portion of the obligations were to be performed in California regarding the pay men t of rent and return on the plaintiffs’ investments. The evidence thus supports finding the corporate
Panamanian defendants purposefully availed themselves of California benefits by24

entering into contracts with California residents which required them to make payments to those residents. ( Goehring v. Superior Court
, supra , 62 Cal.App.4th at p. 907.)

2. Reasonableness of the Exercise of Jurisdiction 13 In determining under the third prong whether asserting personal jurisdiction

“ ‘ would comport with “ fa ir play and substantial justice, ” ’ ” the court “ may evaluate the burden on the defendant of appearing in the forum, the forum state ’ s interest in adjudicating the claim, the plaintiff ’ s interest in convenient and effective relief within the forum, judicial eco nomy, and ‘ the “ shared interest of the several States in furthering fundamental substantive social policies.” ’ [Citation.]” ( Vons , supra , 14 Cal.4th at

pp. 447 , 448, quoting Burger King , supra , 471 U.S. at pp. 476, 477; accord, Asahi Metal Industry Co. v . Superior Court (1987) 480 U.S. 102, 113 [107 S.Ct. 1026, 94 L.Ed.2d 92] .) There are no bright line rules for determining jurisdiction. “ ‘ [R]ather, the facts of each case must be weighed to determine whether the requisite “ affiliating circumstances ”

are present. ’ ” ( Pavlovich, supra, 29 Cal.4th at p. 268.) Courts, however, should exercise great care and reserve when determining whether personal jurisdiction should extend to a nonresident, international defendant. ( Asahi Metal Industry Co.
, supra , at p. 115; Anglo
Irish
, supra , 165 Cal.App.4 th at p. 978.) The factors above “‘ sometimes serve to establish the reasonableness of jurisdiction upon a lesser showing of minimum contacts than would otherwise be required. [Citations.] On the other hand, where a defendant who purposefully has directed his activities at forum residents seeks to defeat jurisdiction, he must present a compelling case that the presence of some other considerations would render jurisdiction
unreasonable. ’ ( Burger King , supra , 471 U.S . at p. 477.) ” ( Anglo Irish
, supra , 165 Cal.App.4 th at pp. 979

- 980 , fn. omitted .)

13 Defendants conceded the second prong of the test, that the claim arose out of defenda nts’ forum

- related activities.25

The trial court noted the Panamanian defendants’ argument that “it would be unfair to exercise jurisdiction because the contracts at issue call for the dispute to be
resolv ed in Panama, under Panamanian laws, and the dispute involves Panamanian real property. That the real estate developments at issue are located in Panama weighs in favor of a finding that Panama has a greater interest than California in adjudicating
claims related to the developments. (See Lifeco Services Corp. v. Superior Court (1990) 222 Cal.App.3d 331, 335 .) Plaintiffs argue that the interest of the forum state should prevail , however, “ because California has an interest in protecting its residents fro m [being] target [ed] by fraudulent overseas real estate ventures. Plaintiffs rely on Calder v.
Jones (1984) 465 U.S. 783, 791 [104 S.Ct. 1482, 79 L.Ed.2d 804 ] to argue that the
location where the effects of the contract are felt is more relevant than the location of the land. Thus, [p] laintiff[s] argue[] that where middle class California citizens have been targeted, Californ ia has a compelling interest.”
In Calder
, the Supreme Court held that a California court had personal jurisdiction
over two Florida defendants based on an allegedly libelous article the defendants wrote and caused to be published in the National Enquirer about the plaintiff, a well

- known
entertainer who lived and worked in California. ( Calder v. Jones
, supra , 465 U.S. at

p. 788 .) Th e Supreme Court determined that the defendants had sufficient minimum
contacts because California was “ the focal point both of the story and of the harm suffered.” ( Id. at p. 789.) Further, t he court concluded that the individual defendants
knew that the brunt of that injury would be felt by the entertainer in California where she lived and worked and in which the National Enquirer has its largest circulation. Under the circumstances, the defendants could “ ‘reasonably anticipate being haled into court there’ to answer for the truth of the statements made in their article.” ( Id . at pp. 789

- 790.) Here too, defendants were well aware of the effect their actions had on plaintiffs and “ that the brunt of that injury would be felt by [ the plaintiffs] in the State in which ” they lived. ( Calder v. Jones
, supra , 465 U.S. at pp. 789

- 790.) When Vasquez met in
California with plaintiffs in April 2010, she told them that Bambito was still under26

construction and asked the m to be patient , assuring them that they wou ld receive a return
on their investment when the condominium units were sold in six months. She also told
them that she could not return their investment at that time because their investment
funds were “tied up in construction.” Despite these assurances , plaintiff s had not received any return on their investments a year later, when Vasquez again met with them in April 2011 in California

. At that time, Vasquez told plaintiffs that Bambito was not progressing as expected
, construction was not complete , an d plaintiffs’ investments would therefore be exchanged for ownership of units at Playa Blanca , which was nearly complete. She assured plaintiffs that the Playa Blanca unit s would be resold to a third party by October 2012 and
that plaintiffs would receive the return of their investment along with a profit. When some of the plaintiffs asked for the immediate return of their investments, Vasquez again
said it would be impossible to return the money because the money was “tied up in
construction.” The contr acts plaintiffs signed also provided that plaintiffs would receive
rental income. When Solano and Molina traveled to Panama, Vasquez and Marcucci assured
them that Farallon was an experienced developer with the expertise and resources to resell the Playa Blanca condominium units. Solano and Molina had invested their money in the various resort projects with the expectations of their investments being for a short

term , and b oth Marcu cci and Vasquez assured Solano and Molina that their Playa Blanca
unit wou ld be among the first to be resold. Yet, the unit was not resold . Further, despite the plaintiffs’ expectations of receiving rental payments under their Rental Program Agreements, no rental payments were made to any of the plaintiffs for approximately a

year. Solano only received rental income after he made multiple requests for payment

. Solano and Molina also sent emails to Marcucci regarding the retu rn on their investments
before their 2011 Playa Blanca Purchase Agreement was scheduled to expire on
Oc tober 8, 2012. Despite assurances from Marcucci that the investments would be canceled and the money would be returned, neither Solano nor Molina received their money. Hernandez also contacted Marcucci regarding complaints from investors

.27

Although Marcu cci told Hernandez the investments would be canceled or reversed , t he plaintiffs’ investments were not canceled, and the ir money was not returned

. The Panamanian defendants were well aware that plaintiffs had invested money in the development projects and had been promised returns on their investments. The losses of the money invested would be felt in California, where plaintiffs resided and where they expected to receive their money. “ Under the circumstances, [defendants] must

‘ reasonably anticipate bei ng haled into court [in California]’ to answer for ” their failure to make the promised payments to the plaintiffs in California. ( Calder v. Jones
, supra , 465 U.S. at p. 790.) Plaintiffs “ injured in California need not go to [Panama] to seek
redress from persons who, though remaining in [Panama] , knowingly cause the injury in
California. ” ( Ibid .) The trial court found that “[a]rguably, it would not be unreasonable for the [c] ourt to exercise jurisdiction if minimum contacts were shown as to all of the mo ving [ d ] efendants. However, even if the Court were to make findings favorable to [p] laintiff[s] regarding fairness, it would only reach [Vasquez], placing the parties in a position in which they would h ave to litigate in two forums. ” (See Vons , supra , 14 Cal.4th at p. 4 48 [plaintiffs’ “ interest in convenient and effective relief within the forum ”
and the interest of “

judicial economy ” would best be served by resolving the matter in the forum having jurisdiction over all defendants rather than litigating o r arbitrating the matter piecemeal in two different forums ].) For these reasons, t he court granted the motion to quash. As discussed above, the trial court erroneously failed to consider several bases on which jurisdiction might be asserted over all Pana manian defendants. Upon considering
these bases , the court may reach a different conclusion regarding the reasonableness of asserting personal jurisdiction ov er defendants

.28 DISPOSITION
The order is reversed and the matter remanded for further proceeding s consistent with the views expressed herein. Plaintiffs are to recover their costs on appeal.

GARNETT , J. *

We concur:

PERLUSS, P. J.

SEGAL, J.

* J udge of the Los Angeles S uperior Court, assigned by the Chief Justice pursuant to article VI, section 6 of the California Constitution.