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009589.0024\4790194.3 DECLARATION OF SUSAN L. UECKER IN 

SUPPORT OF RECEIVER’S MOTION 

1 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

Elizabeth Berke-Dreyfuss (Bar No. 114651) 

WENDEL, ROSEN, BLACK & DEAN LLP 

1111 Broadway, 24th Floor 

Oakland, California 94607-4036 

Telephone: (510) 834-6600 

Fax: (510) 834-1928 

Email: edreyfuss@wendel.com 

Attorneys for Susan L. Uecker, Receiver 

UNITED STATES DISTRICT COURT 

NORTHERN DISTRICT OF CALIFORNIA 

SAN FRANCISCO DIVISION 

SECURITIES AND EXCHANGE 

COMMISSION, 

Plaintiff, 

vs. 

SAN FRANCISCO REGIONAL CENTER, 

LLC; THOMAS M. HENDERSON; 

CALIFORNIA GOLD MEDAL, L.P.; 

CALLSOCKET, L.P.; CALLSOCKET II, L.P.; 

CALLSOCKET III, L.P.; COMPREHENSIVE 

CARE OF OAKLAND, L.P.; NA3PL, L.P.; 

WEST OAKLAND PLAZA, L.P.; 

CALLSOCKET, LLC; CALLSOCKET II, LLC; 

CALLSOCKET III, LLC; COMPREHENSIVE 

CARE OF CALIFORNIA, LLC; IMMEDIA, 

LLC; and NORTH AMERICA 3PL, LLC, 

Defendants, 

-andCALLSOCKET HOLDING COMPANY, LLC; 

CALLSOCKET III HOLDING COMPANY, 

LLC; BERKELEY HEALTHCARE 

DYNAMICS, LLC; CENTRAL CALIFORNIA 

FARMS, LLC; and JL GATEWAY, LLC, 

Relief Defendants. 

 Case No. 3:17-CV-00223-RS 

DECLARATION OF SUSAN L. UECKER 

IN SUPPORT OF RECEIVER’S MOTION 

FOR ORDER: (1) AUTHORIZING SALE 

OF PERSONAL PROPERTY OF 

CENTRAL CALIFORNIA FARMS, LLC; 

(2) APPROVING AGREEMENT WITH 

MID-VALLEY SERVICES, INC.; AND (3) 

AUTHORIZING RETENTION OF 

BROKER AND LISTING OF JL 

GATEWAY, LLC PROPERTY FOR SALE 

Date: September 28, 2017 

Time: 1:30 p.m. 

Place: 450 Golden Gate Ave., 

 17th Floor, Ctrm. 3 

 San Francisco, CA 94102 

Judge: The Hon. Richard Seeborg 

 

Case 3:17-cv-00223-RS Document 205-2 Filed 08/23/17 Page 1 of 6
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009589.0024\4790194.3 DECLARATION OF SUSAN L. UECKER IN 

SUPPORT OF RECEIVER’S MOTION 

2 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

I, Susan L. Uecker, declare: 

1. I am the duly appointed the duly appointed receiver (the “Receiver”) for 

Defendants San Francisco Regional Center, LLC; California Gold Medal, L.P.; CallSocket, L.P.; 

CallSocket II, L.P.; CallSocket III L.P.; NA3PL, L.P.; West Oakland Plaza, L.P.; CallSocket, 

LLC; CallSocket II, LLC; CallSocket III, LLC; Immedia, LLC; Comprehensive Care of 

California, LLC; Comprehensive Care of Oakland, L.P.; and North American 3PL, LLC and 

Relief Defendants CallSocket Holding Company, LLC; CallSocket Holding III Company, LLC; 

Central California Farms, LLC; JL Gateway, LLC; and Berkeley Healthcare Dynamics, LLC 

(collectively the “Receivership Entities”) pursuant to the Court’s Order Appointing Receiver and 

Monitor entered herein on March 29, 2017 (“Appointment Order”) (Docket No. 100), a true and 

copy of which is attached hereto as Exhibit A, and this Court’s Order Extending Scope of 

Receivership entered herein on June 5, 2017 (Docket No. 171). The following facts are true of my 

own personal knowledge and if called as a witness, I would and could competently testify thereto, 

except as to those matters that are alleged upon information and belief, and as to those matters, I 

believe them to be true. I make this declaration in support of my Motion for Order: (1) 

Authorizing Sale of Personal Property of Central California Farms, LLC; (2) Approving 

Agreement with Mid-Valley Services, Inc.; and (3) Authorizing Retention of Broker and Listing 

of JL Gateway, LLC Property for Sale. 

2. To the best of my information and belief, none of the investors in California Gold 

Medal, L.P. have had their I-526s approved by the USCIS and all of the petitions remain pending. 

To the best of my knowledge and belief, none of the investors have immigrated to the United 

States. I am informed and believe that it is likely that the USCIS will, in all probability, terminate 

SFRC’s regional center status, which will result in either denials or revocations of the investors’ 

petitions. I am further informed and believe that there is a discrepancy in the number and status 

of the investors in California Gold Medal, L.P. between the records of the USCIS and counsel1

 for 

 

1

 Mr. James Yang is immigration counsel for SFRC and almost all investors in California Gold 

Medal, L.P. 

Case 3:17-cv-00223-RS Document 205-2 Filed 08/23/17 Page 2 of 6
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009589.0024\4790194.3 DECLARATION OF SUSAN L. UECKER IN 

SUPPORT OF RECEIVER’S MOTION 

3 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

the investors. Although I have communicated with the USCIS through my immigration counsel, 

Mr. Robert Divine, neither Mr. Divine nor I have had a response from the USCIS to our inquiries 

for updated confirming information. Because none of the investors I-526 petitions have been 

approved and none of the investors have immigrated to the United States prior to a time when the 

termination of SFRC’s regional center’s status appears likely, I am informed and believe that is 

highly unlikely that the California Gold Medal, L.P. investors will be able to obtain or retain their 

immigration benefits. On that basis, based on my business judgment, I recommend that the assets 

of Relief Defendant, Central California Farms, LLC and the job creating entity, Crystal Golden, 

LLC, should be liquidated. 

3. I am informed and believe that it is highly unlikely that California Gold Medal, 

L.P. investors will be able to obtain approval of their I-526s for the following reasons. The 

Business Plan for California Gold Medal, L.P. lacks credibility. The plan was to raise $50 million 

in revenue for the construction of the ulta high temperature dairy plant, but the Shambaugh & Son 

LP design build construction bid far exceeded the amount of capital raised. Approximately $10 

million in investors’ funds have been diverted and/or comingled.2

 Because it is unlikely that 

California Gold Medal, L.P. investors will be able to obtain their immigration benefits (primarily 

based upon the probable termination of SFRC’s regional center status because none of the 

investors I-526s have been approved and they have not immigrated to the United States), I believe 

that liquidation of the assets of Relief Defendant Central California Farms, LLC and Chrystal 

Golden, LLC is warranted at this time. 

4. M. Davis Group submitted a proposal for purchase of the remaining equipment at 

the Tipton Plant on the Tipton Property. A true and correct copy of the M. Davis Group proposal 

is attached hereto as Exhibit B. The proposal is either to auction the equipment with an 

anticipated return of $25,000 to $45,000, or to pay $25,000 for a straight purchase of the 

equipment. I believe that accepting payment of $25,000 for the remaining equipment is in the best 

 

2

 Declaration of Ellen Chen in Support of Plaintiff Securities and Exchange Commission’s 

Motion for Preliminary Injunction and for Appointment of Receiver (“Chen Decl.”), p. 9, Table 6, 

Docket No. 19. 

Case 3:17-cv-00223-RS Document 205-2 Filed 08/23/17 Page 3 of 6
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009589.0024\4790194.3 DECLARATION OF SUSAN L. UECKER IN 

SUPPORT OF RECEIVER’S MOTION 

4 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

interests of the Receivership Estate, because at auction, M. Davis Group receives 15% of the 

auction proceeds, and if the equipment only brings the low estimate, the estate will be worse off 

than if it had simply sold the equipment outright for $25,000. Also, I want to exit the premises 

quickly and not be responsible for dealing with the removal of the equipment after the auction, 

which would require the estate to retain insurance possibly past the expiration date of the current 

policies in November 2017. 

5. Attached hereto as Exhibit C is the Broker Opinion of Value for the Tipton 

Property prepared by Nick Audino, SIOR of Newmark Grubb Knight Frank, estimating the fair 

market value of the property to be $1.1 million. The debt against the property is $1.5 million, and 

the defaulted real estate taxes are $160,000, not including ongoing insurance. Because the Tipton 

Property is worth less than the amount of the debt, I am recommending that the Tipton Property be 

abandoned from the Receivership Estate since it represents a liability. I contacted Mid-Valley 

Services, Inc.,3

 the original lender, who has agreed to accept a deed in lieu of foreclosure for the 

Tipton Property. I request approval of an agreement with Mid-Valley Services, Inc. through its 

assignee, Tipton Investment Group, LLC, substantially in the form and substance of the 

Agreement for Deed in Lieu of Foreclosure and Escrow Instructions attached hereto as Exhibit D. 

6. I am informed and believe that Defendant West Oakland Plaza, L.P. is the new 

commercial enterprise that was supposed to fund the job creating entity, West End Market, LLC. 

The Business Plan for West Oakland Plaza, L.P. anticipated that 20 investors would invest $10 

million to fund the West End Market, LLC, but only four investors invested in that new 

commercial enterprise, raising only $2 million. I am informed and believe that all of the investors’ 

I-526 petitions remain pending before the USCIS, and that none of the investors have immigrated 

to the United States. Because none of the investors I-526 petitions have been approved and none 

of the investors have immigrated to the United States prior to a time when the termination of the 

 

3

 I am informed that on October 23, 2015, Mid-Valley Services, Inc. assigned a portion of its 

beneficial interest in the deed of trust against the Tipton Property to a number of fractionalized 

interest holders. Mid-Valley Services, Inc. was contractually retained as the servicer for the 

assignees, and has the authority under the Loan Servicing Agreement to enter into the Agreement 

for Deed in Lieu of Foreclosure and Escrow Instruction. 

Case 3:17-cv-00223-RS Document 205-2 Filed 08/23/17 Page 4 of 6
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009589.0024\4790194.3 DECLARATION OF SUSAN L. UECKER IN 

SUPPORT OF RECEIVER’S MOTION 

5 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

SFRC’s regional center status appears likely, I am informed and believe that it is highly unlikely 

the West Oakland Plaza, L.P. investors will be able to obtain or retain their immigration benefits. 

On that basis, based on my business judgment, I recommend that the assets of Relief Defendant, 

JL Gateway, LLC,4 the shopping center located at 800- 900 Market Street, Oakland, California, 

should be listed for sale at this time. 

7. I obtained a Broker Opinion of Value from Aileen Dolby of Colliers International 

for the real property located at 800-900 Market Street, Oakland, CA (“Market Street Property”), 

estimating the fair market value of the property to be $10,400,000. A true and correct copy of the 

Broker Opinion of Value is attached hereto as Exhibit E. The current loan with Thorofare Capital 

has a balance due of $6,500,000. A statement of the amounts owing to Thorofare Capital is 

attached hereto as Exhibit F. There is value in the Market Street Property to the Receivership 

Estate of approximately $3,900,000. 

8. I am informed and believe that although West Oakland Plaza, L.P. was supposed to 

raise funds from twenty investors, only four investors subscribed and have filed I-526 petitions. 

Investors invested approximately $2.2 million,5 far short of the necessary $10 million. The 

Business Plan lacks credibility, because the grocery store, West End Market, was never 

operational, no improvements were ever made, and no employees were ever hired. West Oakland 

Plaza, L.P. investor funds of $786,000 were transferred to North America 3PL, LLC and net 

investor funds of $244,500 were transferred to Immedia, LLC, 6 representing approximately 50% 

of all investors’ funds either commingled or diverted. In addition to those funds, $603,000 was 

transferred to the owner of the Market Street Property, Relief Defendant JL Gateway, LLC.7

 In 

addition, it appears that JL Gateway, LLC acquired the Market Street Property with investor funds 

 

4

 I am informed and believe that Relief Defendant JL Gateway, LLC is owned 75% by San 

Francisco Regional Center LLC, and 25% for Womac Properties, Inc. 

5

 Chen Decl., p. 4, Table 2, Docket No. 19. 

6

 Chen Decl., p. 8, Table 5, Docket No. 19. 

7

 Chen Decl., p. 8, Table 5, Docket No. 19. 

Case 3:17-cv-00223-RS Document 205-2 Filed 08/23/17 Page 5 of 6
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009589.0024\4790194.3 DECLARATION OF SUSAN L. UECKER IN 

SUPPORT OF RECEIVER’S MOTION 

6 3:17-CV-00223-RS

Wendel, Rosen, Black & Dean LLP 

1111 Broadway, 24t h Floor 

Oakland, California 94607-4036 

sourced through CallSocket III, L.P. and NA3PL, L.P.8 The approval of West Oakland Plaza 

investors’ I-526 petitions appear unlikely due to such diversion and/or commingling and/or 

probable termination of SFRC’s regional center status. On that basis, based on my business 

judgment, I believe that the Market Street Property should be listed for marketing and sale at this 

time. 

9. I am requesting authorization to enter into an Exclusive Authorization to Sell 

Agreement (“Listing Agreement”) with Colliers Parrish International, Inc., dba Colliers 

International for the listing, marketing and sale of the Market Street Property. A true and correct 

copy of the Listing Agreement is attached hereto as Exhibit G. Pursuant to the terms of the 

Listing Agreement: 

• The listing price shall be $10.4 million; 

• The Listing Agreement is for 6 months, ending on December 31, 2017; 

• The broker’s commission shall be 3%; 

• All sales are subject to court approval; and 

• Dual agency is prohibited. 

I believe the Listing Agreement is in the best interests of the receivership estate because Colliers 

International has extensive experience in the commercial real estate market for Alameda County; 

the commission is limited to 3% and dual agency is prohibited. 

I declare under penalty of perjury that the foregoing is true and correct and that this 

declaration was executed on the 22nd day of August, 2017, at San Francisco, California. 

/s/ Susan L. Uecker 

 Susan L. Uecker, Receiver 

 

8

 Chen Decl., ¶¶ 55-56, Diagram G, Docket No. 19. 

Case 3:17-cv-00223-RS Document 205-2 Filed 08/23/17 Page 6 of 6