Filed 5/28/24 Motorola Solutions v. Pick CA2/5

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IN THE COURT OF APPEAL OF THE STATE OF CALIFORNIA

SECOND APPELLATE DISTRICT

DIVISION FIVE

MOTOROLA SOLUTIONS, INC.,

Plaintiff and Respondent,

v.

HAROLD PICK et al.,

Defendants and Appellants.

B310009 c/w B311772

(Los Angeles County Super. 

Ct. No. SC123039)

APPEAL from a judgment of the Superior Court of Los

Angeles County, Craig D. Karlan, Judge. Affirmed in part, 

reversed in part, and remanded with directions.

Lesches Law and Levi Lesches for Defendant and 

Appellant Harold Pick.

Law Offices of Robert Mills and Robert Mills for Defendant 

and Appellant Ferdinand Aguinaldo.

Jay Francis, in pro. per., for Defendant and Appellant.

Timothy D. McGonigle, Benedon & Serlin, Judith E. 

Posner, and Kelly R. Horwitz for Plaintiff and Respondent.
2

INTRODUCTION

In 2014, plaintiff and respondent Motorola Solutions, Inc. 

(Motorola) sued defendants and appellants Harold Pick; his 

mother, Ann Pick; and his friend Jay Francis under the Uniform 

Voidable Transactions Act (Civ. Code, § 3439 et seq.) (UVTA or 

Act).

1 Motorola claimed the trio had schemed to buy Ann a house

with $250,000 of Harold’s money, thereby preventing Motorola 

from seizing those funds to collect on a judgment. At trial, the 

jury concluded that although Harold had indeed concealed the 

funds, Ann and Francis were good faith transferees for value, and 

Motorola could not void the sale. The jury separately found 

Harold had committed fraud by concealment, which had not been 

separately pled in the complaint, and awarded Motorola $250,504 

in damages. At the subsequent bench trial on declaratory and

equitable relief, the trial court reformed the deed to the house to 

grant Motorola a share of the property proportionate to the 

money Harold had given Ann—namely, the damages the jury had 

awarded for the concealment claim. 

Although appellants collectively raised more than a dozen 

issues on appeal, we find one dispositive: The jury did not reach 

a verdict on every element of the concealment claim because it 

was not asked to decide whether Harold had a duty of disclosure 

to Motorola. Since Motorola used a special verdict form, we 

cannot imply the missing finding. Accordingly, we reverse the 

judgment as to the concealment claim and the court’s equitable 

actions, which were based on the concealment verdict, vacate the 

verdict on the concealment claim, and remand with instructions. 

1 Because the Picks share a surname, we refer to them by 

their first names.
3

BACKGROUND

In 2005, Motorola obtained a $1.3 million judgment against 

Harold for copyright infringement. Harold has not paid any 

funds toward the debt, and until Motorola filed suit in this 

matter, it had made no effort to collect on the judgment. 

In 2009, Harold inherited a house in San Francisco, which 

he sold the same year for $571,639.56. Harold transferred the 

funds to his attorney, who deposited them in a client trust 

account. In 2012, through a complicated series of financial 

transactions, Harold transferred (or caused to be transferred) 

approximately $250,000 into an escrow account to be used toward 

the purchase of a house for Ann on Bundy Drive in West Los 

Angeles.

2 Ann bought the house in her name, together with 

Francis, who also contributed money toward the purchase. In 

exchange for his contribution, Harold was given a lease to reside 

at the property. That is, Harold’s contribution was treated as 

prepaid rent. 

In August 2014, Motorola filed a complaint against Ann, 

Harold, Francis, and several defendants who are not parties to 

this appeal asserting three causes of action to set aside a 

fraudulent transfer under the UVTA (Civ. Code, §§ 3439.04, 

subds. (a)(1) & (a)(2)(b), 3439.05), and one cause of action against 

Ann and Francis—but not Harold—for declaratory and equitable 

relief seeking to reform the deed to the house (Bundy deed). 

1. Jury Trial and Verdict

Beginning in August 2019, the case was tried in two parts. 

First, a jury trial was held to resolve the complaint’s three causes 

2 Ann was 85 years old at the time and had been evicted from 

her home, along with her five cats and four dogs. 
4

of action under the UVTA. Second, the court held a bench trial in 

equity to resolve Motorola’s fourth cause of action for declaratory 

relief and reformation of the Bundy deed.

Shortly before jury selection, Motorola suggested, for the 

first time, that it planned to proceed on the theory of fraud by 

concealment against Harold only, explaining that it was

“subsumed, as stated in one of the cases, is—within the 

fraudulent conveyance statute is the common law tort of 

concealment, and I’ve got a jury instruction on concealment, so 

that’s going to . . . be part of the case as well.” There was no

request to amend the complaint to add another cause of action 

and Harold did not object. CACI 1901, jury instruction on 

concealment, was later given to the jury, but without the duty to 

disclose element necessary to find liability on concealment.

3

Motorola also confirmed, and the court agreed, that should the 

jury find against Motorola on the UVTA claims, the fourth cause 

of action on declaratory and equitable relief would be moot.

In the midst of deliberations, the jury was given three 

special verdicts to complete: one as to Ann’s liability under the 

UVTA, one as to Francis’s liability under the UVTA, and one as 

to Harold’s liability for concealment. As to the first two claims, 

the jury found Harold had transferred property to Ann and 

Francis to hide it from Motorola but also found that Ann and 

Francis had received the property in good faith and in exchange 

3 At oral argument, counsel for Motorola took the position 

that by giving the concealment jury instruction without objection, 

the trial court “effectively agree[d] to amend to conform to proof 

those jury instructions.” We proceed on that understanding.
5

for reasonably equivalent value.4 The jury awarded Motorola $0 

in damages.

As to the concealment claim, the jury answered “yes” to 

four questions: Did Harold intentionally fail to disclose a fact or 

facts that Motorola did not know and could not reasonably have 

discovered? Did Harold intend to deceive Motorola by concealing 

the fact? Had the omitted information been disclosed, would 

Motorola reasonably have behaved differently? Was Harold’s 

concealment a substantial factor in causing harm to Motorola? 

The jury was not asked to determine whether Harold owed 

Motorola a duty of disclosure.5 It awarded Motorola $250,504 in 

damages, representing the amount he had contributed to the 

purchase of the house.

4 The jury answered “yes” to eight questions: Did Motorola 

have a right to payment from Harold? Did Harold transfer 

property to Ann/Francis? Did Motorola’s right to payment from 

Harold arise before Harold transferred the money? Was Harold 

insolvent at the time or did he become insolvent as a result of the 

transfer? Did Harold transfer the money with the intent to 

hinder, delay, or defraud one or more of his creditors? Did 

Harold believe or should he have reasonably believed he would 

incur debts beyond his ability to pay as they became due? Was 

Harold’s conduct a substantial factor in causing Motorola’s harm? 

Did Ann/Francis receive the property from Harold in good faith? 

The jury answered “no” to two questions: Did Harold fail to 

receive a reasonably equivalent value in exchange for the 

transfer? Did Motorola exceed the statute of limitations? 

5 Nor had Motorola presented evidence or argument on that 

point. To the contrary, concealment was mentioned in closing 

argument only once, and only in passing. 
6

2. Equitable Phase

After the jury rendered its verdicts, the court ordered 

briefing on the fourth cause of action for declaratory relief and 

reformation of the deed. As it had in its complaint, Motorola 

argued the court should reform the Bundy deed to reflect that 

Francis was not a joint tenant in the property and instead award 

him an equitable mortgage of $100,000. Motorola did not ask the 

court to modify the deed to grant Motorola an ownership interest 

based on Harold’s contribution. Thus, the briefing addressed 

only that issue.

Nevertheless, at the subsequent hearing, the court 

construed the jury’s concealment verdict as a finding that 

Harold’s contribution was a fraudulent conveyance. Harold’s 

attorney explained that to the contrary, the jury found that 

“there was no fraudulent transfer, but there was concealment, 

common law concealment liability.” The court inquired as to 

whether there were causes of action for both, and Motorola’s 

counsel replied: “fraud is part of a fraudulent conveyance under 

the common law[,] so it doesn’t need to be pled[,] it’s part of the 

fraudulent conveyance.”

At this point, and without further argument, the court 

began calculating the respective shares of Ann, Francis, and 

Motorola in the Bundy property, with Motorola’s share based on 

the damages amount awarded in the concealment claim. The 

court suggested that “the only solution here is to give interests in 

the property. Nothing else is equitable or fair.”

Following an additional round of briefing, the court again 

expressed its view that Motorola should receive a 44.16 percent 

interest in the property based on the money Harold had 

concealed from Motorola. Defense counsel stressed the jury’s 
7

verdict that the funds were not “fraudulently conveyed” because 

“the jury found that Ann Pick and Jay Francis took in good faith. 

Therefore, there was no fraudulent transfer of that money to the 

property” and Ann could not be deprived of the funds. The court 

replied: “It’s the same functional equivalent, though.” It 

reasoned: “The jury was making a finding that the 250 was 

concealed. If I read this verdict the way I’m reading it, it was 

fraudulently transferred, albeit without Ms. Ann Pick’s 

knowledge, is what the jury found, but that doesn’t mean he gets 

to hide it.”

After additional argument, the court summarized its 

position: “I mean[,] the jury clearly found that [Harold] concealed 

these funds, hid them from [Motorola] so [it] couldn’t collect on 

them. But they also found that [Ann], his mother, didn’t know 

about it[,] so . . . what does the court do now given that we know 

these funds were hidden . . . and now were used to purchase it? 

Do you have an equitable lien? . . . It’s certainly a fair remedy. I 

don’t have an issue with that.” Ultimately, the court ordered 

additional briefing on whether, in fashioning equitable relief, it 

was bound by the jury’s findings.

3. Judgment and Appeal

The court eventually concluded the Bundy deed should be 

reformed for Francis, Ann, and Motorola to share ownership as 

tenants in common in proportion to their financial contributions 

to the purchase of the Bundy house, with Motorola’s share 

representing Harold’s contribution. 

On November 20, 2020, the court entered an amended 

judgment incorporating the jury’s findings on the UVTA causes of 

action and the concealment claim, as well as its own ruling on the 

equitable cause of action. Ann, Harold, and Francis appealed.
8

DISCUSSION

Harold contends the judgment must be vacated because the 

jury did not render a verdict on every required element of the 

concealment claim. Specifically, he asserts the jury did not 

determine that he owed Motorola a duty of disclosure. Motorola 

does not dispute that there is no jury finding on that element. 

Instead, it contends Harold has forfeited the error by failing to 

object to the jury instructions below.6

1. The jury did not find Harold had a duty of disclosure.

1.1. Legal Principles and Standard of Review

As we have discussed, the jury in this case was asked to 

render its verdict on a special verdict form. “Using a special 

verdict (rather than a general verdict) can be risky. On the front 

end, the plaintiff must be excruciatingly careful to make sure 

that the special verdict form contains every finding necessary to 

sustain a cause of action [citations] because any missing elements 

preclude a judgment in the plaintiff’s favor. The risk of error 

falls solely on the plaintiff because it is the plaintiff, as the party 

with the burden of proof, who has the ‘responsibility for 

submitting a verdict form sufficient to support her causes of 

action.’ [Citation.] On the back end, the plaintiff is limited to the 

6 Although Motorola correctly identifies Harold’s challenge to 

the special verdict in heading II.E of its respondent’s brief, it 

treats the argument as an assertion of instructional error; it does 

not specifically address either Harold’s challenge to the jury’s 

verdict or the special verdict form upon which that verdict was 

based. Nor does Motorola acknowledge that the special verdict 

form was missing an element of the concealment claim. We 

nevertheless construe Motorola’s invited error argument to apply 

to this claim as well.
9

express findings made by the jury in the special verdict form and, 

unlike with a general verdict, courts cannot imply findings to 

support a special verdict. [Citations.] If an essential finding is 

missing, its ‘absence . . . precludes judgment for the plaintiff on 

that claim.’ ” (Drink Tank Ventures LLC v. Real Soda in Real 

Bottles, Ltd. (2021) 71 Cal.App.5th 528, 545.) The correctness of 

a special verdict is a matter of law, which we review de novo.

(Zagami, Inc. v. James A. Crone, Inc. (2008) 160 Cal.App.4th 

1083, 1092.)

1.2. The jury rendered an incomplete verdict on the 

concealment claim.

“A cause of action for fraud contains ‘the following 

elements: (1) a knowingly false representation by the defendant; 

(2) an intent to deceive or induce reliance; (3) justifiable reliance 

by the plaintiff; and (4) resulting damages. [Citation.]’

[Citation.] [¶] ‘[T]he elements of an action for fraud . . . based on 

concealment are: (1) the defendant must have concealed or 

suppressed a material fact, (2) the defendant must have been 

under a duty to disclose the fact to the plaintiff, (3) the defendant 

must have intentionally concealed or suppressed the fact with the 

intent to defraud the plaintiff, (4) the plaintiff must have been 

unaware of the fact and would not have acted as he did if he had 

known of the concealed or suppressed fact, and (5) as a result of 

the concealment or suppression of the fact, the plaintiff must 

have sustained damage.’ ” (Hasso v. Hapke (2014) 

227 Cal.App.4th 107, 127, italics added.) 

Thus, before there can be liability for concealment, there 

must be a duty to disclose. (Civ. Code, § 1710, subd. (3) [deceit 

includes “suppression of a fact, by one who is bound to disclose it, 

or who gives information of other facts which are likely to 
10

mislead for want of communication of that fact”]; Hoffman v. 162 

North Wolfe LLC (2014) 228 Cal.App.4th 1178, 1186–1187.) That 

duty usually arises in the context of fiduciary relationships, but 

outside of the fiduciary context, a “relationship between the 

parties is present if there is ‘some sort of transaction between the 

parties. [Citations.] Thus, a duty to disclose may arise from the 

relationship between seller and buyer, employer and prospective 

employee, doctor and patient, or parties entering into any kind of 

contractual agreement.’ ” (Hoffman, at p. 1187.)

Harold contends the jury’s verdict does not encompass 

every element of fraud by concealment because the jury was not 

asked to determine, and did not find, that he owed Motorola a 

duty of disclosure. That is, although he had a duty to refrain 

from committing fraud, he had no independent duty to announce 

to Motorola that he intended to hide assets by buying his mother 

a house. (See Bank of America Corp. v. Superior Court (2011) 

198 Cal.App.4th 862, 872–873.) 

“When a special verdict is used and there is no general 

verdict, we will not imply findings in favor of the prevailing 

party. [Citation.] If a fact necessary to support a cause of action 

is not included in such a special verdict, judgment on that cause 

of action cannot stand.” (Behr v. Redmond (2011) 

193 Cal.App.4th 517, 530 (Behr).) The plaintiff “bear[s] the 

responsibility for a special verdict submitted to the jury on [his] 

own case” and must therefore ensure that a special verdict allows 

the jury to “ ‘resolve all of the ultimate facts’ ” so that “ ‘ “nothing 

shall remain to the court but to draw from them conclusions of 

law.” ’ ” (Myers Building Industries, Ltd. v. Interface Technology, 

Inc. (1993) 13 Cal.App.4th 949, 959–960, 961–962.) 
11

Here, the jury answered “yes” to four questions: Did 

Harold intentionally fail to disclose a fact or facts that Motorola 

did not know and could not reasonably have discovered? Did 

Harold intend to deceive Motorola by concealing the fact? Had 

the omitted information been disclosed, would Motorola 

reasonably have behaved differently? Was Harold’s concealment 

a substantial factor in causing harm to Motorola? This verdict 

does not include a finding that Harold had a duty to disclose his 

inheritance to Motorola. As we may not imply the missing 

finding, the jury did not return a complete verdict on the 

concealment claim.

1.3. Harold did not invite the error.

Although the plaintiff bears the burden of submitting a 

special verdict form that obtains a finding on each question 

essential to liability (Behr, supra, 193 Cal.App.4th at pp. 531–

532.), errors in a special verdict form are not cognizable on appeal 

if they were invited by the defendant (Saxena v. Goffney (2008) 

159 Cal.App.4th 316, 328–329 (Saxena)). Motorola claims Harold 

invited the error by stipulating to the special verdict form below. 

We are not persuaded.

First, Harold does not challenge the verdict form as such. 

He merely argues the verdict returned by the jury—based on 

Motorola’s special verdict form—does not support entry of 

judgment on the concealment claim because the jury did not 

reach a verdict on every necessary element of that claim. Second, 

“courts have declined to apply the waiver rule ‘where the record 

indicates that the failure to object was not the result of a desire 

to reap a “technical advantage” or engage in a “litigious 

strategy.” ’ ” (Saxena, supra, 159 Cal.App.4th 316 at pp. 327–

328) The record before us contains no evidence of such a scheme.
12

Motorola, not Harold, submitted the erroneous special 

verdict form. And though Harold ultimately acquiesced, there is 

no indication that he did so “as part of a litigation strategy or to 

gain a technical advantage.” (Saxena, supra, 159 Cal.App.4th at 

p. 328.) The parties were initially unable to agree on the verdict 

forms, and the jury began deliberating without them. Several 

hours into deliberations, the court stepped in to discuss finalizing 

the verdict forms but as it related to the concealment claim, that

discussion focused on damages and not the substantive elements 

of the claim.

Moreover, to the extent a party led the court astray, it was 

Motorola, not Harold. Early in deliberations, as the court and the 

parties struggled with the verdict forms, the jury sent a question: 

“debtor responsibility to disclose when someone has funds.”

7

Motorola’s attorney replied that the jury had been properly 

instructed on that point. Harold’s attorney disagreed and sought 

a clarifying instruction. 

“Court [(Ct)]: Four, ‘debtor responsibility to disclose 

when someone has funds.’

“[Motorola (M)]: I think there’s a jury instruction, isn’t 

there?

“Ct: Should [I] write see CACI?

“[M]: They may not know what CACI is. Just see jury 

instructions.

“[Harold (H)]: Your Honor, I think it’s a question of 

duty. I don’t think there was any instruction on a 

7 The jury note does not appear to be part of the record on 

appeal, but it is quoted in the reporter’s transcript.
13

legal duty to disclose funds, meaning there’s a 

legal duty —

“[Ct]: I’m going to say review jury instruction. If 

clarification is needed, please send a standalone 

question.

“[M]: Perfect.

“[H]: That’s fine. Thank you, Your Honor. It may be 

possible to add that if something is not in the 

instructions, it’s not there. I don’t know if they’re 

making up their own law.

“[Ct]: The court tends to say less than more. I don’t 

want to say if it’s not there, it’s not there. If they 

have a legitimate question of the law which I can 

answer, I will, but they need to set it out 

separately.”

To be sure, Harold could have pressed the point further—

but he was not required to do so, especially given that he already 

expressed concern about the missing element and neither 

Motorola nor the court seemed to agree with him. Ultimately, it 

“was plaintiffs’ responsibility to tender their case to the jury. If 

plaintiffs chose to submit a verdict form tendering less than their 

full case to the jury, [defendant] had no further incentive to 

object.” (Saxena, supra, 159 Cal.App.4th at p. 328.) We see no 

evidence of invited error on this point.

2. Because we reverse based on the incomplete verdict 

form, the remaining issues are moot.

“It is well settled that appellate courts will decide only 

actual controversies. We will not opine on moot questions or 

abstract propositions, nor declare principles of law that cannot 

affect the matter at issue on appeal.” (Shaw v. Los Angeles 
14

Unified School District (2023) 95 Cal.App.5th 740, 772.) As we 

have explained, the jury’s special verdict did not include findings 

for every element of the concealment claim. We therefore vacate 

the verdict on the concealment claim against Harold and remand 

with instructions. As such, we need not address Harold’s 

remaining challenges to the jury’s verdict. 

In addition, without a verdict for Motorola on the 

concealment claim, there is no basis for the trial court to reform 

the deed to the Bundy property in Motorola’s favor for the fourth 

cause of action. Accordingly, we need not address the parties’

challenges to the court’s equitable choices and the resulting 

judgment. 
15

DISPOSITION

The verdicts on the UVTA claims as to Ann Pick and Jay 

Francis are affirmed.

8 The verdicts on the separate concealment 

claim as to Harold Pick and the fourth cause of action for

declaratory relief are vacated and the matter is remanded for 

retrial of the concealment claim as against Harold Pick consistent 

with the views expressed in this opinion. Upon retrial, if a 

verdict in favor of Motorola on the concealment claim against 

Harold Pick is rendered, the trial court is to reconsider what

remedy, if any, is to be awarded in connection with fourth cause 

of action. All parties shall bear their own costs on appeal.

LEE, J. 

WE CONCUR:

BAKER, Acting P. J. KIM. J.

8 We note that page 2 of the amended judgment contains a 

clerical error. When reciting the jury’s findings as to Ann Pick, 

the amended judgment states: “6. ‘Did Defendant Harold Pick 

fail to receive a reasonably equivalent value in exchange for the 

transfer? Yes.’ ” The jury answered that question “no.” The 

court should correct the error upon remand.



Judge of the San Bernardino County Superior Court, 

assigned by the Chief Justice pursuant to article VI, section 6 of 

the California Constitution.