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FILED
DALLAS COUNTY
1/17/2017 1:35:36 PM
FELICIA PITRE
DISTRICT CLERK
CAUSE NO. DC-16-00007
SUNIL RAMNANI, MUKHTIAR § IN THE DISTRICT COURT OF
GREWAL and HARDEEP GREWAL , §
§
Plaintiffs, § DALLAS COUNTY, TEXAS
§
§
vs. § 95TH JUDICIAL DISTRICT
§
ZAYA YOUNAN, YOUNAN §
PROPERTIES, INC., YOUNAN §
INVESTMENT PROPERTIES, L.P., §
BRIAN HENNESSEY, NARBAH §
TATEVOSSIAN, QUENTIN §
THOMPSON, DELOITTE AND §
TOUCHÉ, L.L.P., EQUITY OFFICE §
MANAGEMENT, L.L.C., NORTHMARQ §
CAPITAL, L.LC., PROMARK CAPITAL
GROUP, RKM CAPITAL AND
RICHARD SCADALIATO
Defendants.
DEFENDANT EQUITY OFFICE MANAGEMENT’S
ORIGINAL ANSWER, SUBJECT TO MOTION TO STRIKE
Subject to the New Defendants’ Motion to Strike, for its response to the Plaintiffs’ Fourth
Amended Petition (the “Petition”), Equity Office Management LLC (“Equity”) by and through
its attorneys, states as follows:
I. GENERAL DENIAL
Under Tex. R. Civ. P. 92, Equity generally denies each and every allegation contained in
the Petition and demands strict proof thereof.
II. SPECIAL EXCEPTIONS
Under Tex. R. Civ. P. 91, Equity specially excepts to the following defects, omissions,
obscurities, and generalities:
1. In paragraph 6.23 of the Petition, Plaintiffs allege generally that “The seller of
Park Central, Defendant Equity Office, secretly agreed to inflate the price of Park Central by
$750,000 for the express purpose of paying a $750,000 ‘advisory fee’ to Westridge Realty
Investments . . . in order to facilitate the subsequent kickback to Younan.” This paragraph fails
to plead sufficient detail to support the alleged claims against Equity. Accordingly, Equity lacks
fair notice of the factual basis for Plaintiffs’ claims against it, if any, with respect to these
allegations.
2. In paragraph 12.02 of the Petition, Plaintiffs allege generally that Defendants
“assisted, encouraged, advised, participated and/or instigated” Younan, Younan Properties Inc.,
and Younan Investment Properties L.P. to commit fraud. This allegation is vague and defective
because it fails to provide Equity with fair notice of the factual basis of Plaintiffs’ claims, if any,
asserted against Equity.
3. In paragraph 12.04 of the Petition, Plaintiffs allege generally that “Defendants’
own conduct separate from the conduct of Zaya Younan, Younan Properties Inc. and Younan
Investment Properties L.P. was both fraudulent and a breach of duties owed to the Plaintiffs.”
This allegation is vague and defective because it fails to provide Equity with fair notice of the
factual basis of Plaintiffs’ claims, if any, asserted against Equity.
4. In paragraph 13.02 of the Petition, Plaintiffs allege generally that the acts of
Defendants constitute a civil conspiracy. This allegation is vague and defective because it fails
to provide Equity with fair notice of the factual basis of Plaintiffs’ conspiracy claim, if any,
asserted against Equity.
5. In paragraph 18.02 of the Petition, Plaintiffs allege generally that “Defendants’
conduct also amounted to gross negligence.” This allegation is vague and defective because it
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fails to provide Equity with fair notice of the factual basis of Plaintiffs’ gross negligence claim, if
any, asserted against Equity.
III. AFFIRMATIVE DEFENSES
1. All claims against Equity fail to state, in whole or in part, a claim upon which
relief can be granted against Equity.
2. All claims against Equity are barred because they were not stated with the
requisite specificity.
3. All claims against Equity are barred by the applicable statute of limitations.
4. All claims against Equity are barred, in whole or in part, by the doctrines of
laches.
5. All claims against Equity are barred, in whole or in part, by the doctrine of
assumption of risk.
6. All claims against Equity are barred, in whole or in part, by the doctrine of
estoppel.
7. Plaintiffs’ damages were caused solely by the acts and/or omissions of others, for
which Equity is not liable.
8. Plaintiffs’ damages were the result of an independent cause, for which Equity is
not liable.
9. Plaintiffs’ claim for aiding and abetting breach of fiduciary duty is barred because
Equity has breached no duty nor aided or abetted in furtherance of any such breach.
10. All claims against Equity are barred by the defenses of contributory negligence,
comparative negligence, comparative fault, and third-party negligence, and Equity invokes the
contribution provisions of Tex. Civ. Prac. & Rem. Code Chapter 32 and the proportionate
responsibility and contribution provisions of Tex. Civ. Prac. & Rem. Code Chapter 33.
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11. All claims against Equity are barred by the one satisfaction rule and the right to
offsets and credits for settlement agreements made by Plaintiffs with other Defendants or settling
parties as provided by Tex. Civ. Prac. & Rem. Code Chapter 33.
12. All claims and/or alleged damages against Equity are barred or reduced because
of Plaintiffs’ failure to mitigate their purported damages.
13. Plaintiffs fail to state a claim for punitive damages against Equity.
14. Plaintiffs’ claims for exemplary damages against Equity are barred because it
would result in an award that is grossly excessive.
15. Plaintiffs’ claims for exemplary damages are controlled and limited by Texas
Civil Practice and Remedies Code Section 41.008 and by provisions of the Constitutions of the
United States and the State of Texas.
16. Equity specifically denies that Plaintiffs are entitled to rely upon the discovery
rule with respect to any claim asserted against it.
17. Equity reserves its right to amend this Original Answer to add additional
defenses, as applicable.
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IV. RELIEF REQUESTED
WHEREFORE, subject to the New Defendants’ Motion to Strike, Equity respectfully
requests (1) that this Court deny each and every claim, cause of action and request for damages
asserted against them; (2) that Equity be dismissed from this action and that it recover attorneys’
fees and costs of court; and (3) that Equity be granted any other legal or equitable relief to which
it may be entitled.
Respectfully submitted,
/s/ Mark W. Rasmussen____
Mark W. Rasmussen
State Bar No. 24086291
mrasmussen@jonesday.com
Elyse J. Lyons
State Bar No. 24092735
elyons@jonesday.com
JONES DAY
2727 North Harwood St.
Dallas, Texas 75201
Telephone: 214-969-4892
Facsimile: 214-969-5100
Attorneys for Defendants
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CERTIFICATE OF SERVICE
I hereby certify that a true and correct copy of the foregoing instrument was served in
accordance with the Texas Rules of Civil Procedure to the following counsel of record January
17, 2017:
Attorneys for Plaintiffs Attorneys for Defendants Brian Hennessey,
Narbeh Tatevossian, RKM Capital, and
John L. Malesovas Richard Scadaliato
Malesovas Law Firm
1801 South Mopac Expressway, Suite 320 James M. McCown
Austin, Texas 78746 Amy K. Maher
john@malesovas.com Nesbitt, Vassar & McCown, L.L.P.
15851 Dallas Parkway, Suite 800
Anthony L. Vitullo Addison, Texas 75001
Ryan T. Steinbrunner jmccown@nvmlaw.com
Fee, Smith, Sharp & Vitullo LLP amaher@nvmlaw.com
Three Galleria Tower
13155 Noel Road, Suite 1000 Attorneys for Defendant Quentin Thompson
Dallas, Texas 75240
lvitullo@feesmith.com Auston Cherry
rsteinbrunner@feesmith.com Cowles & Thompson, P.C.
901 Main Street, Suite 3900
Dallas, Texas 75202
acherry@cowlesthompson.com
Attorneys for Defendants Zaya Younan, Attorneys for Defendants Zaya Younan,
Younan Properties, Inc., Younan Investment Younan Properties, Inc., Younan Investment
Properties, Inc. and Younan Investment Properties, Inc. and Younan Investment
Properties, L.P. Properties, L.P.
John Kincade Gregory A. Fayer (Pro Hac Vice Pending)
Winstead, P.C. Michelle K. Millard (Pro Hac Vice Pending)
500 Winstead Building Elliot B. Gipson (Pro Hac Vice Pending)
2728 North Harwood Street Fayer Gipson LLP
Dallas, Texas 75201 2029 Century Park East, Suite 3535
jkincade@winstead.com Los Angeles, CA 90067
gfayer@fayergipson.com
Stephen D. Taylor mmillard@fayergipson.com
Winstead, P.C. egipson@fayergipson.com
300 Throckmorton St., Suite 1700
Fort Worth, Texas 76102
staylor@winstead.com
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Attorneys for Deloitte and Touche, L.L.P. Attorneys for NorthMarq Capital, LLC
Joseph R. Knight Richard D. Anigian
Ewell, Brown, Blanke & Knight LLP Haynes & Boone
111 Congress Avenue 2323 Victory Avenue, Ste. 700
28th Floor Dallas, TX 75219
Austin, Texas 78701 rick.anigian@haynesboone.com
jknight@ebbklaw.com
/s/ Mark W. Rasmussen
Mark W. Rasmussen
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Preview
FILED DALLAS COUNTY 1/17/2017 1:35:36 PM FELICIA PITRE DISTRICT CLERK CAUSE NO. DC-16-00007 SUNIL RAMNANI, MUKHTIAR § IN THE DISTRICT COURT OF GREWAL and HARDEEP GREWAL , § § Plaintiffs, § DALLAS COUNTY, TEXAS § § vs. § 95TH JUDICIAL DISTRICT § ZAYA YOUNAN, YOUNAN § PROPERTIES, INC., YOUNAN § INVESTMENT PROPERTIES, L.P., § BRIAN HENNESSEY, NARBAH § TATEVOSSIAN, QUENTIN § THOMPSON, DELOITTE AND § TOUCHÉ, L.L.P., EQUITY OFFICE § MANAGEMENT, L.L.C., NORTHMARQ § CAPITAL, L.LC., PROMARK CAPITAL GROUP, RKM CAPITAL AND RICHARD SCADALIATO Defendants. DEFENDANT EQUITY OFFICE MANAGEMENT’S ORIGINAL ANSWER, SUBJECT TO MOTION TO STRIKE Subject to the New Defendants’ Motion to Strike, for its response to the Plaintiffs’ Fourth Amended Petition (the “Petition”), Equity Office Management LLC (“Equity”) by and through its attorneys, states as follows: I. GENERAL DENIAL Under Tex. R. Civ. P. 92, Equity generally denies each and every allegation contained in the Petition and demands strict proof thereof. II. SPECIAL EXCEPTIONS Under Tex. R. Civ. P. 91, Equity specially excepts to the following defects, omissions, obscurities, and generalities: 1. In paragraph 6.23 of the Petition, Plaintiffs allege generally that “The seller of Park Central, Defendant Equity Office, secretly agreed to inflate the price of Park Central by $750,000 for the express purpose of paying a $750,000 ‘advisory fee’ to Westridge Realty Investments . . . in order to facilitate the subsequent kickback to Younan.” This paragraph fails to plead sufficient detail to support the alleged claims against Equity. Accordingly, Equity lacks fair notice of the factual basis for Plaintiffs’ claims against it, if any, with respect to these allegations. 2. In paragraph 12.02 of the Petition, Plaintiffs allege generally that Defendants “assisted, encouraged, advised, participated and/or instigated” Younan, Younan Properties Inc., and Younan Investment Properties L.P. to commit fraud. This allegation is vague and defective because it fails to provide Equity with fair notice of the factual basis of Plaintiffs’ claims, if any, asserted against Equity. 3. In paragraph 12.04 of the Petition, Plaintiffs allege generally that “Defendants’ own conduct separate from the conduct of Zaya Younan, Younan Properties Inc. and Younan Investment Properties L.P. was both fraudulent and a breach of duties owed to the Plaintiffs.” This allegation is vague and defective because it fails to provide Equity with fair notice of the factual basis of Plaintiffs’ claims, if any, asserted against Equity. 4. In paragraph 13.02 of the Petition, Plaintiffs allege generally that the acts of Defendants constitute a civil conspiracy. This allegation is vague and defective because it fails to provide Equity with fair notice of the factual basis of Plaintiffs’ conspiracy claim, if any, asserted against Equity. 5. In paragraph 18.02 of the Petition, Plaintiffs allege generally that “Defendants’ conduct also amounted to gross negligence.” This allegation is vague and defective because it -2- fails to provide Equity with fair notice of the factual basis of Plaintiffs’ gross negligence claim, if any, asserted against Equity. III. AFFIRMATIVE DEFENSES 1. All claims against Equity fail to state, in whole or in part, a claim upon which relief can be granted against Equity. 2. All claims against Equity are barred because they were not stated with the requisite specificity. 3. All claims against Equity are barred by the applicable statute of limitations. 4. All claims against Equity are barred, in whole or in part, by the doctrines of laches. 5. All claims against Equity are barred, in whole or in part, by the doctrine of assumption of risk. 6. All claims against Equity are barred, in whole or in part, by the doctrine of estoppel. 7. Plaintiffs’ damages were caused solely by the acts and/or omissions of others, for which Equity is not liable. 8. Plaintiffs’ damages were the result of an independent cause, for which Equity is not liable. 9. Plaintiffs’ claim for aiding and abetting breach of fiduciary duty is barred because Equity has breached no duty nor aided or abetted in furtherance of any such breach. 10. All claims against Equity are barred by the defenses of contributory negligence, comparative negligence, comparative fault, and third-party negligence, and Equity invokes the contribution provisions of Tex. Civ. Prac. & Rem. Code Chapter 32 and the proportionate responsibility and contribution provisions of Tex. Civ. Prac. & Rem. Code Chapter 33. -3- 11. All claims against Equity are barred by the one satisfaction rule and the right to offsets and credits for settlement agreements made by Plaintiffs with other Defendants or settling parties as provided by Tex. Civ. Prac. & Rem. Code Chapter 33. 12. All claims and/or alleged damages against Equity are barred or reduced because of Plaintiffs’ failure to mitigate their purported damages. 13. Plaintiffs fail to state a claim for punitive damages against Equity. 14. Plaintiffs’ claims for exemplary damages against Equity are barred because it would result in an award that is grossly excessive. 15. Plaintiffs’ claims for exemplary damages are controlled and limited by Texas Civil Practice and Remedies Code Section 41.008 and by provisions of the Constitutions of the United States and the State of Texas. 16. Equity specifically denies that Plaintiffs are entitled to rely upon the discovery rule with respect to any claim asserted against it. 17. Equity reserves its right to amend this Original Answer to add additional defenses, as applicable. -4- IV. RELIEF REQUESTED WHEREFORE, subject to the New Defendants’ Motion to Strike, Equity respectfully requests (1) that this Court deny each and every claim, cause of action and request for damages asserted against them; (2) that Equity be dismissed from this action and that it recover attorneys’ fees and costs of court; and (3) that Equity be granted any other legal or equitable relief to which it may be entitled. Respectfully submitted, /s/ Mark W. Rasmussen____ Mark W. Rasmussen State Bar No. 24086291 mrasmussen@jonesday.com Elyse J. Lyons State Bar No. 24092735 elyons@jonesday.com JONES DAY 2727 North Harwood St. Dallas, Texas 75201 Telephone: 214-969-4892 Facsimile: 214-969-5100 Attorneys for Defendants -5- CERTIFICATE OF SERVICE I hereby certify that a true and correct copy of the foregoing instrument was served in accordance with the Texas Rules of Civil Procedure to the following counsel of record January 17, 2017: Attorneys for Plaintiffs Attorneys for Defendants Brian Hennessey, Narbeh Tatevossian, RKM Capital, and John L. Malesovas Richard Scadaliato Malesovas Law Firm 1801 South Mopac Expressway, Suite 320 James M. McCown Austin, Texas 78746 Amy K. Maher john@malesovas.com Nesbitt, Vassar & McCown, L.L.P. 15851 Dallas Parkway, Suite 800 Anthony L. Vitullo Addison, Texas 75001 Ryan T. Steinbrunner jmccown@nvmlaw.com Fee, Smith, Sharp & Vitullo LLP amaher@nvmlaw.com Three Galleria Tower 13155 Noel Road, Suite 1000 Attorneys for Defendant Quentin Thompson Dallas, Texas 75240 lvitullo@feesmith.com Auston Cherry rsteinbrunner@feesmith.com Cowles & Thompson, P.C. 901 Main Street, Suite 3900 Dallas, Texas 75202 acherry@cowlesthompson.com Attorneys for Defendants Zaya Younan, Attorneys for Defendants Zaya Younan, Younan Properties, Inc., Younan Investment Younan Properties, Inc., Younan Investment Properties, Inc. and Younan Investment Properties, Inc. and Younan Investment Properties, L.P. Properties, L.P. John Kincade Gregory A. Fayer (Pro Hac Vice Pending) Winstead, P.C. Michelle K. Millard (Pro Hac Vice Pending) 500 Winstead Building Elliot B. Gipson (Pro Hac Vice Pending) 2728 North Harwood Street Fayer Gipson LLP Dallas, Texas 75201 2029 Century Park East, Suite 3535 jkincade@winstead.com Los Angeles, CA 90067 gfayer@fayergipson.com Stephen D. Taylor mmillard@fayergipson.com Winstead, P.C. egipson@fayergipson.com 300 Throckmorton St., Suite 1700 Fort Worth, Texas 76102 staylor@winstead.com -6- Attorneys for Deloitte and Touche, L.L.P. Attorneys for NorthMarq Capital, LLC Joseph R. Knight Richard D. Anigian Ewell, Brown, Blanke & Knight LLP Haynes & Boone 111 Congress Avenue 2323 Victory Avenue, Ste. 700 28th Floor Dallas, TX 75219 Austin, Texas 78701 rick.anigian@haynesboone.com jknight@ebbklaw.com /s/ Mark W. Rasmussen Mark W. Rasmussen -7-