Failure to Provide Korean Translation of Retainer Agreement Leads to Defeat for Attorney Suing Former Client for Unpaid Fees
Attorney that Represented Church Sued Former Client But Loses Due to Non-Compliance with California Civil Code Section 1632 and Other Errors
In prior posts, we discussed the importance of providing a certified translation of a contract when that contract is negotiated in the other party’s native language. Below is a case that involved the use of California Civil Code Section 1632 as a defense in a contract dispute.
The Court Proceedings in the Case with No Korean Translation of Retainer Agreement
Carl James Sohn sued Oriental Mission Church, its pastor Hyung Jim Bob Park, and various church elders, in the Superior Court of Los Angeles County, claiming they failed to pay him for legal services totaling close to $770,000. Sohn had represented the church and its leaders in various legal matters from 2007 to 2012, with payment disputes throughout. His lawsuit included causes of action for breach of contract, negligent misrepresentation, and quantum meruit, among others. “Quantum meruit” refers to a claim for compensation based on the value of work or services provided, even when there is no formal contract or written agreement specifying payment. The trial court ruled against Sohn on all counts, and he appealed the decision.
On appeal before the California Court of Appeal, Second District, Division 3, Sohn argued that the trial court made several errors, but many of his arguments were deemed waived or forfeited. The appeals court reviewed the remaining arguments and rejected them, ultimately affirming the judgment in favor of Oriental Mission Church.
The Demurrers (or the Legal Objections Challenging the Sufficiency of a Pleading)
The Church, Pastor Park, and various church elders filed demurrers to Sohn’s complaint, arguing that all causes of action were barred by statutes of limitations. Initially, the trial court agreed and dismissed the complaint, but the dismissal was reversed on appeal in March 2018. On remand, the trial court revisited the demurrers, sustaining the demurrer to the negligent misrepresentation claim with leave to amend and the breach of the implied covenant of good faith and fair dealing claim without leave to amend. Sohn did not amend his complaint. Consequently, the remaining three causes of action in the case were for breach of written contract, breach of oral contract, and quantum meruit.
In July 2021, Sohn represented himself in the jury trial against Oriental Mission Church, Pastor Park, and various church elders. During the trial, it was revealed that Sohn had negotiated his retainer agreements in both Korean and English but failed to provide his clients with translated copies of the agreement, as required by California Civil Code Section 1632. This issue became a focal point, with a defense expert testifying that a prudent attorney would have provided agreements translated to Korean to ensure client understanding.
After Sohn presented his evidence, the defendants moved for nonsuit (i.e., dismissal). The court granted nonsuit in favor of the Church on the breach of oral contract claim and in favor of Pastor Park and the elders on all remaining claims. The only issue left for the jury was Sohn’s breach of contract claim against the Church. The jury ultimately found that while a contract existed, Sohn had not fulfilled his obligations under it.
The Church then successfully moved to amend its answer to include an affirmative defense under Section 1632, arguing that Sohn’s failure to provide Korean translation of the agreements allowed them to rescind the contract. Sohn opposed this, arguing that the defense was time-barred, but the court rejected this, allowing the amendment.
The jury returned a verdict in favor of the Church, and the trial court dismissed Sohn’s remaining quantum meruit claim. Judgment was entered for the defendants, and Sohn’s subsequent motion for judgment notwithstanding the verdict was denied. Sohn filed an appeal, but his notice of appeal was unclear, referencing multiple grounds, including the jury trial verdict and the dismissal of claims following demurrers.
Proceedings Before the California Court of Appeals
On appeal, Sohn raised several arguments against the judgment, including claims that the trial court erred in allowing expert testimony about Section 1632, in permitting and denying specific jury instructions, in denying his motion for judgment notwithstanding the verdict, and in sustaining demurrers against his claims. He also argued that he should have won on his breach of oral contract and quantum meruit claims and that the court erred in granting nonsuit to Pastor Park and the Elder defendants.
The court first addressed Sohn’s argument that the judgment should be reversed because of the admission of expert testimony from Michael LeBoff regarding Section 1632. The court rejected this claim for several reasons:
1. Forfeiture of Argument: Sohn did not timely object to or move to strike the expert’s testimony during the trial, which forfeited his right to raise this issue on appeal.
2. Meritless Argument: The court found that Sohn’s argument lacked merit, noting that section 340.6 of the Code of Civil Procedure, which establishes a statute of limitations for causes of action, does not apply to affirmative defenses like the one based on Section 1632.
3. Lack of Prejudice: Even if the testimony was admitted in error, Sohn did not demonstrate that this error was prejudicial or that it affected the trial’s outcome. The court noted that the jury’s verdict was not necessarily based on Section 1632 and could have rested on other independent grounds, as the jury concluded that Sohn did not fulfill his contractual obligations.
The court ultimately rejected Sohn’s claim that the judgment should be reversed due to the admission of LeBoff’s expert testimony.
Allowing the Church to Amend its Answer
Sohn also argued on appeal that the trial court erred by allowing the Church to amend its answer after the close of evidence to include an affirmative defense based on Section 1632. The court disagreed, stating that under California law, amendments to pleadings are allowed before or after the start of a trial to further justice, as long as they do not introduce new, substantially different issues or prejudice the opposing party.
The court found no abuse of discretion in the trial court’s decision to allow the amendment. Sohn was aware of the factual issue regarding his failure to provide translated retainer agreements, as this had been raised during his deposition. The court noted that even though Sohn might have reconsidered pursuing the lawsuit had he known about Section 1632 earlier, this did not constitute sufficient prejudice to deny the amendment.
Additionally, Sohn did not object to or move to strike the expert testimony related to Section 1632 during the trial, which further supported the court’s decision to allow the amendment. The court concluded that the trial court acted within its discretion in permitting the Church to amend its answer to include the Section 1632 defense.
The Church’s Special Jury Instructions
Sohn argued that the trial court erred by allowing the Church’s special jury instructions related to Section 1632 while disallowing his own special jury instructions, especially if the Church had waived its ability to raise Section 1632 as a defense. The court rejected this argument for two reasons:
1. The court had already determined that the Church did not waive its Section 1632 defense, as it had been permitted to amend its answer to include this defense. Therefore, the Church’s jury instructions related to Section 1632 were appropriate.
2. Sohn failed to include his proposed special jury instructions in the court record, preventing any meaningful review of his claim. The court emphasized that the burden of providing an adequate record falls on the appellant, and failure to do so means the issue must be resolved against him.
Additionally, Sohn’s argument that the trial court erred in denying his motion for judgment notwithstanding the verdict was dismissed because he did not appeal the trial court’s separate order denying the motion. The court noted that such an order is independently appealable, and failing to appeal it means the court lacks jurisdiction to consider this issue.
Sustaining the Church’s Demurrers
Sohn argued that the trial court erred in sustaining the defendants’ demurrers to his claims of negligent misrepresentation and breach of the implied covenant of good faith and fair dealing. However, Sohn failed to demonstrate this error for two main reasons:
1. Inadequate Record: Sohn did not provide a sufficient record for the appellate court to review the trial court’s decision. The appellate record lacked the necessary documents, such as the defendants’ demurrers, Sohn’s oppositions, and the trial court’s order. Without these, the appellate court could not evaluate the arguments or the trial court’s reasoning.
2. Lack of Legal Argument: Even if the record were complete, Sohn’s arguments were too conclusory and lacked citation to relevant legal authority. He did not provide a detailed analysis of the elements of his claims or show how his complaint met these elements. This failure to present a cogent legal argument meant that Sohn did not meet his burden to prove that the trial court’s decision was in error.
As a result, the appeals court found that Sohn failed to demonstrate any error in the trial court’s decision to sustain the defendants’ demurrers.
Breach of Oral Contract and Quantum Meruit
Sohn argued that he was entitled to a judgment in his favor on his claims for breach of oral contract and quantum meruit. However, the court rejected his arguments for the following reasons:
1. Breach of Oral Contract: Sohn claimed the trial court wrongly granted nonsuit (dismissal) in favor of the defendants, asserting that the evidence favored him. However, the court found that Sohn waived this argument because his brief failed to cite the trial transcripts necessary to support his claim. Without these citations, the court cannot evaluate whether the evidence was sufficient to allow a jury to find in his favor.
2. Quantum Meruit: Sohn argued that he should be compensated for his services under the principle of quantum meruit. However, since there was no statement of decision, the court presumed that the trial court found all necessary facts to support the judgment against Sohn. Similar to his breach of contract claim, Sohn failed to cite relevant portions of the trial transcript to support his argument. As a result, he waived the argument that the trial court erred in dismissing his quantum meruit claim.
In both instances, Sohn’s failure to provide adequate citations to the record meant that he could not effectively challenge the trial court’s decisions, leading to the rejection of his claims.
Nonsuit in Favor of Pastor Park and Elder Defendants
Sohn’s final argument claimed that the trial court erred by granting nonsuit in favor of Pastor Park and the Elder defendants on his causes of action for breach of contract, breach of oral contract, and quantum meruit. The court noted that this final claim appeared duplicative of some of Sohn’s other claims.
The court rejected this argument as well, explaining that Sohn had waived it due to the same issues as before: his brief lacked citations to the record, relevant legal authority, and proper legal analysis.
Ultimately, the appeals court affirmed the judgment in favor of the defendants, who were also entitled to recover their costs on appeal.
Case Discussed:
Sohn v. Oriental Mission Church et al., Ct. No. B315150, 2023 WL 4199153 (Cal. Ct. App 2023).
Get in touch with All Language Alliance, Inc. to obtain certified translation of retainer agreements to Korean; Simplified Chinese; Thai; Vietnamese; French; German; Polish; Hungarian; Romanian; Japanese; Tagalog; Czech; Hebrew; Portuguese; Italian; and other foreign languages.
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