Nasey v. Fell Holdings LLC CA1/2 filed 8/21/26

Filed 8/21/26 Nasey v. Fell Holdings LLC CA1/2
NOT TO BE PUBLISHED IN OFFICIAL REPORTS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 This opinion has not been certified for publication or ordered published for purposes of rule 8.1115.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

FIRST APPELLATE DISTRICT

DIVISION TWO

LAURENCE F. NASEY,
Plaintiff and Appellant,
v.
FELL HOLDINGS LLC, et al.,
Defendants and Respondents.

A175452

(San FranciscoCity & County
Super. Ct. No. CGC-23-611378)

For decades, appellant Laurence Nasey owned and operated businesses out of two properties in San Francisco. In 2020, Nasey lost title to both properties at a foreclosure sale, and in September of that year executed an agreement with certain of the respondents agreeing that he could remain in possession of the properties, would pay rent, and would repurchase them in May of 2021 for $10.5 million. The parties executed several addenda to their agreement, extending Nasey’s deadline to close escrow, ultimately until September 29, 2022. Along the way two unlawful detainer cases were filed against Nasey, cases that as best we can tell remain unresolved some four years later.
Meanwhile, in December 2023, Nasey filed the within action alleging one cause of action for declaratory relief, a pleading that ultimately resulted in the operative second amended complaint alleging four causes of action. Six of the defendants moved for judgment on the pleadings, which the trial court granted and entered judgment against Nasey. He appealed. And we affirmed. (Nasey v. Fell Holdings LLCet al. (Aug. 10 2026, A174623) ___ Cal.App.5th ___ (Nasey I).)
Since the agreement Nasey signed had an attorney fees provision, five of the defendants filed a motion seeking attorney fees (and costs) in the amount of $96,529. Nasey filed opposition—attacking only the amount of the fees requested, not defendants’ right to them—contending that certain of the fees sought were not supported and, in any event, were excessive. Following a hearing, the trial court awarded respondents $72,441. Again Nasey appeals. Again we affirm.
BACKGROUND
The Parties, the Properties, and the General Setting
Appellant is Laurence Nasey who “for decades” (through entities he controlled) owned and occupied two parcels of real property in San Francisco: one at 1213–1215 Fell Street (the Fell property), the other at 624 Stanyan Street (the Stanyan property) (together, the properties).
The respondents are five defendants from Nasey I: Fell Holdings LLC; Stanyan Holdings LLC; MDF Facility LLC; 1215 Fell SF Owner LLC; and 624 Stanyan Owner LLC.
On March 26, 2020, Nasey lost ownership of the properties through a non-judicial foreclosure sale. And on April 8, trustee’s deeds upon sale were recorded transferring title to the properties to Fell Holdings LLC and Stanyan Holdings LLC, respectively.
Following the foreclosures, Nasey negotiated with the new owners of the properties “to repurchase [them] and for each of his businesses, FellAutomotive and Stanyan Automotive, to remain in possession of the [properties], and pay rent pending close of escrow.” To that end, Nasey executed an 18-page agreement dated September 14, 2020, and titled it “Commercial Property Purchase Agreement and Joint Escrow Instructions” (the agreement), and simultaneously, a first addendum to it. Nasey signed the agreement on September 22, agreeing to purchase the properties from sellers for $10,500,000 in cash, with a $525,000 initial deposit, and that close of escrow would occur on or before May 31, 2021.
Nasey did not meet his promised deadline, and in May 2021, the parties executed “Addendum #2” to the agreement, reducing Nasey’s initial deposit to $285,000 and extending his deadline to close escrow until August 31, 2021.
Nasey did not close escrow by August 31, and on September 8, the parties executed “Addendum #3,” extending the deadline until December 31, 2021. After that deadline passed, the parties executed “Addendum #4,” effective January 13, 2022, again extending the deadline, this time until March 31, 2022.
Meanwhile, along the way, two separate unlawful detainer actions regarding the properties were brought, and on March 28, 2022, Nasey filed a civil action regarding the parties’ disputes. The unlawful detainer actions were brought in the name of Stanyan Holdings LLC and Fell Holdings LLC as California limited liability companies, despite the fact that those entities are actually Delaware limited liability companies. The actions apparently resulted in eviction judgments that Nasey challenged before the trial court, arguing a lack of fundamental jurisdiction because the purported plaintiffs did not exist. Nasey was unsuccessful and appealed, and our colleagues in Division Four reversed and remanded to provide plaintiffs (including some of the respondents here) the opportunity to cure the pleading defects at issue by amendment. (See 1215 Fell SF Owner LLC v. Fell Street Automotive Clinic (2025) 110 Cal.App.5th 739, 744–750.)
According to the respondents’ briefing here, and as confirmed at oral argument in Nasey I, the unlawful detainer actions remain pending. In December 2023, Nasey filed the action leading to this appeal.
The Proceedings Below
On December 29, 2023, Nasey filed the instant action in San Francisco Superior Court, whose defendants included the respondents here. The complaint alleged a single cause of action for declaratory relief, with two “counts”: the first seeking a judicial declaration that he “was entitled to an appropriate extension of thetime to close escrow sufficient to obtain the Phase II assessment and perform any follow-upreasonably required by Nasey or his lenders”; the second that “he [was] not in breach” of the agreementand “that his duty to perform was suspended by the refusal of [sellers] to allow a Phase II assessment.”
Following a series of pleadings, on April 23, 2025, Nasey filed the operative second amended complaint, now alleging four causes of action, each for declaratory relief.
On June 11, six of the defendants filed a motion for judgment on the pleadings. On August 28, the trial court granted the motion without leave to amend. On September 5, judgment was entered for defendants and against Nasey, from which Nasey filed an appeal. As noted, we affirmed. That was Nasey I.
Respondents Move for Attorney Fees
The agreement had an attorney fee provision, and on November 4, 2025, respondents filed a motion for attorney fees, seeking $96,529.00 in fees and costs. The motion included a supporting memorandum and a supporting declaration of attorney M. Ryan Pinkston, which included, as Nasey acknowledges, “87 pages of invoices” supporting the fees incurred, including for Mr. Pinkston himself at $755 per hour in 2024 and $810 per hour in 2025, and for attorney Aaron Belzer at $745 and $810 per hour.
On November 19, Nasey filed opposition to the motion for attorney fees. And on November 20—“shortly after midnight,” as Nasey’s brief puts it—Nasey efiled a Declaration of Ann Draper in opposition to the motion. Nasey’s memorandum in opposition was a brief 10 pages and asserted four arguments: “the requested fees are excessive in the aggregate given the simple nature of this case,” “the hourly rates charged are excessive,” “numerous specific billing entries are improper or excessive,” and “the court should substantially reduce the requested fee award to a reasonable fee.” (Capitalization omitted.)
Ms. Draper’s declaration was barely over two pages, a total of six paragraphs, the last four of which were as follows:
“3. I bill for my legal services on an hourly basis and my time is billed at $600.00 perhour. I use a research attorney on a regular basis to assist me in research and drafting briefs andarguments. Her time is billed at $300.00 per hour.
“4. In the course of my practice, I am familiar with the hourly rates charged in SanFrancisco in connection with real estate litigation matters and civil litigation. There are manycapable experienced attorneys charging at rates of $350-$550 per hour. I seldom see rates at orabove $600 per hour outside bankruptcy and intellectual property cases and I often see rates in the$500 per hour range for attorneys with 20+ years experience in the San Francisco area.
“5. This declaratory relief case involved a straightforward declaratory relief actionconcerning the interpretation of the PSA, which was prepared on a standard pre-printed formdeveloped through the California Association of Realtors. This form document and its variousattachments are widely used and well known among real estate practitioners. This case presented astraightforward contract dispute involving the interpretation of a standard form purchase agreement. There were no complex legal issues or issues of first impression that would justify the enormousfees requested by Defendants. In my opinion, the briefing of the motions for judgment on thepleadings did not require the experience of a partner to do all the work, but could and should havebeen researched and drafted primarily by an associate-level attorney.
“6. Based on the time that I and my research attorney spent preparing the oppositions tothe motions in this case, it is my opinion that the supervising attorney should have spent no morethan 2 hours directing and reviewing each of the motions and the associate attorney should havebeen able to draft the motions and replies in 7-10 hours.”
Whatever Ms. Draper did testify, one thing she did not testify to was the total attorney fees incurred by Nasey in the two plus years of litigation here.
The motion came on for hearing on December 4, and on December 17 the court entered its order awarding fees in the amount of “$72,441 for reasonable hoursexpended by counsel at a reasonable rate of $755 and $810/hour.” The next day, Nasey filed a notice of appeal.
DISCUSSION
Introduction and Summary of Nasey’s Arguments
Nasey has filed a 46-page opening brief that asserts among other things that the attorney fees awarded are excessive and unreasonable for this “simple real estate contract dispute that never made it past the pleading stage.” Or, as he puts it at another point, the case “presented straightforward contract interpretation issues in a standard form agreement prepared by Fee Claimants on a pre-printed California Association of Realtors form, which is widely used in California and well-known among real estate practitioners.” As will be seen, we see it differently.
In Nasey’s own words, his appellant’s opening brief here makes four “points,” described in his reply brief as “the following points”: “(1) The trial court abused its discretion in awarding $72,441 in attorneys’ fees because there is no substantial evidenceto support that amount,” “(2) The hourly rates requested are excessive andunreasonable for this case,” “(3) Fee Claimants failed to provide sufficient admissibleevidence to support their fee request,”and “(4) A reasonable fee award for this case should not exceed$15,000.”
The Standard of Review
As indicated, Nasey does not contend that attorney fees are inappropriate, only that the fees awarded are not supported. In light of that, we have many times described the applicable law, including, for example, in Thayer v. Wells Fargo Bank (2001) 92 Cal.App.4th 819, 832–833: “Becausethe sole issue before us . . . is the amount of fees awarded, our review isdeferential. ‘“The ‘experienced trial judge is the best judge of the value ofprofessional services rendered in his court, and while his judgment is ofcourse subject to review, it will not be disturbed unless the appellate court isconvinced that it is clearly wrong’—meaning that it abused its discretion.”’(PLCM Group v. Drexler (2000) 22 Cal.4th 1084, 1095, quoting Serrano v.Priest (1977) 20 Cal.3d 25, 49 . . . and citing Fed-Mart Corp. v. PellEnterprises, Inc. (1980) 111 Cal.App.3d 215, 228 [anappellate court will interfere with a determination of reasonable attorney fees‘only where there has been a manifest abuse of discretion’].)” Indeed, ourcolleagues in Division Four have observed that the “only proper basis ofreversal of the amount of an attorney fees award is if the amount awarded isso large or small that it shocks the conscience and suggests that passion andprejudice influenced the determination.” (Akins v. Enterprise Rent-A-Car Co.(2000) 79 Cal.App.4th 1127, 1134; accord, Calvo Fisher & Jacob LLP (2015) 234 Cal.App.4th 608, 620.)
That, then, is the law that governs here, law that requires Nasey todemonstrate an abuse of discretion—a demonstration Nasey fails to make.It is perhaps enough to cite law holding that Nasey is foreclosed from even asserting abuse given his failure to include any reporter’s transcript of the attorney fee hearing. The leading practice commentary is apt. As the authors put it: “Transcript may be essential for appellate review: Unless a court reporter is present, the losing party mayhave no effective way of challenging the court’s ruling by writ or appeal: ‘In the absence of a transcript the reviewing courtwill have no way of knowing . . . what grounds were advanced, what arguments were made and what facts may have beenadmitted, mutually assumed or judicially noticed at the hearing. In such a case, no abuse of discretion can be found except on the basis of speculation.’ [Snell v. Sup. Ct.(Marshall Hosp.) (1984) 158 CA3d 44, 49, 204 CR 200, 203 (emphasisadded; internal quotes omitted); see also Foust v. San Jose Const. Co., Inc. (2011) 198 CA4th 181, 186–187, 129 CR3d 421,424–425—appellate courts have refused to reach merits of appellant’s claims because no reporter’s transcript of pertinentproceeding or suitable substitute provided (collecting cases)].” (Weil & Brown, Cal. Practice Guide: Civil Procedure Before Trial (The RutterGroup 2026) ¶¶9:49.5,9:172.)
In his notice designating the record on appeal, Nasey checked the box indicating that he was “choos[ing] to proceed . . . WITHOUT a record of the oral proceedings (what was said at the hearing or trial) in the superior court. I understandthat without a record of the oral proceedings in the superior court, the Court of Appeal will not be able to consider whatwas said during those proceedings in deciding whether an error was made in the superior court proceedings.”
In any event, Nasey’s “points” have no merit.
Points one and three, respectively that no substantial evidence and no “sufficient admissible evidence” support the award, are fatuous, in light of Mr. Pinkston’s testimony authenticating 87 pages of invoices supporting the work performed, the hours spent, and the billing rates.
Points two and four both attack the fees as excessive. We disagree, especially as Nasey’s description of the litigation ignores what went on here—most of it, we note, caused by Nasey’s own conduct. As respondents’ brief aptly describes: Nasey “(1) filed his original complaint; (2) successfully opposed ademurrer on purely procedural grounds; (3) unsuccessfully opposed amotion for judgment on the pleadings (per the trial court, the express termsof the parties’ purchase and sale agreement defeat L.F. Nasey’sallegations); (4) requested leave to amend and filed a first amendedcomplaint; (5) unsuccessfully opposed a second motion for judgment on thepleadings (the same reasoning); (6) requested leave to amend and filed asecond amended complaint; (7) unsuccessfully opposed a third motion forjudgment on the pleadings (the same reasoning); (8) requested, but wasdenied, leave to amend yet again; (9) commenced an appeal on the merits;and, finally, (10) unsuccessfully opposed a motion for contractualattorneys’ fees and costs.”
The Supreme Court’s observation in Serrano v. Unruh (1982) 32 Cal.3d 621, 638—there, about the California Attorney General—can be said about Nasey here: one “ ‘cannot litigate tenaciously and then be heard to complain about the time necessarily spent by the [party] in response.’ ” (Accord, Peak-Las Positas Partners v. Bollag (2009) 172 Cal.App.4th 101, 114.)
While not listed in his reply brief as points made in his opening brief, Nasey did make two assertions we briefly comment on. The first asserts that this court’s deference tothe trial court’s decision must be lowered because one trial court judgeentered judgment on the pleadings and a different trial court judge, one retired from the Los Angeles Superior Court, considered the fees motion. But Nasey fails to cite to any authority to support thatproposition,and appellate courts recognize the expertiseof “ ‘[a]n experienced trial judge’ ” generally because they “ ‘regularly see feeapplications and develop a current and data-based sense of what iscustomary and reasonable.’ ” (Perry v. Stuart (2025) 111 Cal.App.5th 472, 511.) Nothing inNasey’s opening brief questions the judicial experience or relevantexpertise of the retired judge or his ability toreview the record and adjudicate the fees motion in his broad discretion.
The second is Nasey’s conclusory contention that some fees were “double-billed.” As Mr. Pinkston’s declaration demonstrated, Nasey named as co-defendants two separate cliententities—1215 Fell SF Owner LLC and 624 Stanyan SF Owner LLC—thatown two separate properties, and Mr. Pinkston’s declaration testified as to how the fees were billed separately. In short, Nasey’s speculative assertions about claimed double billing is unsupported by any evidence.
DISPOSITION
The order is affirmed. Respondents shall recover their costs on appeal.

RICHMAN, ACTING P.J.

We concur.

MILLER, J.

DESAUTELS, J.

(A175452N)