Chi v. N. Riverfront Marina & Hotel Lllp

Chi v. N. Riverfront Marina & Hotel LLLP, 2022 NCBC 45.

STATE OF NORTH CAROLINA IN THE GENERAL COURT OF JUSTICE
NEW HANOVER COUNTY SUPERIOR COURT DIVISION
21 CVS 4611
HE CHI; BIAN YIDE; CAO YONGJIE;
CHEN MINZHI; CHENG TAO; HU
KUN; LIANG JINGQUAN; LUO
PENG; MA QIHONG; MA WEIGUO;
SONG YING; WANG JIAN; WANG
LING; WANG XUEHAI; XIE QIN; YE
XIAFEN; and ZHANG YUNLONG,

Plaintiffs,

v.

NORTHERN RIVERFRONT MARINA
AND HOTEL LLLP; NRMH ORDER AND OPINION ON MOTION
HOLDINGS LLC; NRMH HOTEL TO DISMISS
HOLDINGS LLC; USA INVESTCO
LLC; PAC RIM VENTURE LTD.;
RIVERFRONT HOLDINGS II LLC;
WILMINGTON RIVERFRONT
DEVELOPMENT LLC; GOLDEN
MARINA LLC; CIRCLE MARINA
CARWASH, INC.; CHARLES J.
SCHONINGER; JOHN C. WANG;
JIANGKAI WU; CHRISTOPHER
ARDALAN; and GONGZHAN WU,

Defendants.

1. Plaintiffs in this case are seventeen Chinese citizens who invested in a

real estate development project in Wilmington, North Carolina called the Northern

Riverfront Marina and Hotel. After the investment failed to provide the allegedly

promised return, Plaintiffs filed this action against a host of defendants, including

Pac Rim Venture Ltd. (“PRV”) and Gongzhan Wu (“Gongzhan”; together with PRV,

the “Moving Defendants”). Moving Defendants responded with their Motion to

Dismiss Pursuant to North Carolina Rules of Civil Procedure (the “Rule(s)”) 12(b)(2)

and 12(b)(6) (the “Motion”). (ECF No. 40.)
2. The Court, having considered the Motion, the briefs supporting and

opposing the Motion, the parties’ arguments at a hearing held on 16 May 2022, and

other relevant matters of record, concludes for the reasons stated below that it lacks

personal jurisdiction over the Moving Defendants. The Court therefore GRANTS the

Moving Defendants’ Motion pursuant to Rule 12(b)(2) and dismisses the action

against them on that basis. The Court DENIES as moot the Motion with respect to

the remaining relief requested.

Ledolaw, by Michelle Ledo, and DGW Kramer, LLP, by Katherine
Burghardt Kramer, for Plaintiffs Ma Qihong, Luo Peng, Liang
Jingquan, Hu Kun, Cheng Tao, Chen Minzhi, Cao Yongjie, Bian Yide,
He Chi, Zhang Yunlong, Ye Xiafen, Xie Qin, Wang Xuehai, Wang Ling,
Wang Jian, Song Ying, and Ma Weiguo.

The Law Offices of Oliver & Cheek, PLLC, by George M. Oliver, for
Defendants Wilmington Riverfront Development LLC, Riverfront
Holdings II LLC, USA InvestCo LLC, NRMH Hotel Holdings LLC,
NRMH Holdings LLC, Northern Riverfront Marina and Hotel, LLLP,
Christopher Ardalan, John C. Wang, Charles J. Schoninger, Circle
Marina Carwash, Inc., and Golden Marina LLC.

Smith, Anderson, Blount, Dorsett, Mitchell & Jernigan, LLP, by Clifton
L. Brinson and Grace A. Gregson, and Mintz, Levin, Cohn, Ferris,
Glovsky and Popeo, P.C., by Kevin N. Ainsworth, for Defendants Pac Rim
Venture Ltd. and Gongzhan Wu.

The Law Offices of G. Grady Richardson, Jr., P.C., by Jennifer L.
Carpenter, for Defendant Jiangkai Wu. 1

I. FINDINGS OF FACT

3. The Court makes the following findings of fact solely for purposes of

ruling on the present Motion and without prejudice to the Court making contrary

1 Defendant Jiangkai Wu had not been served at the time of the hearing and therefore did

not appear.
findings of fact at a later stage of this litigation on a more fully developed record. 2

See State ex rel. Stein v. E.I. Du Pont de Nemours and Co., 2021 NCBC LEXIS 75, at

*7 (N.C. Super. Ct. Sept. 9, 2021).

4. The Amended Complaint is verified; however, neither party submitted

affidavits or other evidence in support of their position. Therefore, the Court accepts

Plaintiffs’ allegations in the verified Amended Complaint as true and decides the

Motion based solely on those allegations. See, e.g., Lexington Hous. Auth. v. Gerald,

2019 NCBC LEXIS 65, at *6–7 (N.C. Super. Ct. Nov. 1, 2019) (“When neither party

submits evidence supporting or opposing a finding of personal jurisdiction, the Court

must determine ‘whether the [claims] contain[] allegations that, if taken as true, set

forth a sufficient basis for the court’s exercise of jurisdiction.’ ” (citing Parker v. Town

of Erwin, 243 N.C. App. 84, 96–97 (2015))); Herrera v. Charlotte Sch. of Law, LLC,

2018 NCBC LEXIS 15, at *10 (N.C. Super. Ct. Feb. 14, 2018) (taking allegations of

the complaint as true for purposes of deciding a Rule 12(b)(2) motion).

5. Plaintiffs He Chi, Bian Yide, Cao Yongjie, Chen Minzhi, Cheng Tao, Hu

Kun, Liang Jingquan, Luo Peng, Ma Qihong, Ma Weiguo, Song Ying, Wang Jian,

Wang Ling, Wang Xuehai, Xie Qin, Ye Xiafen, and Zhang Yunlong (collectively,

“Plaintiffs”) are all citizens of the People’s Republic of China (“China”). (First Am. &

Verified Compl. [hereinafter “Am. Compl.”] ¶ 1, ECF No. 26.)

2 Any determination later stated as a conclusion of law that should have been stated as a

finding of fact is incorporated in these Findings of Fact. See In re M.C., 374 N.C. 882, 890
(2020); Rutherford Elec. Mbrshp. Corp. v. Time Warner Entertainment-Advance/Newhouse
P’ship, 240 N.C. App. 199, 215 (2015) (“Further, conclusions of law which are
mischaracterized as findings of fact will be treated on review as conclusions of law.”).
6. Defendant Charles J. Schoninger (“Schoninger”) resides in New

Hanover County, North Carolina. (Am. Compl. ¶ 11.) Schoninger “owns, partially or

wholly, directly or indirectly, and manages” Defendants Northern Riverfront Marina

and Hotel LLLP (“NRMH”), NRMH Holdings LLC (“NRMH Holdings”), Riverfront

Holdings II LLC (“Riverfront Holdings”), NRMH Hotel Holdings LLC (“NRMH

Hotel”), USA InvestCo, LLC (“InvestCo”), and Wilmington Riverfront Development

LLC (“Wilmington Riverfront”), all of which are North Carolina entities. (Am. Compl.

¶¶ 2–6, 8, 11.)

7. Defendant John C. Wang (“Wang”) resides in Los Angeles County,

California, and “owns, partially or wholly, directly or indirectly, and manages”

Defendant Golden Marina LLC (“Golden Marina”) and Defendant Circle Marina

Carwash, Inc. (“Circle Marina Carwash”), both California entities. (Am. Compl.

¶¶ 9–10, 12.) Wang is also a member and director of InvestCo, along with Schoninger.

(Am. Compl. ¶ 12.)

8. Defendant Christopher Ardalan (“Ardalan”) resides in New Hanover

County, North Carolina, and along with Schoninger and Wang, is a director of

InvestCo. (Am. Compl. ¶ 14.)

9. Gongzhan 3 resides in New York County, New York. (Am. Compl. ¶ 15.)

Gongzhan is the President of PRV, a New York corporation with its principal place of

business in New York. (Am. Compl. ¶¶ 7, 15.) Since 2008, PRV has also maintained

an office in China. (Am. Compl. ¶ 7.)

3 Gongzhan Wu shares the same name as Jiangkai Wu. To distinguish them, the parties and
the Court reference Gongzhan Wu as “Gongzhan” and Jiangkai Wu as “Wu.”
10. Defendant Jiangkai “Samson” Wu (“Wu”) resides in New York and “was

the representative of Defendant PRV in [China] and responsible for promotion and

dissemination of information about the Project in [China].” (Am. Compl. ¶ 13.)

11. The Employment-based Fifth Preference Visa Program, commonly

known as the EB-5 Program, was created by the Immigration Act of 1990 to

“stimulate the U.S. economy by giving immigrant investors the opportunity to

permanently live and work in the United States after they have invested in a new

commercial enterprise (‘NCE’).” (Am. Compl. ¶ 29.) In the case of an NCE located in

a “Targeted Employment Area,” 4 the required equity investment is $500,000. (Am.

Compl. ¶ 29.) An immigrant investor who satisfies the requirements of the EB-5

Program may file for both the investor and the investor’s family members to receive

conditional permanent resident status or for an EB-5 visa for admission to the United

States. (Am. Compl. ¶ 31.)

12. On 7 October 2009, Schoninger formed NRMH as an NCE under the EB-

5 Program. (Am. Compl. ¶ 39.) The aim of the enterprise was to develop property

along the riverfront in Wilmington, North Carolina, to include construction of a 204-

slip marina and a 136-room luxury hotel with two restaurants (the “Project”). (Am.

Compl. ¶ 36.) In exchange for their investment capital, investors were admitted as

limited partners in NRMH. (Am. Compl. ¶ 39.)

13. On 11 February 2010, Schoninger formed InvestCo. (Am. Compl. ¶ 40.)

“InvestCo was formed to act as the marketing, solicitation and promotion entity for

4According to the First Amended Complaint, a “Targeted Employment Area” is either a rural

area or an area beleaguered by high unemployment. (Am. Compl. ¶ 29.)
Schoninger’s EB-5 project[.]” It was to “work alongside PRV” to solicit investors.

(Am. Compl. ¶ 40.)

14. Both InvestCo and PRV “through Defendants Schoninger, Wang, Wu

and Gongzhan” operated offices in China where they conducted seminars, crafted and

distributed informational and advertising materials for the Project and contracted

with an immigration agency “to further aid in the dissemination of information about

the Project to prospective investors.” (Am. Compl. ¶ 34.)

15. Marketing materials were created by Schoninger, Wang, Ardalan, Wu,

Gongzhan, NRMH, InvestCo, and PRV, although it is not clear from the Amended

Complaint who did what in this regard. (Am. Compl. ¶ 42.)

16. PRV contracted with an immigration agency in China, Zheijang Tourism

Group Outbound Service Co., Ltd., (the “Agency”), to act as an intermediary between

prospective immigrant investors and the EB-5 Project. (Am. Compl. ¶ 42.) The

Agency introduced the Project to Plaintiffs and relayed investor questions to

employees of PRV, including Wu. (Am. Compl. ¶ 42.) PRV and InvestCo were the

two “points of contact” for the Agency and Plaintiffs. (Am. Compl. ¶¶ 42, 44.)

17. Wu, Gongzhan, and the Agency held PRV out to Plaintiffs as the entity

“primarily responsible for the marketing of the Project and solicitation of investments

as well as coordinating communications between Schoninger, NRMH, InvestCo and

Plaintiffs.” (Am. Compl. ¶ 45.)
18. NRMH and Schoninger created a Certificate of Agency memorializing

NRMH’s appointment of PRV as its “Master Agent for China, Hong Kong, and

Macao.” (Am. Compl. ¶ 46.)

19. Beginning in August 2011, with assistance from the Agency, several

Defendants, including Wu and PRV, participated in seminars and distributed

marketing materials in more than ten cities across China. (Am. Compl. ¶ 71.) The

marketing materials were updated periodically throughout the period of 2011–13.

(Am. Compl. ¶ 75.) Plaintiffs now allege that representations made in these

presentations and in the materials distributed were false. (See, e.g., Am. Compl. ¶

78.)

20. InvestCo organized trips during 2011 and 2012 so that potential

investors could visit the Project site in North Carolina. PRV is not alleged to have

accompanied the investors on these trips. (Am. Compl. ¶ 76.)

21. Between 2011 and 2013, each Plaintiff invested in the Project. (Am.

Compl. ¶ 79.) However, things did not go well. In early 2012 the Project began to

experience delays in construction. (Am. Compl. ¶ 82.) The marina, which was

supposed to be completed by early 2013, was not completed and fully opened for

business until spring 2014. (Am. Compl. ¶ 82.) A restaurant was completed in May

2017, but it operated for only four months. A second restaurant designated to replace

the first one never opened. (Am. Compl. ¶¶ 83, 87, 100.)

22. Concerned, some Plaintiffs visited North Carolina to see the Project.

(Am. Compl. ¶ 86.) Wu, Gongzhan, and PRV “provided logistical assistance” for the
visits, but the specifics of the assistance each provided are not alleged in the Amended

Complaint. (Am. Compl. ¶ 86.)

23. While in North Carolina, visiting Plaintiffs were shown around by

Schoninger, Ardalan, and Wang. Although they are alleged to be part of the group

that “carefully orchestrated” the visits, (Am. Compl. ¶ 86), there is no allegation that

Gongzhan, Wu, or anyone else from PRV travelled to North Carolina.

24. After sending a demand letter in April 2016, Plaintiffs ultimately

decided to bring this action. (Am. Compl. ¶ 92.)

II. ANALYSIS AND CONCLUSIONS OF LAW

25. “Personal jurisdiction refers to the Court’s ability to assert judicial

power over the parties and bind them by its adjudication.” In re A.B.D., 173 N.C.

App. 77, 83 (2005) (citation omitted). Restrictions on personal jurisdiction are “a

consequence of territorial limitations on the power of the respective States.” Banc of

Am. Merch. Servs., LLC v. Arby’s Rest. Grp., Inc., 2021 NCBC LEXIS 60, at *21 (N.C.

Super. Ct. June 30, 2021) (quoting Hanson v. Denckla, 357 U.S. 235, 251 (1958)).

When determining whether personal jurisdiction exists, the primary focus “is the

defendant’s relationship to the forum State[.]” Capitala Grp., LLC v. Columbus

Advisory Grp., LTD, 2018 NCBC LEXIS 183, at *8 (N.C. Super. Ct. Dec. 3, 2018)

(quoting Bristol-Myers Squibb Co. v. Superior Court, 137 S. Ct. 1773, 1779 (2017)).

26. This Court’s jurisdiction is constrained by both North Carolina’s long-

arm statute, N.C.G.S. § 1-75.4, and by federal due process, see, e.g., Bruggeman v.

Meditrust Acquisition Co., 138 N.C. App. 612, 614–15 (2000) (there must be “statutory
authority for the exercise of jurisdiction” in addition to due process requirements);

Capitala Grp., LLC, 2018 NCBC LEXIS 183, at *8. However, because North

Carolina’s long arm statute “is to be afforded a liberal construction so as to reach the

outer limits of personal jurisdiction allowed by due process[,]” Diamond Candles, LLC

v. Winter, 2020 NCBC LEXIS 28, at *11 (N.C. Super. Ct. Mar. 12, 2020) (citing Beem

USA LLLP v. Grax Consulting, LLC, 373 N.C. 297, 302 (2020)), this two-step analysis

often collapses into an inquiry regarding whether due process considerations have

been satisfied. See Kaplan Sch. Supply v. Henry Wurst, Inc., 56 N.C. App. 567, 570

(1982) (“Since the requisite statutory authorization for personal jurisdiction is

coextensive with federal due process, the critical inquiry in determining whether

North Carolina may assert in personam jurisdiction over a defendant is whether the

assertion thereof comports with due process.”); Capitala Grp., LLC, 2018 NCBC

LEXIS 183, at *9. Therefore, the Court proceeds directly to the due process inquiry.

27. Once an objection to the exercise of personal jurisdiction has been

properly made, Plaintiffs bear the burden of establishing, prima facie, that personal

jurisdiction over PRV and Gongzhan exists. See, e.g., Bauer v. Douglas Aquatics, Inc.,

207 N.C. App 65, 68 (2010); Williams v. Institute for Computational Studies, 85 N.C.

App. 421 (1987). After careful consideration, the Court concludes that Plaintiffs have

failed in this task.

28. In the canonical decision, International Shoe Co. v. Washington, 326

U.S. 310 (1945), the Supreme Court established that for personal jurisdiction to exist,

a defendant must have certain minimum contacts with the forum State “such that
the maintenance of the suit does not offend traditional notions of fair play and

substantial justice[,]” id. at 316 (citation and internal quotation marks omitted).

International Shoe’s progeny differentiates between general (“all-purpose”)

jurisdiction and specific (“case-linked”) jurisdiction. See, e.g., Capitala Grp., LLC,

2018 NCBC LEXIS 183, at *9 (“[C]ourts ‘have differentiated between general or all-

purpose jurisdiction, and specific or case-linked jurisdiction[.]’ ” (quoting Goodyear

Dunlop Tires Operations, S.A. v. Brown, 564 U.S. 915, 919 (2011))). “General

jurisdiction exists when the defendant’s contacts with the state are not related to the

cause of action but the defendant’s activities in the forum are sufficiently ‘continuous

and systematic.’ Specific jurisdiction ‘exists when the cause of action arises from or

is related to defendant’s contacts with the forum.’ ” Toshiba Glob. Com. Sols., Inc. v.

Smart & Final Stores LLC, 2022-NCSC-81, ¶ 3 (quoting Skinner v. Preferred Credit,

361 N.C. 114, 123 (2006)); see also Ford Motor Co. v. Montana Eighth Jud. Dist. Ct.,

141 S. Ct. 1017, 1024–25 (2021).

29. Plaintiffs do not argue that general jurisdiction exists. Rather, they

contend that PRV and Gongzhan are subject to this Court’s specific jurisdiction. But

not every involvement with North Carolina gives rise to specific jurisdiction. For

example, “[m]inimum contacts do not arise ipso facto from actions of a defendant

having an effect in the forum state.” DeSoto Trail, Inc. v. Covington Diesel, Inc., 77

N.C. App. 637, 639 (1985) (citation omitted). The analysis “looks to the defendant’s

contacts with the forum State itself, not with persons who reside there.” Smith v.
Automoney, 2022-NCCOA-509, ¶ 21 (quoting Walden v. Fiore, 571 U.S. 277, 285

(2014)).

30. While the nature and quantity of the required contacts will vary

depending on the facts, to establish specific jurisdiction, “there must be some act by

which the defendant purposefully avails himself of the privilege of conducting

activities within the forum State, thus invoking the benefits and protections of its

laws . . . . This relationship must be ‘such that he should reasonably anticipate being

haled into court there.’ ” Bruggeman, 138 N.C. App at 617 (quoting Tom Togs, Inc.,

318 N.C. at 365); see also Jones v. Atlas Distributions, LLC, 2022-NCCOA-106, ¶ 11

(for specific jurisdiction, “courts examine whether the defendants had ‘fair warning

that a particular activity may subject them to the jurisdiction of the foreign sovereign,

so that they may structure their primary conduct with some minimum assurance as

to where that conduct will and will not render them liable to suit.’ ” (quoting Mucha

v. Wagner, 2021-NCSC-82, ¶ 10)); Capitala Grp., LLC, 2018 NCBC LEXIS 183, at *10

(holding that even “direct and intentional” contacts with the State do not give rise to

jurisdiction when the defendant has not purposefully availed himself of the privileges

of the forum State (citing Cambridge Homes of N.C. L.P. v. Hyundai Constr., Inc., 194

N.C. App. 407, 412–13 (2008))).

31. Other factors used to analyze whether a defendant has had sufficient

contacts with the forum to be subject to personal jurisdiction include: (1) the quantity

of contacts, (2) the nature and quality of contacts, (3) the source and connection of the

cause of action with these contacts, (4) the interest of the forum State, and (5)
convenience to the parties. Cherry Bekaert & Holland v. Brown, 99 N.C. App. 626,

632 (1990).

32. Moving Defendants argue that the Amended Complaint does not allege

that either of them had any contacts with North Carolina, much less that they have

purposefully availed themselves of the privilege of conducting activities in the State.

(Br. Supp. Defs.’ Mot. Dismiss 23, ECF No. 41.) They point to the fact that PRV is a

New York corporation with a principal place of business in New York. Its President,

Defendant Gongzhan, is a New York resident. According to Moving Defendants, the

Amended Complaint alleges that they engaged in conduct in China directed to

Chinese citizens. (Br. Supp. Defs.’ Mot. Dismiss 23.)

33. Plaintiffs respond that Moving Defendants prepared marketing

materials and solicited investment funds from Chinese citizens to be used for a real

estate development project located in North Carolina, even if their activity took place

in China. (Br. Supp. Pls.’ Opp’n Mot. Dismiss 18–19, ECF No. 52.) In addition,

Plaintiffs allege that Moving Defendants provided logistical assistance for Plaintiffs

to travel to North Carolina to visit the project site. These activities, they argue, are

enough to satisfy due process concerns.

34. On this record, the Court disagrees. The fact that Moving Defendants

worked in China alongside Defendants who themselves had North Carolina contacts

does not mean that the North Carolina contacts are imputed to Moving Defendants.

“Jurisdiction is proper . . . where the contacts proximately result from actions by

defendant himself that create a ‘substantial connection’ with the forum State,” not
from the contacts of another. Walden, 571 U.S. at 284 (citing Burger King Corp. v.

Rudzewicz, 471 U.S. 462, 475 (1985)).

35. Furthermore, Moving Defendants’ activities preparing and distributing

marketing materials and answering prospective investors’ questions in China about

a real estate development project in North Carolina, do not provide the requisite

contacts for due process purposes. In Capitala Grp., LLC, on similar facts, 5 this Court

declined to exercise personal jurisdiction over a Delaware company that contracted

with a North Carolina-based manager of investment funds to prepare marketing

materials and solicit investors. The marketing materials referenced North Carolina,

but the defendant never solicited, met with, provided services to, or disseminated

information to investors in North Carolina. This Court held that the defendant’s

contacts with North Carolina were not sufficient to constitute purposeful availment.

Capitala Grp., LLC, 2018 NCBC LEXIS 183, at *18.

36. Finally, Plaintiffs argue that personal jurisdiction is supported by a

contractual relationship that they contend exists between Moving Defendants and

North Carolina Defendants. (Br. Supp. Pls.’ Opp’n to Mot. Dismiss 18.)

Notwithstanding Plaintiffs’ argument, the Amended Complaint itself is devoid of any

allegation regarding the existence of such a contract. Nor does it allege facts

regarding a contractual relationship that would support a finding of personal

jurisdiction, such as an allegation that PRV or Gongzhan initiated the relationship

5 The contacts in Capitala Group LLC were even more numerous than those alleged here.

Defendant’s representatives made two trips to North Carolina, neither involving a discussion
of terms of their contract, and they sent emails and made phone calls while remotely
negotiating the contract. Capitala Grp., LLC, 2018 NCBC LEXIS 183, at *13–14.
with the North Carolina entities, that PRV or Gongzhan negotiated the terms of a

contract with them in North Carolina, or that PRV or Gongzhan substantially

performed their contractual duties here. See, e.g., Mucha, 2021-NCSC-82, ¶ 12 (“[I]t

was not the [mere] existence of the defendant’s contract with a North Carolina

resident which alone sufficed to establish the necessary minimum contacts with this

State.” (quotation omitted)). Indeed, as stated above, Plaintiffs allege that Moving

Defendants performed their services in China. “Where performance under a contract

was intended to be performed outside of the forum in question, courts have been

reluctant to assert personal jurisdiction over non-resident defendants.” WLC, LLC v.

Watkins, 454 F. Supp. 2d 426, 438 (M.D.N.C. June 12, 2006); see also Capitala Grp.,

LLC, 2018 NCBC LEXIS 183, at *12.

37. In short, without more, even if the Amended Complaint included an

allegation that a contract existed between Moving Defendants and the North

Carolina entities, that bare assertion would not satisfy the Plaintiffs’ burden of proof

with respect to personal jurisdiction. Capitala Grp., LLC, 2018 NCBC LEXIS 183, at

*10 (“Courts have long held that a defendant who enters into a contract with a party

in another State does not ‘automatically establish sufficient minimum contacts in the

other party’s home forum.’ ” (quoting Burger King Corp., 471 U.S. at 478)). Instead,

Plaintiffs must present evidence that the parties’ negotiations or course of dealing

with respect to the contract establishes some “substantial connection” with this State.

That evidence has not been presented here. See, e.g., Tom Togs, Inc., 318 N.C. at 367;
PPD Dev., LP v. Cognition Pharms., LLC, 2010 N.C. App. LEXIS 1027, at *11 (N.C.

Ct. App. June 15, 2010); Capitala Grp., LLC, 2018 NCBC LEXIS 183, at *11.

III. CONCLUSION

38. The Court concludes that it lacks personal jurisdiction over PRV and

Gongzhan. The Court therefore GRANTS Moving Defendants’ motion to dismiss for

lack of personal jurisdiction, and this action against them is dismissed without

prejudice to Plaintiffs’ ability to institute claims in the proper forum. To the extent

PRV and Gongzhan seek dismissal on other grounds, their request is DENIED as

moot.

IT IS SO ORDERED, this the 16th day of August, 2022.

/s/ Julianna Theall Earp
Julianna Theall Earp
Special Superior Court Judge
for Complex Business Cases