Living Green Growers v. Valley Center CA4/1

Background Summary

VCII owns property in Valley Center used to grow commercial nursery plants.

Randall Smith is VCII's principal. For ease of reference and where appropriate, we shall

refer collectively to Smith and VCII as "Smith."

In late 2010 or early 2011, Smith had discussions with David Itzikman and

Michael Gill about a proposed business transaction. The parties discussed that Itzikman

and Gill would form a plant wholesaler business and use Smith's property to grow plants,

and in exchange they would assist Smith with some of his financial obligations. Shortly

Jo Fusion, Inc. was also a cross-complainant and brought claims against VCII and various parties. However, those claims are not a subject of this appeal. We thus do not discuss these claims, except as they are relevant to the issues before us. 2 after, Itzikman and Gill formed a limited liability company (Growers) and then placed

plants and related supplies on Smith's property. For the next several months, Growers

maintained those plants on Smith's property.

On about July 15, 2011, Smith retained a financial consultant, cross-defendant

Nieto. Two weeks later, in late July, Smith,…