1 2 3 4 UNITED STATES DISTRICT COURT 5 NORTHERN DISTRICT OF CALIFORNIA 6 7 JAMES RUKSTALIS, et al., Case No. 25-cv-03943-NW

8 Plaintiffs,

ORDER DISMISSING PLAINTIFFS’

9 v. FAC

10 KINECTA FEDERAL CREDIT UNION, et Re: ECF No. 30 al., 11 Defendants.

12 13 Before the Court is Defendant Kinecta Federal Credit Union’s (“Kinecta”) motion to 14 dismiss Plaintiffs’ first amended complaint (“FAC”). Having reviewed the FAC and the papers, 15 the Court DISMISSES WITHOUT PREJUDICE the FAC in full. 16 The Court granted Kinecta’s previous motion to dismiss Plaintiffs original complaint 17 without prejudice. ECF No. 29. However, if Plaintiffs wanted to amend their breach of contract 18 claim, the Court ordered that Plaintiffs must include a copy of the Loan Agreement, which 19 Plaintiffs failed to do. The Loan Agreement, signed by Plaintiffs, certified by a notary public, and 20 dated contemporaneously with the Deed of Trust, is a crucial component of Plaintiffs’ allegations 21 against Kinecta. Irrespective of whether the Loan Agreement was recorded in the County 22 Recorder’s Office, Plaintiffs received the document as part of the formal production that Kinecta 23 produced in response to Plaintiffs’ discovery requests. 24 Plaintiffs have now inexplicably decided that despite their claim for breach of contract 25 (which necessarily requires an enforceable contract between the parties), and the Court’s direct 26 Order that Plaintiffs include a copy of the Loan Agreement with their amended complaint, that 27 they need not provide the Court with the Agreement. Instead of seeking leave from the Court not 1 made a circular argument that they cannot be bound by the Loan Agreement that bears their 2 signatures (and which serves as the foundation for their breach of contract claim against Kinecta) 3 because (1) they never received a copy of the executed contract, and (2) the document provided by 4 Kinecta may not be an authentic copy of the Loan Agreement Plaintiffs signed. Neither argument 5 has merit. First, a contract need not be delivered in order to be operative as Plaintiffs seem to 6 suggest. Just as it does not matter that Plaintiffs did not read the contract, it is of no significance 7 that Plaintiffs never received an executed copy.1 The only inquiry is whether Plaintiffs affixed 8 their signatures to the Loan Agreement and therefore agreed to be bound by its terms. Plaintiffs 9 admitted that they signed the Loan Agreement, even if they are equivocal about whether the copy 10 provided by Kinecta is the Loan Agreement that they signed. 11 Furthermore, Plaintiffs arguments that contest the authenticity of the Loan Agreement 12 produced by Kinecta, appear to be a tactic to circumvent this Court’s review of the very document 13 that underlies the basis of Plaintiffs’ breach of contract claim against Defendants. While Plaintiffs 14 state that they “harbor deep concerns regarding the authenticity of the purported signatures” that 15 appear on the Loan Agreement, and that they are further “concern[ed] about the chain of custody 16 of the documents Kinecta is representing to be the contract package,” Opp’n at 7-8, these 17 statements fail to identify any actual reason that Plaintiffs think the produced Loan Agreement is a 18 fabrication. Plaintiffs’ “concerns” not only undermine Plaintiffs’ claims against Kinecta, they also 19 contravene the verifiable information available to the Court. As previously noted, the Loan 20 Agreement produced by Kinecta appears to be signed and initialed by both Plaintiffs and certified 21 by a public notary. In California, documents certified by a notary are presumed authentic, and 22 Plaintiffs arguments otherwise are not enough to rebut that presumption. Transamerica Title Ins. 23 Co. v. Green, 11 Cal. App. 3d 693, 702 (1970) (“[T]he purpose of the certificate of 24 acknowledgment is to establish the identity of such person and the genuineness of the signature 25 attached to the instrument . . . [and] the certificate is prima facie evidence of the truth of the facts 26

27 1 Additionally, Plaintiffs brought suit on the enforceability of the Loan Agreement when they filed ] stated therein”) (citation omitted); see also Fed. R. Evid. 902(8) (a document is self-authenticating 2 || if itis “accompanied by a certificate of acknowledgement that is lawfully executed by a notary 3 || public or another officer who is authorized to take acknowledgments”). Additionally, the notary 4 who certified the Loan Agreement is the same person who certified the signatures in the 5 || publicly recorded Deed of Trust that Plaintiffs themselves provided to the Court. 6 Accordingly, and as Plaintiffs no doubt realize, a cursory review of the Loan Agreement 7 || runs roughshod over the FAC as currently drafted. While the original complaint had seven causes 8 of action, some of which were dismissed with prejudice, the FAC now has thirteen, with several of 9 || those claims dependent upon Plaintiffs’ allegations that Kinecta failed to disclose or intentionally 10 || misrepresented information about the conditions of the construction loan that Plaintiffs admit they 11 received from Kinecta. But Plaintiffs claims can only succeed if Kinecta did not disclose or did 12 || not properly represent the disputed information within the terms of the Loan Agreement. 13 For the foregoing reasons and for purposes of judicial economy, Plaintiffs shall amend 14 || their complaint to incorporate the Loan Agreement. 15 The FAC is DISMISSED WITHOUT PREJUDICE. The hearing set for December 10, a 16 || 2025 1s VACATED. Any amended complaint is due within 21 days of this order. 2 17 IT IS SO ORDERED. Z 18 || Dated: December 5, 2025

Noél Wise 20 United States District Judge 21 22 23 24 25 26 27 28