Golden State TD Investments, LLC v. Andrews Kurth LLP (In re California TD Investments, LLC)

REDACTED MEMORANDUM OF OPINION REGARDING DEFENDANT’S MOTION FOR SUMMARY JUDGMENT [DOCKET NUMBER 62]

Defendants Andrews Kurth LLP, Michael D. Jewesson & Jon L. Dalberg (“Defendants”) bring this motion for summary judgment (“MSJ”) on grounds of in pari delicto.

Background

Although the parties have a filed a significant amount of paper disputing what are “uncontroverted facts”, most of the essential factual background for this motion is not in dispute:

Quality Home Loans, Inc. (“QHL”) was formed in 2001 by John and Kitty Gaiser (the “Gaisers”), who each owned 50% of QHL. Its business was originating, servicing, buying and selling sub-prime mortgages.

To fund its business, QHL formed the plaintiffs in this adversary proceeding, QHL Holdings, Fund Ten, LLC (“Fund Ten”) and Golden State T.D. Investments, LLC (“Golden State” and, with Fund Ten, the “Funds”). QHL was the initial Member and initial Manager of each Fund. See Amended and Restated Operating Agreement of Fund Ten dated 5/3/05 and Amended and Restated Operating Agreement of Golden State dated 3/31/05 (the “Operating Agreements”), which are Defendants’ Exhibits A & B and Plaintiffs” *127 Exhibits 1 & 2, at ¶¶ 3.1, 5.1. 1…