In Re Debtor Peter Brown Kleidman

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UNITED STATES DISTRICT COURT JS-6

CENTRAL DISTRICT OF CALIFORNIA

CIVIL MINUTES -- GENERAL

Case No. CV 21-3287-JFW Date: January 21, 2022

Title: In Re Debtor Peter Brown Kleidman

Peter Brown Kleidman -v- Hilton and Hyland Real Estate, Inc.

PRESENT:

HONORABLE JOHN F. WALTER, UNITED STATES DISTRICT JUDGE

Shannon Reilly None Present

Courtroom Deputy Court Reporter

ATTORNEYS PRESENT FOR PLAINTIFFS: ATTORNEYS PRESENT FOR DEFENDANTS:

None None

PROCEEDINGS (IN CHAMBERS): ORDER AFFIRMING BANKRUPTCY COURT’S

AUGUST 21, 2020 JUDGMENT, MARCH 31, 2021

ORDER DENYING MOTION TO RECONSIDER

SUMMARY JUDGMENT IN FAVOR OF DEFENDANTS,

AND APRIL 5, 2021 AMENDED JUDGMENT

On April 16, 2021, Appellant Peter Brown Kleidman (“Appellant” or “Debtor”) filed an appeal

from the United States Bankruptcy Court’s August 21, 2020 Judgment, March 31, 2021 Order

Denying Motion to Reconsider Summary Judgment in Favor of Defendants, and April 5, 2021

Amended Judgment. On October 29, 2021, Appellant filed his Opening Brief. On November 29,

2021, Appellees Hilton & Hyland Real Estate, Inc., Joshua Altman, and Matthew Altman

(collectively, “Appellees”) filed their Brief. On December 27, 2021, Appellant filed a Reply Brief.

Pursuant to Rule 78 of the Federal Rules of Civil Procedure and Local Rule 7-15, the Court found

the matter appropriate for submission on the papers without oral argument. The matter was,

therefore, removed from the Court’s January 10, 2021 hearing calendar and the parties were given

advance notice. After considering the moving, opposing, and reply papers, and the arguments

therein, the Court rules as follows:

I. Factual and Procedural Background

The Bankruptcy Court’s August 21, 2020 Judgment, March 31, 2021 Order Denying Motion

to Reconsider Summary Judgment in Favor of Defendants, and April 5, 2021 Amended Judgment

at issue on this appeal were entered in an adversary proceeding that was commenced on January

30, 2017, when Appellant filed his original Complaint against the Appellees. Since the

commencement of the adversary proceeding, Appellant filed four different versions of his

Complaint, conducted extensive discovery, and filed numerous motions. Indeed, the extraordinary

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number of motions filed by Appellant resulted in the Bankruptcy Court granting in part the

Appellees’ Motion for an Order Requiring Plaintiff to Seek Leave of Court Before Filing Any Further

Motions (“Motion Requiring Leave”). At the time the Appellees filed their Motion Requiring Leave,

Appellant had filed five motions for leave to amend his Complaint and fourteen discovery motions.

In light of the extensive record in the adversary proceeding, the parties are well aware of the

factual and procedural history of this matter and the Court will only discuss those facts necessary

to resolve the instant appeal.

A. The Parties

Appellant is a sophisticated and experienced businessman who graduated from Cambridge

University with a Ph.D. in mathematics and worked for several years at Goldman Sachs, Bankers

Trust, Dresdner Bank AG, ABN AMRO Bank and HSBC Bank, principally as a financial analyst. In

the early 2000s, Appellant began purchasing real property in Southern California, including

properties that he “flipped” for a profit. For example, Appellant purchased the property located at

21942 Pacific Coast Highway, Malibu, California for $2.9 million, renovated the property, and then

sold it for approximately $13.4 million. Appellant also purchased the property located at 22420

Pacific Coast Highway, Malibu, California for $15.5 million, renovated the property, and then sold it

for approximately $18.9 million.

Hilton & Hyland Real Estate, Inc. (“Hilton & Hyland”) is a luxury real estate brokerage firm

located in Beverly Hills, California. Joshua Altman and Matthew Altman (the “Altmans”) were real

estate agents with Hilton & Hyland until approximately 2015.

B. The Property

In 2006, Appellant purchased the property located at 9380 Sierra Mar Drive, Los Angeles,

California (the “Property”), which is the subject of the adversary proceeding. In May 2010, the

Property was appraised at $4.25 million. In 2011, Appellant signed a listing agreement with Sun

Heritage Real Estate (“Sun Heritage”), and listed the Property for $4.2 million. In February 2012,

Appellant obtained an appraisal that indicated that the current value of the Property was only $3.8

million, noting that the “[i]nterior finish does not match the quality of the basic construction,” and

advising that “[m]ost buyers of this home will look to remodel most of the interior with a new

kitchen, bathrooms, flooring and HVAC” because “[t]here is functional obsolescence not only

associated with the pool and spa but with the interior improvements.” As a result of the appraisal,

Appellant reduced the price of the Property to $3.9 million. Although Appellant received multiple

offers, they were insufficient to satisfy the existing liens and those offers were rejected by the

secured lenders.

C. Bankruptcy

On February 8, 2012, Appellant filed a voluntary petition for relief under Chapter 11 of the

Bankruptcy Code. Appellant’s Bankruptcy Schedules valued the Property at $3.8 million. On

October 18, 2012, Appellant amended his Bankruptcy Schedules and increased the valuation of

the Property to $4.2 million. During the pendency of his bankruptcy, Appellant contacted multiple

real estate agents about selling the Property, but he declined to retain any of them because they

advised Appellant the Property could not be sold for more than the existing liens. Appellant

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ultimately decided to list the Property with Dustin Cumming, Aaron Kirman, and Danelle Lavin (the

“Listing Agents”) at Hilton & Hyland because they advised Appellant that they believed that they

could market and sell the Property and avoid a short sale. On December 1, 2012, Appellant and

Hilton & Hyland entered into a Residential Listing Agreement (“RLA”) to list the Property for

$5,495,000. On January 24, 2013, Appellant filed an application to employ the Listing Agents and

Hilton & Hyland to sell the Property (the “Employment Application”) with the Bankruptcy Court. On

January 30, 2013, the Bankruptcy Court approved the Employment Application.

Hilton & Hyland advertised the Property in The Los Angeles Times, the MLS Broker

Caravan, and Christie’s International Real Estate syndicates. The Listing Agents held “open

houses” and showed the Property eighteen times, including to developers and “flippers.” The

Listing Agents kept Appellant informed of the showings and buyer interest, and Appellant

assisted Hilton & Hyland in marketing the Property by providing the Listing Agents with a property

survey and floor plans for the then-existing house on the Property, which Appellant and the Listing

Agents believed would be of interest to developers and flippers.

Appellant received multiple offers for the Property that were below the listing price, including

an all cash offer of $5,000,000 by Bruce Makowsky (“Makowsky”) on January 20, 2013. In light of

the offers, Appellant determined that if he could sell the Property for $5,300,000, he would be able

to cover all the liens, commissions, closing costs, and realize a small profit. As a result, Appellant

countered all of the offers at $5,299,000. Although the potential buyers refused to accept

Appellant’s counteroffer of $5,299,9991, Makowsky eventually agreed to purchase the Property for

$5,300,000 with no contingencies. Appellant filed a motion seeking authority to sell the Property to

Makowsky for $5,300,000 (the “Sale Motion”) with the Bankruptcy Court. After a hearing, the

Bankruptcy Court granted the Sale Motion and approved the sale of the Property to Makowsky.

The sale closed on February 1, 2013. The bankruptcy estate received $122,644 after paying

closing costs, liens, and commissions. At all times, Makowsky was represented by the Altmans,

who were agents with Hilton & Hyland. Although the Altmans and the Listing Agents were all

agents with Hilton & Hyland, the Listing Agents did not represent or work with Makowsky and the

Altmans did not represent or work with Appellant. Moreover, the fact that both parties to the

transaction were represented by agents with Hilton & Hyland was disclosed to Appellant and

Makowsky.

In May 2014, after extensive renovations to the interior and exterior of the Property,

Makowsky sold the Property for $19,000,000.

In July 2016, the Bankruptcy Court entered a final decree and closed Appellant’s bankruptcy

case.

D. The Adversary Proceeding

On August 1, 2016, after Appellant learned that the Property has sold in May 2014 for

$19,000,000, Appellant filed a Complaint against Appellees. Following a series of amendments,

on January 19, 2018, Plaintiff filed his Third Amended Complaint (“TAC”), alleging claims for: (1)

1 The next highest offer was $4,600,000.

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breach of fiduciary duty; (2) aiding and abetting breach of fiduciary duty; (3) breach of the duty of

fairness; and (4) breach of the duty of care. On July 26, 2018, the Bankruptcy Court granted in

part Appellees’ Motion to Dismiss the TAC, and dismissed the claims for aiding and abetting

breach of fiduciary duty and any claim based on the alleged duty by Appellees to “achieve as high

a price as possible” for Appellant. As a result, Appellant’s remaining claims were based on

allegations that Appellees failed to disclose that: (1) a “fully-renovated version of the property

would be valued in the region of $15 million” and that the valuation in the “flippers’ pool” of buyers

(versus buyers looking for a move-in ready house) was around $8,000,000 to $9,000,000; (2) that

Appellees had a pre-existing agreement to represent Makowsky in the resale of the Property; and

(3) that the Appellees had hoped to represent Makowsky in other transactions and, as a result,

favored Makowsky’s interests over those of Appellant.

On February 27, 2019, Appellees filed a Motion for Summary Judgment with respect to

Appellant’s remaining claims. After the Motion for Summary Judgment was fully briefed and after

lengthy oral arguments by the parties, on August 20, 2020, the Bankruptcy Court granted

Appellees’ Motion for Summary Judgment and issued lengthy and detailed Findings of Facts and

Conclusions of Law in support of its Order granting the Motion for Summary Judgment.2 In its

Order, the Bankruptcy Court concluded that: (1) Appellees did not breach any fiduciary duty to

Appellant; (2) Appellant failed to present any evidence that Appellees breach any duty of care

owed to him; (3) Appellant did not meet his burden of proving that he incurred any damages; and

(4) judicial estoppel barred Appellant from complaining that the Property was not adequately

marketed or that the sale price was unfair. On August 21, 2020, the Bankruptcy Court entered

Judgment in favor of Appellees in the adversary proceeding.

On September 4, 2020, Appellant filed an Amended Motion for Relief under FRBP 9023,

FRBP 7052, FRBP 9024 and LBR 9013-4 (“Motion to Reconsider”), arguing that he should be

granted relief from the Bankruptcy Court’s Summary Judgment Order. Specifically, Appellant

argued that: (1) Appellant was not afforded due process because the Bankruptcy Court made

factual findings and conclusions of law on certain matters that were not raised in the Motion for

Summary Judgment, thereby depriving Appellant of an opportunity to respond3; (2) there was

insufficient evidence to support certain Findings of Fact4; (3) the Bankruptcy Court made various

errors of law.5 On March 31, 2021, the Court issued a lengthy twenty-four page Order denying

2 The Bankruptcy Court also entered its Order re Evidentiary Objections related to

Appellees’ Motion for Summary Judgment.

3 For example, Appellant took issue with the Bankruptcy Court’s description of him as “a

sophisticated and experienced businessman.”

4 For example, Appellant argued that the declarations and deposition testimony cited by the

Bankruptcy Court did not support its Finding of Fact that the “Listing Agents kept Kleidman

informed of the showings and buyer interest” because those declarations and deposition testimony

did not expressly state that the Listing Agents were truthful in the information they gave to

Appellant.

5 For example, Appellant argued that the Bankruptcy Court incorrectly concluded that the

doctrine of judicial estoppel applied.

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Appellant’s Motion to Reconsider. In addition, on April 2, 2021, the Bankruptcy Court issued

Amended Findings of Fact and Conclusions of Law clarifying certain issues raised by the parties.

On April 5, 2021, the Bankruptcy Court entered an Amended Order granting Appellees’ Motion for

Summary Judgment and an Amended Judgment.

Appellant then filed this appeal.

II. Issues on Appeal

Appellant contends that the “main issues”6 presented for review on appeal are:

1. Whether Appellees breached their duties to: (a) further Appellant’s interests; (b) disclose their

opinions on the value of the Property; (c) research and investigate the value of the Property; (d)

counsel and advise Appellant; and (e) disclose the extent of their relationship with Makowsky and

Makowsky’s real estate activities.

2. Whether Hilton & Hyland misrepresented its opinion on the value of the Property.

3. Whether judicial estoppel applies.

4. Whether Appellant should be allowed to amend his Complaint regarding fiduciary duty claims.

5. Whether Appellant “was afforded due process regarding Count 1" (sanctions for violation of 11

U.S.C. § 327(a) and Federal Rule of Bankruptcy Procedure 2014(a)).

6. Whether Count 7 (disgorgement) is collaterally estopped.

7. Whether Appellant should be allowed to amend Count 7 (disgorgement) to plead a different

theory based on the same facts.

8. Whether “numerous discovery orders should be reversed or modified.”

III. Legal Standards

The standard of review of bankruptcy court decisions by district courts is well-established,

and uncontested by the parties. When reviewing decisions of a bankruptcy court, district courts

apply standards of review applicable to the courts of appeals when reviewing district court

decisions. In re Baroff, 105 F.3d 439, 441 (9th Cir.1997); see also In re Fields, 2010 WL 3341813,

*2 (E.D. Cal. 2010) (“A district court's standard of review over a bankruptcy court's decision is

identical to the standard used by circuit courts reviewing district court decisions.”) (citation

omitted).

On appeal, a district court may “affirm, modify, or reverse a bankruptcy judge's judgment,

6 According to Appellant, there are also “numerous sub-issues” which are not identified.

See Appellant’s Opening Brief (Docket No. 19), 16:1-17.

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order, or decree or remand with instructions for further proceedings.” Federal Rules of Bankruptcy

Procedure 8013. Generally, a district court reviews a bankruptcy court's factual findings “‘under

the clearly erroneous standard and its conclusions of law de novo.’” Acequia, Inc. v. Clinton (In re

Acequia, Inc.), 787 F.2d 1352, 1357 (9th Cir. 1986) (quoting Ragsdale v. Haller, 780 F.2d 794, 795

(9th Cir. 1986)). “Mixed questions of law and fact are reviewed de novo.” Beaupied v. Chang (In

re Chang), 163 F.3d 1138, 1140 (9th Cir.1998). “[A] finding is ‘clearly erroneous' when although

there is evidence to support it, the reviewing court on the entire evidence is left with a definite and

firm conviction that a mistake has been committed.” Anderson v. City of Bessemer, 470 U.S. 564,

573 (1985) (quoting United States v. U.S. Gypsum Co., 333 U.S. 364, 395 (1948)); see also

Savage v. Greene (In re Greene), 583 F.3d 614, 618 (9th Cir. 2009). “This standard plainly does

not entitle a reviewing court to reverse the finding of the trier of fact simply because it is convinced

that it would have decided the case differently.” Anderson, 470 U.S. at 573. “Where there are two

permissible views of the evidence, the factfinder's choice between them cannot be clearly

erroneous.” Id. at 574.

In addition, “[a] bankruptcy court’s denial of a motion for reconsideration is reviewed for an

abuse of discretion.” In re Negrete, 183 B.R. 195, 197 (9th Cir. B.A.P. 1995). “The

abuse-of-discretion standard requires a reviewing court to conduct a two-step inquiry: (1)

determine de novo whether the lower court identified the correct legal rule to apply to the relief

requested and (2) ascertain whether the bankruptcy court's application of the legal standard was

illogical, implausible or without support in inferences that may be drawn from the facts in the

record. In re Alarez, 2018 WL 5099265 (C.D. Cal. Oct. 18, 2018) (internal citations omitted).

Moreover, a bankruptcy court’s granting or denying a motion for summary judgment is

reviewed de novo. Jones v. Royal Admin. Services, Inc., 887 F.3d 443, 447 (9th Cir. 2018); Guerin

v. Winston Indus., Inc., 316 F.3d 879, 882 (9th Cir. 2002). The district court, viewing the evidence

in the light most favorable to the nonmoving party, must determine if there are any genuine issues

of material fact and whether the bankruptcy court correctly applied the relevant substantive law.

See Ventura Packers, Inc. v. F/V Jeanine Kathleen, 305 F.3d 913, 916 (9th Cir. 2002). In addition,

the district court may affirm summary judgment “on any ground supported

by the record.” Am. Federation of Musicians of U.S. & Canada v. Paramount Pictures Corp., 903

F.3d 968, 981 (9th Cir. 2018) (internal citations omitted). “Evidentiary rulings made in the context

of summary judgment are reviewed for an abuse of discretion.” Block v. City of Los Angeles, 253

F.3d 410, 416 (9th Cir. 2001).

Furthermore, a bankruptcy court’s dismissal for failure to state a claim upon which relief can

be granted is reviewed de novo. Curtis v. Irwin Industries, Inc., 913 F.3d 1146 (9th Cir. 2019).

Finally, discovery rulings – including an order denying a discovery request, an order limiting

the scope of discovery, an order cutting off discovery, and an order denying a request to reopen

discovery – are reviewed for abuse of discretion. Ingham v. United States, 167 F3d 1240, 1246

(9th Cir. 1999); see Dichter-Mad Family Partners, LLP v. United States, 709 F3d 749, 751 (9th Cir.

2013) (holding that “broad discretion is vested in the trial court to permit or deny discovery, and its

decision to deny discovery will not be disturbed except upon the clearest showing that denial of

discovery results in actual and substantial prejudice to the complaining litigant”) (internal citations

omitted).

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IV. Discussion

In his appeal, Appellant argues that the Bankruptcy Court erred in granting Appellees’

Motion for Summary Judgment and denying his Motion to Reconsider. Appellees argue that the

Bankruptcy Court correctly decided the Motion for Summary Judgment and the Motion tor

Reconsider. Appellees argue that the Bankruptcy Court gave Appellant more than ample

opportunity over the course of several years to amend his claims and gather the necessary

evidence to support his claims in discovery, and Appellant did not prevail simply because his case

lacked merit.

A. The Bankruptcy Court Did Not Err in Granting Appellees’ Motion for Summary

Judgment and Denying Appellant’s Motion to Reconsider

In granting Appellees’ Motion for Summary Judgment, the Bankruptcy Court entered

exhaustive Findings of Facts and Conclusions of Law that were detailed, well reasoned, and fully

supported by the evidence and the law. The Bankruptcy Court also carefully considered only the

admissible evidence submitted both in support of and in opposition to the Motion for Summary

Judgment, as evidenced, in part, by the detailed rulings in the Bankruptcy Court’s Order re:

Evidentiary Objections. In addition, the Bankruptcy Court only granted Appellees’ Motion for

Summary Judgment after Appellant was given multiple opportunities to amend his Complaint, after

Appellant was given ample opportunity to pursue the discovery he thought was necessary to prove

his claims (including bringing more than a dozen discovery motions), after the Motion for Summary

Judgment was fully briefed, and after the Bankruptcy Court heard lengthy oral arguments. In

addition, in denying Appellant’s Motion to Reconsider, the Bankruptcy Court entered a twenty-four

page Order explaining in even greater detail the basis for its decision granting Appellant’s Motion

for Summary Judgment. The Bankruptcy Court also entered Amended Findings of Fact and

Conclusions of Law to clarify its decision.7

Having considered the arguments of the parties and having reviewed the entire record, the

Court concludes that the Bankruptcy Court did not err in granting Appellees’ Motion for Summary

Judgment or denying Appellant’s Motion to Reconsider. The Court concludes that the Bankruptcy

Court’s Amended Findings of Fact were fully supported by the evidence and that the Bankruptcy

Court correctly applied the law to those facts. Indeed, the majority of Appellant’s arguments on

appeal are based on Appellant’s misunderstanding of the relevant statutory and case law and lack

of knowledge of legal procedure. For example, in his Statement of Genuine Issues in Opposition

to Defendants’ Motion for Summary Judgment, Plaintiff failed to respond to the majority of

Appellees’ material facts. Specifically, Appellant responded to only twenty-six of seventy-one

material facts and only offered evidence that supported eight of his responses. In his other

responses, Appellant simply stated that he did not need to “provide rebuttal evidence since the

evidence cited does not prove the facts claims.” Although the Bankruptcy Court explained to

Appellant in detail the burden of proof and burden of persuasion on a motion for summary

7 In the Amended Findings of Fact and Conclusions of Law, the Bankruptcy Court changed

some references to “Hilton & Hyland” to “Defendants” to clarify that those findings and conclusions

applied to the Altmans as well as Hilton & Hyland.

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judgment, Appellant continued to argue to the Bankruptcy Court and in this appeal that he was not

required to put forth evidence in support of his claims and in opposition to summary judgment.

Similarly, many of Appellant’s arguments are based on a misunderstanding of the

Bankruptcy Court’s very clear and very detailed findings, including the Bankruptcy Court’s findings

on the fiduciary duty issue. For example, in his Motion to Reconsider, Appellant argued that the

Bankruptcy Court erroneously concluded that the Altmans only owed a fiduciary duty to Makowsky

and not Appellant. However, as the Bankruptcy Court explained, in relevant part, in its Order

denying Appellant’s Motion to Reconsider:

Nothing in the Findings and Conclusions states that the Altmans owed fiduciary

duties only to [Makowsky] or, conversely, that the Altmans owed no fiduciary duties

to [Appellant]. Nor did [Appellees’] MSJ assert that the Altmans owed no fiduciary

duties to [Appellant] or only owed duties to [Makowsky]. In other words, there was no

dispute that [Appellees] owed a fiduciary duty to [Appellant]. Nothing in the Findings

and Conclusion[s] holds that the Altmans did not owe a fiduciary duty to [Appellant].

The Bankruptcy Court explained that “[t]he principal disputes between the parties raised by the

MSJ are the scope of the fiduciary duty owed” to Appellant by the Appelles, “and whether

[Appellees] breached those duties.” In addition, the Bankruptcy Court explained that Appellees

had offered “voluminous supporting evidence that they did not breach any of their fiduciary duties

to [Appellant], acted in good faith towards him and made full and complete disclosure to him of all

requisite facts” and Appellant failed to offer any admissible evidence to the contrary. In part, the

Bankruptcy Court relied on the testimony of Alan D. Wallace (“Wallace”), Appellees’ expert on the

duty of care, who testified that “neither Hilton & Hyland, Joshua Altman nor Matthew Altman’s

conduct in connection with the listing and sale of [Appellant’s] property during his Chapter 11

bankruptcy fell below the standard of care for real estate agents or brokers in this community.”

Wallace also testified that beyond disclosing the dual agency, “there was nothing further for

[Appellees] to disclose to the seller about their relationship with the buyer at the time of the

transaction.” As the Bankruptcy Court noted, Appellant failed to offer any expert testimony to rebut

Wallace’s testimony and, as a result, Appellant failed to demonstrate that there were any genuine

issues of fact for trial. As a result, the Bankruptcy Court “ultimately determined that [Appellees] did

not breach any of their fiduciary duties to [Appellant].”

Accordingly, the Court concludes that the Bankruptcy Court did not err in granting

Appellees’ Motion for Summary Judgment or denying Appellant’s Motion to Reconsider, and the

Court affirms the Bankruptcy Court’s rulings on these motions.

B. The Bankruptcy Court Did Not Err in Its Other Rulings

Although Appellant raises issues with twelve other orders entered by the Bankruptcy Court,

including nine orders related to discovery disputes, two orders regarding motions to dismiss, and

one scheduling order, Appellant failed to identify any of these orders in his Notice of Appeal in

violation of Federal Rule of Bankruptcy Procedure 8003(a)(3)(B) and failed to include any of the

discovery orders, motions, or oppositions in the excerpts of the record. Because these orders

were not identified in the Notice of Appeal or included in the excerpts of the record, it is virtually

impossible for the Court to determine which orders or what issues Appellant has appealed. For

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example, in his Opening Brief, Appellant identifies the discovery orders that he argues are

erroneous only as “#319,” “#199,” “#318,” “#160,” “#332,” “#333," “#382,” “#460," and “#315,"

which appear to refer to docket numbers on the Bankruptcy Docket. Appellant also argues that the

deadline to amend the pleadings in the Bankruptcy Court’s scheduling order was “too early,” but

fails to provide the Court with any basis to evaluate his argument, including failing to state if he

sought leave from that deadline. With respect to the motions to dismiss, Appellant does not

discuss specific orders granting Appellees’ Motions to Dismiss, but, instead, argues that the

dismissal of Count 1 violated his due process rights and that he should have been granted leave to

amend Count 7. Accordingly, the Court concludes that none of these issues are properly before

this Court on this appeal and Appellant’s appeal of these orders is dismissed.

In addition, even if these orders were properly before this Court, orders that are not material

to the judgment are not appealable. See Baker v. Dykema Gossett, LLP, 776 Fed. Appx. 485 (9th

Cir. 2019); see also 15A Charles Alan Wright & Arthur R. Miller, Federal Practice and Procedure §

3905.1 n.29 (“‘Orders that could not have affected the outcome, i.e., orders not material to the

judgment, are not appealable’” and “[a] ruling that could not have affected the judgment may be

denied review for reasons parallel to harmless error reasoning”) (quoting Nat'l Am. Ins. Co. v.

Certain Underwriters at Lloyd's London, 93 F.3d 529, 540 (9th Cir.1996)). In this case, Appellant

has failed to explain or demonstrate that a different resolution of the issues decided in these orders

would have materially affect the outcome of Appellant’s bankruptcy. As a result, these orders are

not appealable. See, e.g., Woodroffe v. Curtis, 836 Fed. Appx. 636 (9th Cir. 2021) (in appealing

the district court’s order granting summary judgment in favor of the defendants, the plaintiff argued

that he was denied discovery and the Ninth Circuit rejected that argument because the plaintiff had

not “identified what discovery he was denied or how he was prejudiced”).

Moreover, even if these orders were appealable, Appellant has failed to demonstrate that

the Bankruptcy Court abused its discretion in making any of the rulings in its discovery or

scheduling orders and, as a result, the Court affirms the Bankruptcy Court’s decisions. See, e.g.,

Hallett v. Morgan, 296 F.3d 732, 751 (9th Cir. 2002) (holding that discovery rulings must be

affirmed unless the plaintiff makes “the clearest showing” of “actual and substantial prejudice” from

the denial of discovery). In addition, the Court affirms the Bankruptcy Court’s rulings on Appellees’

Motions to Dismiss.

V. Conclusion

For all the foregoing reasons, the Bankruptcy Court’s August 21, 2020 Judgment, March 31,

2021 Order Denying Motion to Reconsider Summary Judgment in Favor of Defendants, and April

5, 2021 Amended Judgment are AFFIRMED, and this appeal is dismissed with prejudice.

IT IS SO ORDERED.

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