1 PAUL D. MURPHY (State Bar No.

159556)
pmurphy@murphyrosen.com
2 DANIEL N. CSILLAG (State Bar No. 266773)
dcsillag@murphyrosen.com
3 STELLA CHANG (State Bar No. 335851)
schang@murphyrosen.com
4 MURPHY ROSEN LLP
100 Wilshire Boulevard, Suite 1300
5 Santa Monica, California 90401-1142
Telephone: (310) 899-3300
6 Facsimile: (310) 399-7201
7 Attorneys for Defendant and
Cross-Complainant Angelina Jolie
8

10 SUPERIOR COURT OF THE STATE OF CALIFORNIA

11 COUNTY OF LOS ANGELES – STANLEY MOSK COURTHOUSE
12
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WILLIAM B. PITT, an individual, and Case No. 22STCV06081

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13 MONDO BONGO, LLC, a California

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limited liability company, [Hon. Lia Martin]

14
Plaintiffs, DEFENDANT AND CROSS-
15 COMPLAINANT ANGELINA JOLIE’S
v. REPLY IN SUPPORT OF DEMURRER TO
16 THIRD AMENDED COMPLAINT
ANGELINA JOLIE, an individual, and
17 NOUVEL, LLC, a California limited Date: August 20, 2024
liability company, Time: 9:00 a.m.
18 Dept: 3
Defendants.
19 Reservation ID: 075879145722
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 1 TABLE OF CONTENTS
2 I. INTRODUCTION ...................................................................................................................... 4
3 II. LEGAL ARGUMENT .............................................................................................................. 4
4 A. Mondo’s Implied Covenant Claim Fails As A Matter Of Law................................. 4
5 1. Mondo’s Alter Ego Allegations Fail. ............................................................... 4
6 2. Mondo Bongo’s Implied Covenant Claim Fails on the Merits. ........................ 6
7 B. Mondo Bongo’s Interference With Contract Claim Fails As A Matter Of Law. ...... 9
8 C. Plaintiffs’ Interference With Prospective Business Relations Claim Fails. ............ 10
9 III. CONCLUSION ...................................................................................................................... 13
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MURPHY ROSEN LLP
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ANGELINA JOLIE’S REPLY ISO DEMURRER TO THIRD AMENDED COMPLAINT
 1 TABLE OF AUTHORITIES
2 Page(s)
3 Cases
4 Ahn v. Stewart Title Guaranty Co.,
5 93 Cal.App.5th 168 (2023) .................................................................................................... 12

6 Dominguez v. Bonta,
87 Cal.App.5th 389 (2022) ...................................................................................................... 6
7
Drink Tank Ventures LLC v. Real Soda in Real Bottles, Ltd.,
8 71 Cal.App.5th 528 (2021) .................................................................................................... 11
9 Greenspan v. LADT LLC,
10 191 Cal.App.4th 486 (2003) .................................................................................................... 5

11 Guz v. Bechtel Nat’l, Inc.,

24 Cal.4th 317 (2000) .............................................................................................................. 7
12
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Horath v. Hess,
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13 225 Cal.App.4th 456 (2014) ................................................................................................ 8, 9

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14 Hurtado v. Superior Court,

11 Cal.3d 574 (1974) ............................................................................................................. 12
15

16 Korea Supply v. Lockheed,

29 Cal.4th 1134 (2003) .......................................................................................................... 10
17
Mieuli v. DeBartolo,
18 2001 U.S. Dist. Lexis 22518 (N.D. Cal. Jan. 16, 2001)....................................................... 8, 9
19 Sole Energy Co. v. Petrominerals Corp.,
128 Cal.App.4th 212 (2005) .................................................................................................. 13
20
Sonora Diamond Corp. v. Superior Court,
21
83 Cal.App.4th 523 (2000) ...................................................................................................... 4
22
Washington Mutual Bank v. Superior Court,
23 24 Cal.4th 906 (2001) ............................................................................................................ 12

24 Statutes
25 California Corporations Code § 17703.04(a)(2) ............................................................................ 4
26 California Corporations Code § 17704.01(a)................................................................................. 4
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 1 I. INTRODUCTION
2 Plaintiffs’ Opposition to Jolie’s demurrer is a classic example of misdirection. Plaintiffs
3 have no answers to Jolie’s legal arguments, so they instead ask the Court to treat legal issues as
4 factual disputes that cannot be resolved on demurrer. Plaintiffs are wrong. This Court is the
5 gatekeeper on these legal issues. The Court was right to dismiss these three claims before and it
6 should do so again. At best, Pitt’s case is about whether Jolie breached an unwritten, unspoken
7 contract. It is not a tort case, and it is not a case about using the corporate form to evade debts.
8 II. LEGAL ARGUMENT
9 A. Mondo’s Implied Covenant Claim Fails As A Matter Of Law.
10 1. Mondo’s Alter Ego Allegations Fail.
11 Unity of Interest: As Jolie highlighted in her demurrer, “Alter ego is an extreme
12 remedy, sparingly used.” Sonora Diamond Corp. v. Superior Court, 83 Cal.App.4th 523, 539
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13 (2000). Because Jolie is not a party to the Quimicum Articles, Mondo attempts to manufacture a
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14 contractual relationship by claiming that Jolie, as Nouvel’s alter ego, breached the covenant of
15 good faith and fair dealing in the Quimicum Articles. But the Corporations Code does not
16 permit alter ego liability to attach to an LLC’s member “solely by reason of the member acting
17 as a member.” Corp. Code § 17703.04(a)(2). Mondo’s only response to Jolie’s reliance on this
18 section is to call it “contrived” in a footnote, (Opp. at 11 n.3), but the statute says what it says.
19 Pitt’s only other response is to argue that he established a unity of interest between Jolie
20 and Nouvel by alleging Jolie formed Nouvel to hold assets and to “hide” her name. (Opp. at 9.)
21 But these are completely legitimate and acceptable reasons for forming an LLC. Every LLC is
22 obviously going to hold assets—and in the case of single-member LLCs, the purpose will always
23 be to benefit the single member. California law specifically recognizes single-member LLCs as
24 legitimate enterprises too. Corp. Code § 17704.01(a). If Mondo’s theory is actionable, every
25 single-member LLC automatically satisfies the unity of interest factor even though it fully
26 complies with the statute. That is not the law and Mondo cites no authority for the proposition.
27 Moreover, members of LLCs routinely use this corporate form to protect their personal
28 privacy by using a corporate name that is different from their own, and there is absolutely

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 1 nothing wrong with this either. Indeed, both Pitt (through Mondo Bongo) and Jolie (through
2 Nouvel) “hid” their personal names by choosing a different name for their entity, but that is not a
3 basis to impose liability. This is especially true here, where there is no allegation that Jolie “hid”
4 or otherwise obscured her personal ownership from Mondo or Pitt—to the contrary, as the TAC
5 acknowledges, Jolie and Pitt both openly used their respective LLCs to purchase Miraval. (TAC
6 ¶ 2.) While “the concealment and misrepresentation of the identity of the responsible ownership,
7 management and financial interest, or concealment of personal business activities” can support
8 alter ego in certain circumstances, see Greenspan v. LADT LLC, 191 Cal.App.4th 486, 513
9 (2010), Mondo does not allege that Jolie concealed or misrepresented her identity to Mondo or
10 Pitt, or that any supposed “concealment” caused any inequity. Jolie’s garden-variety desire for
11 personal privacy also does not satisfy the unity of interest factor.
12 Mondo also doubles down on its use of the word “shell,” continuing to misconstrue the
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13 meaning of that word. A shell is an entity with no assets, but by Mondo’s own admission,
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14 Nouvel held and still holds extremely valuable assets, including real property, 50% of
15 Quimicum’s shares worth tens of millions of dollars, and millions of dollars of loans receivables
16 due from Quimicum. (Demurrer at 11; TAC ¶¶ 35, 112, 180.) That is simply not a shell. In its
17 Opposition, Mondo completely ignored Jolie’s arguments on this point.
18 Mondo also does not dispute that Nouvel is appropriately capitalized. (See Opp. at 10.)
19 Instead, Mondo argues—without citing any allegations in the TAC—that Nouvel’s lack of debt
20 somehow supports alter ego. (See id.) But it is exactly the opposite. By being debt-free while
21 holding tens of millions of dollars in assets, this is further confirmation that Nouvel remains a
22 free-standing, solvent entity, giving this Court no reason to disregard its corporate form.
23 Injustice: Pitt and Jolie both utilized LLCs to purchase Miraval in 2008. In 2013, those
24 LLCs executed a written contract, the Quimicum Articles, outlining their rights and
25 responsibilities as Quimicum shareholders. Despite both parties knowing that the LLCs were
26 owned by Pitt and Jolie, they chose not to include the individual owners as parties to the
27 Quimicum Articles. That choice has consequences.
28 Mondo now pleads that it would nonetheless be unfair if Jolie is not held to be Nouvel’s

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 1 alter ego for purposes of this contract. Mondo’s argument here is that someone has to be liable,
2 either Jolie or Nouvel, so allowing Jolie to “escape” liability would be unjust. (Opp. at 10.) But
3 the premise of Mondo’s argument is wrong—nothing requires this Court to hold anyone liable.
4 Whether Nouvel breached the Quimicum Articles has no bearing on whether Jolie is Nouvel’s
5 alter ego. The inquiries are separate. In any case, Jolie did not use the corporate form to trick
6 Mondo or perpetrate a fraud. Both sides agreed to execute the Quimicum Articles using only the
7 LLCs as signatories and knowing that each LLC had an individual owner behind it. Holding
8 Mondo to the contract it knowingly executed is not unjust.
9 As a last resort, Mondo acknowledges that Nouvel is the owner of Quimicum shares and
10 other assets worth tens of millions of dollars, but nonetheless urges the Court to allow its alter-
11 ego theory because Nouvel might later be judgment proof by the time this litigation concludes
12 because Nouvel’s new owner might strip it of assets. (Opp. at 11.) But this is pure speculation.
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13 In her demurrer, Jolie cited Dominguez v. Bonta, 87 Cal.App.5th 389, 398 (2022), for the
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14 proposition that the Court does not accept as true unsupported speculation, even on demurrer.
15 (Demurrer at 12.) Mondo did not respond to this authority. And even if Nouvel’s new owner
16 later strips it of assets, Jolie has no control over Nouvel, and cannot be held to be the alter ego of
17 a formerly owned company because somebody else might later transfer those assets to some
18 other person or entity. And while it is true that Mondo’s inability to plead inadequate assets does
19 not, alone, destroy its alter-ego theory, it certainly guts Mondo’s argument that alter-ego liability
20 is necessary to guard against unfairness or an empty judgment.
21 The Court was right to sustain Jolie’s demurrer to Mondo’s alter-ego theory before, and it
22 should do so again. As the TAC admits, the parties always treated Nouvel as an entity separate
23 from Jolie—evidenced by Mondo’s decision to contract with Nouvel and not with Jolie. The
24 Court should sustain Jolie’s demurrer to the implied covenant claim for this reason alone.
25 2. Mondo Bongo’s Implied Covenant Claim Fails on the Merits.
26 The implied covenant claim also fails on the merits. It is undisputed that the Quimicum
27 Articles prohibit only one thing relevant here: “Shares (parts sociales) may not be transferred
28 inter vivos to non-shareholders unless shareholders representing at least three-quarters of the

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 1 corporate share capital shall have agreed thereto.” (TAC, Exh. 1 at p. 75, § 5.4.3.) The
2 provision is precise and prohibits existing shareholders from transferring shares without the
3 approval of three-quarters of all shareholders. The Quimicum Articles identify the shareholders
4 as Mondo Bongo and Nouvel. (Id. at p. 72, Third Resolution.) Jolie and Pitt are not listed as
5 shareholders, are not alleged to be shareholders, and are not even signatories to the agreement.
6 As Mondo’s claim illustrates, the scope of the transfer restriction is an important and
7 precise contractual right. Yet Mondo argues that the Court can expand that contractual right to
8 include non-shareholders and non-signatories Jolie and Pitt, and prohibit them (and their heirs)
9 from selling their own companies without the approval of three-quarters of all shareholders. If
10 accepted, this would represent an unprecedented expansion of rights through the covenant of
11 good faith and fair dealing to include non-parties to the contract. Here, it would bind Pitt and
12 Jolie to a contract that does not mention either of them by name, that neither one of them signed,
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13 and for which neither one received any consideration. Had the parties intended this transfer
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14 restriction to apply to Jolie and Pitt, the Quimicum Articles would have expressly stated this and
15 required both Pitt and Jolie to sign the contract. Having failed to contractually bind Pitt and
16 Jolie, the Court is without power to expand the transfer restriction to include these non-parties.
17 See Guz v. Bechtel Nat’l, Inc., 24 Cal.4th 317, 349-50 (2000) (implied covenant “cannot impose
18 substantive duties or limits on the contracting parties beyond those incorporated in the specific
19 terms of their agreement”).
20 Mondo has no answer to the Quimicum Articles’ simple provision, so it tries to muddy
21 the waters by arguing that the word “transfer” is somehow ambiguous. (Opp. at 13.) It is not.
22 A transfer of stock is just that—a transfer from one shareholder to another party. It is not an
23 “indirect” sale of a corporate owner of the shares. The Court need look no further than the
24 transfer restriction section in the Quimicum Articles to demonstrate the point. Throughout the
25 section, entitled “Transfer of Shares (parts sociales),” the articles repeatedly discuss transfers
26 of shares and their ramifications. For example, “Transfers of Shares (parts sociales) must be
27 recorded by notarial or private deed” and “recorded in the shareholders’ register in accordance
28 with Article 185 of the Law.” (TAC, Exh. 1 at Article 5.4, 5.4.4 and 5.6.) If transfers included

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 1 “indirect” transfers of the LLC’s owners, none of these provisions would make any sense
2 because they would require the sale of Nouvel itself to be recorded in the shareholders’ register
3 even though no Quimicum shares were transferred. Mondo’s ambiguity argument is specious.
4 Moreover, Mondo’s argument is directly contrary to the court’s reasoning in Mieuli v.
5 DeBartolo, 2001 U.S. Dist. Lexis 22518, at *4 (N.D. Cal. Jan. 16, 2001). While only a district
6 court case, it remains helpful and instructive. As discussed more fully in Jolie’s opening brief, in
7 Mieuli, the court was faced with a similar issue regarding whether the covenant of good faith and
8 fair dealing applied to restrict an upper-level transfer of an entity, or only the lower-level transfer
9 of stock. That Court analyzed the contract at issue and concluded that a potential ambiguity
10 required the Court to deny the related motion to dismiss. This is why Mondo asserts its
11 “transfer” ambiguity—to try to squeeze itself into the “ambiguity” holding in Mieuli.
12 But Miueli’s reasoning ultimately destroys Mondo’s argument. In Mieuli, the court
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13 concluded that the ambiguity existed in a limited circumstance: only “where an agreement does
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14 not specifically state that the right of first refusal applies to transfers of stock ownership.”
15 Mieuli v. DeBartolo, 2001 U.S. Dist. Lexis 22518, at *4 (N.D. Cal. Jan. 16, 2001) (emphasis
16 added). In Mieuli, the contract governed transfers of interests, not stock specifically, which
17 created the potential ambiguity. But here, the Quimicum Articles do in fact specifically state that
18 the transfer restriction applies to transfers of stock, so Mondo’s ambiguity argument fails even
19 under Mieuli. While Mondo engages in linguistic gymnastics (without directly quoting the case)
20 to try to claim that Mieuli actually helps their case (and that Jolie somehow mischaracterizes it),
21 Jolie encourages the Court to read the case. It says exactly what Jolie says it does.
22 Moreover, the ambiguity that Mondo alleges must still result in an objectively reasonable
23 interpretation. “When a dispute arises over the meaning of contract language, the first question to
24 be decided is whether the language is ‘reasonably susceptible’ to the interpretation urged by the
25 party. If it is not, the case is over.” Horath v. Hess, 225 Cal.App.4th 456, 464 (2014). Here, the
26 transfer restriction is not reasonably susceptible to Mondo’s interpretation because, as discussed
27 above, it ignores how the Quimicum Articles repeatedly use that same term, and would require
28 the Court to interpret the contract as binding non-parties and non-signatories to the contract. Yet,

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 1 the Quimicum Articles are a contract between Nouvel and Mondo, not Pitt and Jolie. Any
2 interpretation of the contact is bound by that limitation. Even in Mieuli, the person who allegedly
3 circumvented the anti-transfer restrictions, DeBartolo, was a signatory to the contract. Mieuli,
4 2001 U.S. Dist. Lexis 22518, at *3-4. The Quimicum Articles are not “reasonably susceptible”
5 to Mondo’s interpretation, so “the case is over.” Horath, 225 Cal.App.4th at 464.
6 B. Mondo Bongo’s Interference With Contract Claim Fails As A Matter Of Law.
7 In her demurrer, Jolie used the Court’s prior ruling to highlight the issue again presented
8 by this demurrer. In sustaining Jolie’s previous demurrer to this same cause of action, the Court
9 “agree[d] that the SAC is devoid of facts demonstrating that Defendant’s acts, in selling her
10 interest in Quimicum to Tenute del Mondo, made the performance of the Quimicum Articles
11 more difficult or costly.” (Exh. A, March 8, 2024 Order at 11 (emphasis added).) Based on that
12 ruling, Jolie challenged Mondo to cite a single provision in the Quimicum Articles that Jolie’s
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13 sale made more costly or burdensome. (Demurrer at 16.) In its Opposition, Mondo failed the
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14 challenge and was unable to cite any provision in the Quimicum Articles that Jolie disrupted—
15 whether by cost or through burden. Not one provision. Rather than address the dispositive
16 deficiency this Court already highlighted, Mondo pretended Jolie did not address disruption.
17 (Opp. at 15.) Not only did Jolie address it, but the Court also addressed it and made it the basis
18 of its last ruling. It was incumbent on Mondo to include new allegations addressing this point,
19 and then identify those allegations in response to Jolie’s demurrer. By failing to allege or
20 identify a single provision that Jolie’s sale made more difficult or costly (as opposed to actions
21 taken by the buyer thereafter), Mondo has not only effectively conceded that its claim is infirm
22 but that its allegations are not correctable by amendment.
23 As for actual breach, as Jolie demonstrated above, Nouvel did not breach the Quimicum
24 Articles when Jolie sold Nouvel. The transfer restriction applies to “shares,” Jolie is not a
25 signatory to the Quimicum Articles, and Jolie is not referenced anywhere in that document. As a
26 result, Nouvel could not breach the Quimicum Articles when its owner Jolie sold Nouvel.
27 Mondo also fails to explain how Jolie’s sale was “designed” to disrupt the Quimicum
28 Articles. Again, Mondo does not cite a single provision that was disrupted. As it acknowledges

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 1 in its Opposition, “Quimicum has two nominally equal shareholders.” (Opp. at 16.) That is still
2 the case today—Nouvel and Mondo are still nominally equal shareholders. Jolie’s sale did not
3 change that relationship, nor could it. If the sale could not possibly change that relationship, the
4 sale could not possibly be designed to disrupt it either.
5 Finally, Mondo pleads that the Court should allow its claim to survive because it allowed
6 Nouvel’s separate interference claim against Pitt and Mondo to proceed. (Opp. at 17.) But the
7 merits of Nouvel’s claims have no relationship to Mondo’s claims here. A review of the Court’s
8 order proves the point. As the Court highlighted, Pitt’s only defense to this claim was that
9 “Nouvel cannot sue Mondo Bongo’s sole owner and manager (Pitt) for interference in Mondo
10 Bongo’s contract.” (March 18, 2024 Order at 5.) The Court rejected that argument. But Jolie
11 does not raise that legal theory, so the Court’s March 18, 2024 Order has no relevance here.
12 The Court’s prior ruling on Jolie’s demurrer to the Second Amended Complaint gave
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13 Mondo the legal basis for its ruling and the guidance Mondo needed to fix its legal deficiencies
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14 for this claim—if it could. Mondo tried and failed. The Court should now sustain Jolie’s
15 demurrer to this claim again, and this time without leave to amend.
16 C. Plaintiffs’ Interference With Prospective Business Relations Claim Fails.
17 Economic relationship with third party. The first element requires “an economic
18 relationship between the plaintiff and some third party, with the probability of future economic
19 benefit to the plaintiff.” Korea Supply v. Lockheed, 29 Cal.4th 1134, 1153 (2003). In her
20 demurrer, Jolie highlighted that Plaintiffs’ theory fails as a matter of law because Jolie is not
21 “some third party” to the disruption, but the counterparty to the negotiation that was allegedly
22 disrupted. In opposition, Pitt backpedals and claims that the disrupted negotiation was not with
23 Jolie but with Nouvel. (Opp. at 19.) The problem with this argument is that the TAC expressly
24 says otherwise: “In particular, but for Defendants’ tortious conduct, there was a reasonable
25 probability that Pitt would have purchased Nouvel’s Quimicum shares as a result of his
26 negotiations with Jolie and Nouvel.” (TAC ¶ 253 (emphasis added).) Far from trying to have it
27 both ways, Jolie is simply attacking the TAC’s express allegations. As Jolie stated in the
28 demurrer, there is no authority that permits a party disappointed with a failed deal to sue the

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 1 other side of the transaction for interfering with that failed deal, even if the disappointed party
2 was hoping to use the failed contract to conduct other business. This case should not be the first.
3 Actual disruption. In her demurrer, Jolie explained how the alleged disruption of one
4 prospective economic relationship (the possible contract to buy Jolie’s interest in Miraval)
5 cannot serve as the predicate for the disruption of Plaintiffs’ other prospective relations,
6 described in the TAC as a “long-term strategy of holding Miraval as a family-owned and
7 operated business attached to Pitt’s celebrity image.” (TAC ¶ 259.) Rather than meet the issue
8 head-on, Plaintiffs claim the Court’s prior March 18, 2024 Order already rejected Jolie’s
9 argument. But as discussed above, the Court’s prior order concerned whether the owner (Pitt)
10 could interfere with Mondo’s contract—the Court correctly ruled that he could. (March 18, 2024
11 Order at 5.) The Court did not address whether an owner can interfere with its entity’s
12 prospective business relations. “[W]here the plaintiff and a third party have only a ‘prospective
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13 contractual relationship,’ that third party’s business is still up for grabs.” Drink Tank Ventures
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14 LLC v. Real Soda in Real Bottles, Ltd., 71 Cal.App.5th 528, 539 (2021). Neither Jolie nor
15 Nouvel ever consummated a sale contract with Pitt or Mondo, so their business was “still up for
16 grabs.” Jolie was therefore free to pursue a transaction with another party to sell Nouvel itself
17 and did not interfere with the prospective relationship with Pitt and Mondo.
18 Designed to disrupt. Similarly, the TAC does not explain how Jolie’s decision to sell
19 Nouvel to Stoli instead of Pitt was specifically “designed” to disrupt Plaintiffs’ potential future
20 relationships with Chateau Miraval, S.A., Miraval Provence, Nouvel, Familles Perrin, and Marc
21 Perrin as part of the “family business” plan. The sale would not inherently do so, and the TAC
22 does not explain why the new owner would ever want to interfere with that plan or with the
23 prospective relationships with these other persons and entities. In fact, all that Plaintiffs can
24 manage to allege is not disruption of any identified potential economic relationships, but the
25 disruption of the same amorphous business plan “of holding Miraval as a family-owned and
26 operated business attached to Pitt’s celebrity image.” (TAC ¶ 253.). Plaintiffs not only failed to
27 allege what potential contractual relationships were interfered with because of the supposed
28 change of “plan,” they have not the alleged any design to disrupt that plan.

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 1 Independently wrongful. Plaintiffs assert that Jolie attempted to circumvent the
2 Quimicum Articles’ stock transfer restriction, and that this was independently wrongful beyond
3 a breach of contract because it amounts to interference with contractual relations. (Opp. at 20.)
4 But as explained above, the intentional interference claim against Jolie fails as a matter of law.
5 Moreover, the independently wrongful act must be something “apart from the interference
6 itself.” Ahn v. Stewart Title Guaranty Co., 93 Cal.App.5th 168, 187 (2023). We can find no
7 California authority permitting a plaintiff to daisy-chain an interference with contract claim into
8 an interference with prospective economic advantage claim where, as here, the independently
9 wrongful act is the alleged interference. And if Plaintiffs’ theory is true, then all interference
10 with contract claims give rise to prospective economic advantage claims, yet the law confirms
11 that the torts are distinct. Because the independently wrongful act must be “apart from the
12 interference itself,” id., Plaintiffs’ interference with contract claim fails for this additional reason.
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13 The only other independently wrongful acts plaintiffs allege are violations of French and
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14 Luxembourgish law. Jolie’s demurrer demonstrated that she is not subject to either foreign law
15 under the analysis outlined by the California Supreme Court and the presumption that California,
16 as the forum, “‘can only apply its own law.’” Hurtado v. Superior Court, 11 Cal.3d 574, 581
17 (1974) (quoting Reich v. Purcell, 67 Cal.2d 551, 553 (1967)). See also Washington Mutual Bank
18 v. Superior Court, 24 Cal.4th 906, 914–15 (2001) (when “the action involves the claims of
19 residents from outside California, the trial court may analyze the governmental interests”).
20 Instead of addressing the detailed argument Jolie presented, Plaintiffs ignored it entirely,
21 claiming the Court has “already rejected Jolie’s precise argument” in a different demurrer that
22 Plaintiffs filed in response to Nouvel’s Cross-Complaint. (Opp. at 20 (citing page 9 of the
23 Court’s March 18, 2024 Order.) But in that separate demurrer, the Court never even considered
24 Jolie’s argument. As page 9 of that March 18, 2024 Order confirms, nowhere does the Court
25 analyze whether any party is subject to foreign law—and rightfully so: the Court found that
26 Nouvel pleaded independently wrongful conduct by alleging that Pitt and Mondo engaged in
27 “theft or conversion” and by “breaching their duty to act in the best interest of Chateau Miraval
28 to protect its assets.” (March 18, 2024 Order at 9.) With two legally recognized independently

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ANGELINA JOLIE’S REPLY ISO DEMURRER TO THIRD AMENDED COMPLAINT
 1 wrongful acts, the Court never analyzed whether foreign law could provide a further wrongful
2 act. Thus, that prior order has no bearing on Jolie’s arguments here. Without any substantive
3 response, Plaintiffs have effectively conceded that these foreign statutes cannot serve as a basis
4 for this claim either.
5 Economic harm and proximate causation. Plaintiffs allege that because they could not
6 purchase Jolie’s interest in Miraval, they were unable to reap the “value” of owning those shares
7 and that this interference “disturbed” their “business strategy.” (TAC ¶ 259.) But these “harms”
8 are not compensable. Again, this tort does not cover expectation damages caused by a failed
9 deal. Moreover, Plaintiffs cannot allege that the winery’s profits were sure to be distributed from
10 Miraval Provence down to Chateau Miraval, then to Quimicum, and then finally to Mondo and
11 Pitt, rendering the harm speculative as a matter of law. See Sole Energy Co. v. Petrominerals
12 Corp., 128 Cal.App.4th 212, 229 (2005) (“Shareholders do not own and have no right to receive
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201
100 WILSHIRE BOULEVARD, SUITE 1300

13 corporate profits.”). Plaintiffs also cannot use the disruption of the negotiations with Jolie as a
MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

14 proximate cause for unspecified harm to Plaintiffs’ relationships with other Miraval-related
15 parties where Plaintiffs do not allege any actual disruption of those existing relationships, or
16 explain why Jolie’s sale is likely to interfere with the “multi-million global business” Plaintiffs
17 jointly created with them. (TAC ¶ 3.) Finally, interference with an alleged “business strategy,”
18 without factual allegations tying that change of strategy to some articulatable, proximately
19 caused economic detriment, is simply too speculative and undefined to be actionable.
20 Plaintiffs’ vague and shifting prospective economic advantage claim remains legally
21 infirm. The Court should sustain the demurrer to this cause of action without leave to amend.
22 III. CONCLUSION
23 Plaintiffs’ Opposition offers no new reasons for the Court to depart from its prior ruling
24 sustaining Jolie’s demurrer to all three of these claims. The Court should therefore sustain
25 Jolie’s demurrer, and this time without leave to amend.
26 DATED: August 13, 2024 MURPHY ROSEN LLP
~

27
f

By:
28 Paul D. Murphy, Daniel N. Csillag
Attorneys for Angelina Jolie

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ANGELINA JOLIE’S REPLY ISO DEMURRER TO THIRD AMENDED COMPLAINT
 1 PROOF OF SERVICE
2 I, Christina M. Garibay, declare:
3 I am employed in the County of Los Angeles, State of California. I am over the age of
18 and not a party to this action. My business address is 100 Wilshire Boulevard, Suite 1300,
4 Santa Monica, California 90401-1142, (310) 899-3300.
5 On August 13, 2024, I served the document(s) described as DEFENDANT AND
CROSS-COMPLAINANT ANGELINA JOLIE’S REPLY IN SUPPORT OF DEMURRER
6 TO THIRD AMENDED COMPLAINT on the interested parties in this action:
7
SEE ATTACHED SERVICE LIST
8

9 BY ELECTRONIC SERVICE: I caused the above-document(s) to be served via the Los

Angeles Superior Court’s electronic service provider, One Legal.
10
BY E-MAIL: Based on a court order or an agreement of the parties to accept service by
11 e-mail or electronic transmission, I caused the documents to be sent to the persons at the email
addresses listed above or on the attached service list. I did not receive within a reasonable time
12 after the transmission, any electronic message or other indication that the transmission was
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

unsuccessful.
100 WILSHIRE BOULEVARD, SUITE 1300

13
MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

[State] I declare under penalty of perjury under the laws of the State of California that
14 the above is true and correct.
15 Executed on August 13, 2024, at Santa Monica, California.
16

17 Christina M. Garibay
18

19

20

21

22

23

24

25

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PROOF OF SERVICE
 1 SERVICE LIST
2 William B. Pitt, et al. v. Angelina Jolie, et al.
3 Los Angeles Superior Court Case No. 22STCV06081
4 John V. Berlinski Attorneys for Plaintiffs and Cross-
Julie B. Cherlow Defendants William B. Pitt, Mondo Bongo,
5 Brandon R. Teachout LLC and Cross-Defendant Warren Grant
Rebecca Attarson
6 BIRD MARELLA RHOW LICENBERG
7 DROOKS & NESSIM LLP
1875 Century Park East, 23rd Floor
8 Los Angeles, CA 90067
T: (310) 201-2100 F: (310) 201-2110
9 jberlinski@birdmarella.com
BTeachout@birdmarella.com
10 jcherlow@birdmarella.com
fwang@birdmarella.com
11 skosmacher@birdmarella.com
KMeyer@birdmarella.com
12 PYates@birdmarella.com
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

RAttarson@birdmarella.com
100 WILSHIRE BOULEVARD, SUITE 1300

13 kminutelli@birdmarella.com
MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

14
Jonathan Moses Attorneys for Cross-Defendants Roland
15 Adam L. Goodman Venturini and Gary Bradbury appearing
Jessica L. Layden specially to challenge jurisdiction
16 Ioannis D. Drivas
WACHTELL, LIPTON, ROSEN & KATZ
17
51 West 52nd Street
18 New York, NY 10019
T: (212) 403-1000 F: (212) 403-2000
19 jmmoses@wlrk.com
algoodman@wlrk.com
20 jllayden@wlrk.com
iddrivas@wlrk.com
21
Attorneys for Cross-Defendants Roland
22 Laura W. Brill Venturini and Gary Bradbury appearing
Matthew P. Bernstein specially to challenge jurisdiction
23 Daniel Barlava
KENDALL BRILL & KELLY LLP
24 10100 Santa Monica Blvd., Suite 1725
25 Los Angeles, CA 90067
Telephone: (310) 556-2700
26 lbrill@kbkfirm.com
mbernstein@kbkfirm.com
27 dbarlava@kbkfirm.com
28

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PROOF OF SERVICE
 1 S. Gale Dick Attorneys appearing specially to challenge
Phoebe King jurisdiction on behalf of Cross-Defendants
2 Randall Bryer Marc-Olivier Perrin, SAS Miraval
COHEN & GRESSER Provence, and SAS Familles Perrin
3 800 Third Ave.
4 New York, NY 10022
sgdick@cohengresser.com
5 pking@cohengresser.com
rbryer@cohengresser.com
6 Attorneys for Defendant and Cross-
Joe H. Tuffaha Complainant Nouvel, LLC and appearing
7 Prashanth Chennakesavan specially to challenge jurisdiction on
behalf of Defendant Tenute del Mondo
8 LTL ATTORNEYS LLP B.V., SPI Group Holding, Ltd., Yuri
300 South Grand Avenue Suite 1400 Shelfer and Alexey Oliynik
9 Los Angeles, CA 90071
T: (213) 612-8900 F: (213) 612-3773
10 joe.tuffaha@ltlattorneys.com
prashanth.chennakesavan@ltlattorneys.com
11
Attorneys for Defendant and Cross-
12 Keith R. Hummel Complainant Nouvel, LLC and appearing
TELEPHONE 310-899-3300; FACSIMILE 310-399-7201

Justin C. Clarke specially to challenge jurisdiction on

100 WILSHIRE BOULEVARD, SUITE 1300

13 Jonathan Mooney behalf of Defendant Tenute del Mondo

MURPHY ROSEN LLP
SANTA MONICA, CA 90401-1142

CRAVATH SWAINE AND MOORE LLP B.V., SPI Group Holding, Ltd., Yuri
14 825 Eighth Avenue Shelfer and Alexey Oliynik
New York, NY 10019
15 T: (212) 474-1000 F: (212) 474-3700
khummel@cravath.com
16 jcclarke@cravath.com
jmooney@cravath.com
17 Attorneys appearing specially to challenge
jurisdiction on behalf of Cross-Defendants
18 Mark T. Drooks Marc-Olivier Perrin, SAS Miraval
Debbie Throckmorton Provence, and SAS Familles Perrin
19 Assistant to Mark Drooks
BIRD MARELLA, BOXER, WOLPERT,
20 NESSIM, DROOKS, LINCENBERG &
RHOW, P.C.
21
1875 Century Park East, Suite 2300
22 Los Angeles, CA 90067
Tel: (310) 201-2100
23 Fax: (310) 201-2110
mdrooks@birdmarella.com
24 dthrockmorton@birdmarella.com
25

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PROOF OF SERVICE