Cruz v. Cruz et al

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THE DISTRICT COURT OF GUAM
FRED JERRY CRUZ,
Plaintiff,
vs.
FRANKIE J. CRUZ, ROLAND CRUZ, PAUL
A. CRUZ, AGNES C. RAGLAND, DANNY J.
CRUZ, EDWARD A. CRUZ, WAYNE W.
CRUZ, and ARLENE M. CRUZ,
Defendants.
CIVIL CASE NO. 24-00022
DECISION & ORDER
GRANTING DEFENDANTS’
AMENDED MOTION TO
DISMISS THE COMPLAINT
This matter comes before the court on Defendants Frankie Cruz, Roland Cruz, Paul
Cruz, Agnes Ragland, Danny Cruz, Edward Cruz, Wayne Cruz, and Arlene Cruz’s Amended
Motion to Dismiss Complaint. ECF No. 24. The court has reviewed the relevant filings and case
law, and deems this matter suitable for submission without oral argument. For the reasons stated
below, the court hereby GRANTS Defendants’ Amended Motion to Dismiss Complaint.
I. 	BACKGROUND1
In October of 2015, Plaintiff Fred Jerry Cruz agreed to challenge the probate case
involving the estate of his mother, Lagrimas C. Cruz, on behalf of his nine siblings, Peter Cruz
1 The court refers to CM/ECF pagination throughout this Decision and Order.
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and Defendants Frankie J. Cruz, Roland Cruz, Paul A. Cruz, Agnes C. Ragland, Danny J. Cruz,
Edward A. Cruz, Wayne W. Cruz, and Arlene M. Cruz, who had all “failed to challenge the
probate.” ECF No. 1, at 4. Plaintiff pursued the probate case at his own expense for four years,
and on January 16, 2020, the Superior Court of Guam entered a Decree of Final Distribution
which awarded “his siblings an inheritance of almost 1.5 million each in commercial property
and lease incomes in the final settlement.” Id.; see also ECF No. 24, at 4, ECF No 27, at 1. The
nine siblings “received their millions [and] they told [Plaintiff] to ‘F off’” even though they had
previously agreed to compensate him “for his time and expenses” in pursuing the matter. Id.
In August of 2021, Plaintiff hired an attorney in an attempt to negotiate and recoup the
fees he accrued from fighting this legal action on behalf of his siblings, but the negotiations
ultimately stalled. Id. On February 1, 2022, Plaintiff filed a lawsuit against his brother, Peter
Cruz, “who had signed a written contract agreeing to give Plaintiff a percentage of his
inheritance.” See id.; see also Civil Case No. 22-00002, ECF No. 1. In August of 2024, this court
awarded Plaintiff $6,756.76 in its Judgment against Peter Cruz under a theory of quantum
meruit. ECF No. 1, at 4; see also ECF No. 23-2, at 2; ECF No. 24, at 6; ECF No 27, at 2.
On October 3, 2024, Plaintiff filed the present action in this court “to compel his 8 other
siblings to compensate him through the Quasi-Contract.” ECF No. 1, at 4. Plaintiff brought this
claim pursuant to the court’s federal diversity jurisdiction and alleged complete diversity of
citizenship as he lives in Hawaii, and the Defendants live in California, Georgia, Guam, and
Tennessee. See id. at 3-4, 7. Plaintiff also alleged he meets the amount in controversy
requirement for diversity jurisdiction because he is seeking a finder’s fee under a theory of
quantum meruit for “as high as 35% of the value of” the inheritance he secured for each of his
siblings. See id. at 4. Thus, he stated that he met the two threshold requirements for federal
diversity jurisdiction in the Complaint. See id.
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Now before the court is Defendants’ Amended Motion to Dismiss Plaintiff’s Complaint
based on a lack of subject matter jurisdiction and the statute of limitations.2 See ECF No. 24.
II. 	LEGAL STANDARD
A. SUBJECT MATTER JURISDICTION
Federal courts have “limited jurisdiction” and “possess only that power authorized by
Constitution and statute.” Kokkonen v. Guardian Life Ins. Co. of America, 511 U.S. 375, 377
(1994). The party bringing the claim “bears the burden of establishing that the court has the
requisite subject matter jurisdiction to grant the relief requested.” Gabrielli v. Haleon US Inc.,
815 F.Supp.3d 852, 862 (N.D. Cal. 2025).
A challenge to subject matter jurisdiction can either be factual or facial. See Friends of
the River v. U.S. Army Corps of Engineers, 870 F.Supp.2d 966, 972 (E.D. Cal. 2012) (citing
Savage v. Glendale Union High Sch., 343 F.3d 1036, 1039 n.2 (9th Cir. 2003)). For factual
challenges, defendants “demonstrate that the complaint lacks jurisdiction based on the facts of
the case.” Lauria v. United States, 542 F.Supp.3d 926, 931 (D. Alaska 2021); see generally Safe
Air for Everyone v. Meyer, 373 F.3d 1035, 1039 (9th Cir. 2004) (“In a facial attack, the
challenger asserts that the allegations contained in a complaint are insufficient on their face to
invoke federal jurisdiction.”). The court can consider “extrinsic evidence to the complaint” when
analyzing a factual challenge to its subject matter jurisdiction. Li v. Chertoff, 482 F.Supp.2d
1172, 1175 (S.D. Cal. 2007).
Here, Defendants bring a factual challenge because they argue Plaintiff cannot
mathematically meet the amount in controversy requirement – which must exceed $75,000.00 –
based on the facts presented in the Complaint and the award this court granted in Plaintiff’s case
2 The Amended Motion to Dismiss Complaint moots Defendants’ initial Motion to Dismiss as it presents identical
arguments – the only difference is in the respective captions. Compare ECF No. 22 (CVR 12(b)(6)), with ECF No.
24 (FRCP 12(b)(6)).
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against his brother Peter Cruz, Civil Case No. 22-00002. 28 U.S.C § 1332(a); see also ECF No.
23-2, at 2.
B. FAILURE TO STATE A CLAIM
A complaint must contain “a short and plain statement of the claim showing that the
pleader is entitled to relief.” F ED. R. C IV. P. 8(a)(2). Under Rule 12(b)(6), a court can dismiss a
claim “based on the lack of cognizable legal theory or the absence of sufficient facts alleged
under a cognizable legal theory.” Johnson v. Fliger, 821 F.Supp.3d 1203, 1215 (E.D. Cal. 2026)
(quoting Balistreri v. Pacifica Police Dep’t, 901 F.2d 696, 699 (9th Cir. 1990)) (internal
quotation marks omitted). Specifically, a claim may be dismissed pursuant to Rule 12(b)(6) if “it
is barred by the applicable statute of limitations only when ‘the running of the statute is apparent
on the face of the complaint.’”3 Von Saher v. Norton Simon Museum of Art at Pasadena, 592
F.3d 954, 969 (9th Cir. 2010) (quoting Huynh v. Chase Manhattan Bank, 465 F.3d 992, 997 (9th
Cir. 2006)); U.S. ex rel. Air Control Techs., Inc. v. Pre Con Indus., Inc., 720 F.3d 1174, 1178
(9th Cir. 2013). “[A] complaint cannot be dismissed unless it appears beyond doubt that the
plaintiff can prove no set of facts that would establish the timeliness of the claim.”4 Supermail
Cargo, Inc. v. U.S., 68 F.3d 1204, 1207 (9th Cir. 1995).
III. 	DISCUSSION
The Defendants offer two arguments for why Plaintiff’s quasi-contract claim should be
dismissed. See ECF No. 24, at 3-6. First, Defendants argue Plaintiff would only be entitled to
3 Courts can look beyond a complaint at “certain materials–documents attached to the complaint, documents
incorporated by reference in the complaint, or matters of judicial notice.” U.S. v. Ritchie, 342 F.3d 903, 908 (9th Cir.
2003).
4 For the purposes of a rule 12(b)(6) motion, courts must “accept factual allegations in the complaint as true and
construe the pleadings in the light most favorable to the nonmoving party.” Manzarek v. St. Paul Fire & Marine Ins.
Co., 519 F.3d 1025, 1031 (9th Cir. 2008). However, “neither legal conclusions nor conclusory statements are
themselves sufficient, and such statements are not entitled to a presumption of truth.” Alimena v. Vericrest
Financial, Inc., 964 F.Supp.2d 1200, 1209 (E.D. Cal. 2013) (citing Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009)).
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$54,054.08 if the court multiplied Plaintiff’s judgment he received for a similar claim against his
brother Peter Cruz in Civil Case No. 22-00002, by the number of Defendants here, eight. See id.
at 6. As such, Defendants assert that “the Court plainly lacks subject matter jurisdiction” because
this calculated figure falls below the amount in controversy requirement for federal diversity
jurisdiction. Id. Second, Defendants argue the statute of limitations for oral contracts bars
Plaintiff’s claim because he did not file the Complaint within three years of the claim’s accrual
as required by Guam law. See id. at 3-4. They allege Plaintiff should have become aware of his
claim “on January 16, 2020, when the Decree of Final Distribution was filed[,]” but he waited
beyond the three-year period, October 3, 2024, to file the Complaint. Id.
Plaintiff contends the court has subject matter jurisdiction to hear this matter and that the
statute of limitations does not bar his claim. ECF No. 27. Plaintiff points out his damages
calculation in this case is derived from a different formula than the one used in Peter Cruz’s case.
Id. at 3. Plaintiff maintains that he is relying on a finder’s fee award in the present case, while the
judgment in the case against Peter Cruz was based on expenses. Id. Under a finder’s fee
calculation of just 10%, Plaintiff would be entitled to an award of $1,158,200.00 which meets the
threshold requirement for federal diversity jurisdiction. Id. at 4. Moreover, he asserts that the
operative date for the statute of limitations should be October 15, 2021, not January 16, 2020. Id.
at 1-2. This is the day Defendants made an “unacceptable” settlement offer to Plaintiff, and it is
accordingly the day Plaintiff became aware of his claim. Id. at 2.
To resolve this motion to dismiss, the court must address two issues. First, the court must
determine whether it has subject matter jurisdiction. Second, the court must determine whether
Plaintiff has alleged sufficient facts to demonstrate that his claim is not barred by the applicable
statute of limitations.
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A. AMOUNT IN CONTROVERSY REQUIREMENT
This court has subject matter jurisdiction to hear Plaintiff’s claim based on the facts
alleged in his Complaint. Congress has granted federal courts original jurisdiction over civil
actions arising from diversity of citizenship. 28 U.S.C § 1332. To bring a claim based on
diversity of citizenship, there must be complete diversity of citizenship and the amount in
controversy must exceed $75,000.00. Weeping Hollow Avenue Trust v. Spencer, 831 F.3d 1110,
1112 (9th Cir. 2016) (citing Strawbridge v. Curtiss, 3 Cranch 267, 267 (1806)); 28 U.S.C §
1332(a).
It is uncontested in this case that there is complete diversity of citizenship. Plaintiff is
from Hawaii, and Defendants are from California, Georgia, Guam, and Tennessee. ECF No. 1, at
3-4, 7.
As a result, the court focuses its analysis on the amount in controversy. Here, Plaintiff
alleges that he could be entitled to “as high as 35% of the value” of each Defendant’s inheritance
based on a finder’s fee, but he is instead only seeking 10% of the total amount of each
Defendants’ inheritance based on the value of the time and services he provided, which would be
$1,158,200.00. ECF No. 1, at 4; ECF No. 27, at 4.
Defendants’ argument fails because they mischaracterize Plaintiff’s requested remedy
and their calculation of the amount in controversy is based on a faulty formula. First, Plaintiff is
not only seeking compensation for his time and expenses, but he is also seeking a finder’s fee.
Defendants leave this out of their calculation which focuses solely on the expenses and
miscellaneous costs factored into the calculation from Peter Cruz’s case in Civil Case No. 22-
00002. See ECF No. 23-2, at 3-10; Li v. Chertoff, 482 F.Supp.2d at 1175 (courts can consider
extrinsic evidence for factual challenges to subject matter jurisdiction). Second, Defendants’
calculated figure of $54,054.08 relies on the faulty premise that Plaintiff could have only been
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legally entitled to $6,756.76 in his case against Peter Cruz. This is not true. For example,
Plaintiff failed to prove in that case that he was entitled to $5,000.00 for legal fees provided by
Lujan & Wolff LLP because he failed to substantiate his claim with receipts or other evidence.
See ECF No. 23-2, at 6. Defendants’ calculated figure of $54,054.08 assumes that Plaintiff
would once again fail to prove his claims in this case. As Defendants themselves acknowledge,
their agreement with Plaintiff is different from Plaintiff’s agreement with Peter Cruz who had a
written agreement. It is not appropriate at this stage of the litigation to assume that Plaintiff will
only be entitled to $6,756.76 from each Defendant when the parties have not conducted
discovery or produced evidence regarding the contents of any agreement or the value of
Plaintiff’s services.
Plaintiff stated he is entitled to the time and expenses for his services in discovering and
litigating the Superior Court of Guam probate matter based on an agreement he formed with the
Defendants. He confirmed “each heir’s share of the estate is valued at close to 1.5 million” and
that he would be entitled to a reasonable percentage of that figure based on the reasonable value
of his time and services, and a finder’s fee. The court finds that Plaintiff has alleged sufficient
facts to demonstrate that he meets the amount in controversy requirement. Thus, the court has
subject matter jurisdiction to hear his claim against the Defendants.
B. STATUTE OF LIMITATIONS
Plaintiff’s breach of quasi-contract claim is barred by the statute of limitations because he
did not file the claim within three years of its accrual as required by Guam law. “A federal court
sitting in diversity applies the substantive law of the state, including the state’s statute of
limitations.” Albano v. Shea Homes Ltd. P’ship, 634 F.3d 524, 530 (9th Cir. 2011). Guam’s
statute of limitations for unwritten contracts, obligations, and liabilities is three years. See
Goodwind Dev. Corp. v. West Bay Corp., 2025 Guam 14, ¶ 89 (Guam 2025) (citing 7 Guam
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Code Ann. § 11305(h)). A contract claim brought under Guam law begins to run for the statute
of limitations “when the breach occurs[.]”5 13 Guam Code Ann. § 2725(2).
The clock for the statute of limitations began to run in the present case when Defendants
told Plaintiff to “F off” after they received their inheritance from the Decree of Final Distribution
on January 16, 2020. See ECF No. 1, at 4. Defendants allegedly had agreed to compensate
Plaintiff for his time and expenses, but Defendants reneged on this promise by refusing to pay
Plaintiff for his performance. See id. Therefore, the statute of limitations bars Plaintiff’s claim
because he filed it after the three-year statute of limitations passed on January 17, 2023.
In Plaintiff’s Opposition, he argues the operative date for the statute of limitations should
be October 15, 2021, because Defendants “offered such a low ball settlement that it was
unacceptable to Plaintiff and his attorney.” ECF No. 27, at 2. He then “finally realized he would
need to file suit to get his compensation.” Id.
This argument is flawed for two reasons. First, the date of the accrual of the claim is not
when Plaintiff discovered he would not get paid, it is the date when the contract was breached.
See 13 Guam Code Ann. § 2725(2). The contract was breached when Defendants received their
inheritance based upon Plaintiff’s agreed upon efforts and then told him to “F off.”
Second, even if this court adopted the discovery rule as applied by the Guam Supreme
Court in cases of fraud and mistake, it is evident that Plaintiff had a suspicion of wrongdoing
before the date of Defendants’ low-ball settlement offer on October 15, 2021. See Goodwind
Dev. Corp. v. West Bay Corp., 2025 Guam 14, ¶ 89 (Guam 2025) (“[A] fraud-based claim
accrues upon discovery of the facts constituting the fraud.”). On January 16, 2020, the Superior
5 Defendants and Plaintiff rely on the discovery rule for analyzing the applicable accrual date. ECF No. 24, at 4;
ECF No. 27, at 2. Guam applies the discovery rule to fraud-based contracts claims. See Taitano v. Calvo Finance
Corp., 2008 Guam 12, ¶ 45 (Guam 2008) (quoting Gayle v. Hemlani, 2000 Guam 25, ¶¶ 23-24 (Guam 2000)).
Plaintiff did not allege fraud anywhere in his Complaint. Therefore, the court applies the traditional accrual rule for
contracts claims as noted in the Guam Uniform Commercial Code. See 13 Guam Code Ann. § 2725.
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Court of Guam issued its Decree of Final Distribution in favor of Plaintiff and his siblings, and
Plaintiff’s siblings told him to “F off” after they received their inheritance instead of paying him
for his time and expenses. ECF No. 23-1; ECF No. 1, at 4. Then, in August of 2021, Plaintiff
hired an attorney to negotiate a settlement, but the negotiations “stalled.” ECF No. 1, at 4; ECF
No. 27, at 2. Plaintiff was clearly aware that his siblings would not pay him because they told
him such and as a result he then hired an attorney to negotiate a settlement. Furthermore,
Plaintiff could have brought this claim against these eight siblings at the same time that he
brought his claim against his brother, Peter Cruz, on February 1, 2022, but Plaintiff chose not to
do so. Instead, Plaintiff waited more than three years after Defendants told him to “F off” and
after he hired an attorney in August of 2021 to file this present claim on October 3, 2024. ECF
No. 1. Now, his claim is completely time barred by the statute of limitations, and it must be
dismissed for this reason.
IV. 	CONCLUSION
Based on the above, the court hereby GRANTS Defendants’ Amended Motion to
Dismiss Complaint with prejudice because amendment would be futile.6 Because of the
allegations contained within the Complaint, Plaintiff cannot amend his pleadings to state a claim
which is not barred by the applicable three-year statute of limitations. It is evident that the breach
occurred more than three years before the present claim was filed in this court on October 3,
2024. Plaintiff should have been aware of his claim as early as January 16, 2020, when the
6 The court is not dismissing the complaint based on Defendants’ argument that Plaintiff has not met the $75,000
amount of controversy.
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Decree of Final Distribution was filed in the Superior Court of Guam, and no later than August
of 2021, when he hired an attorney to negotiate a settlement with his siblings.
SO ORDERED.
/s/ Frances M. Tydingco-Gatewood
Chief Judge
Dated:Jun 30, 2026
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