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Douglas M. Butz, Esq. (SBN 060722)

Bradley A. Lebow, Esq. (SBN 240608)
BUTZ DUNN & DESANTIS
A PROFESSIONAL CORPORATION
Attorneys At Law
101 West Broadway, Suite 1700
San Diego, California 92101-8289
(619) 233-4777 I Facsimile (619) 231-0341

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Attorneys for Petitioner Richard E. Sparber
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SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF SAN DIEGO

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IN RE SPARBER ANNEN MORRIS &

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CASE NO. 37-2015-00011623-CU-PTCTL

EX PARTE APPLICATION FOR

STATUS CONFERENCE OR CASE

MANAGEMENT CONFERENCE
[IMAGED FILED]
EXPARTE HEARING
DATE: May 12 2015
TIME: 8:30 a.m.
JUDGE:
Hon. Lisa Schall
ACTION FILED: April 6, 2015
TRIAL DATE:
TBD

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TO ALL PARTIES AND THEIR COUNSEL OF RECORD:

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PLEASE TAKE NOTICE that on Thursday, May 12, 2015, at 8:30 a.m. in Department 46

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of the above-entitled court, the Honorable Lisa Schall, presiding, Petitioner RICHARD E.

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SPARBER ("Petitioner"), will apply ex parte to request a status conference or case management

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conference to seek the Court's guidance regarding the briefing schedule and procedure for the July

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10, 2015 hearing on Petitioner's Petition for Court Supervision of Voluntary Winding Up, filed

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pursuant to California Corporations Code 1904 (the "Petition"). No prior ex parte relief of this

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nature has been sought in this matter.

DEFENDANT GRAHAM HOLLIS, A.P.C.'S NOTICE AND EX PARTE APPLICATION

This Application is brought pursuant to California Rules of Court 3.1200, et seq., and under

the Court's inherent power to control the proceedings and is based on this Notice, the

accompanying Memorandum, Declaration of Bradley A. Lebow, the Court's complete files and

records in this matter, and on such further evidence or argument as the Court may permit at the

hearing on this matter.

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MEMORANDUM OF POINTS AND AUTHORITIES

Petitioner hereby submits the following Memorandum of Points and Authorities in support
of its ex parte application regarding a status conference or case management conference.

I.
REQUESTED RELIEF

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Defendant applies ex parte for a status conference or case management conference to seek

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the Court's instruction regarding the briefing schedule and procedure for the July 10, 2015 hearing

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on Petitioner's Petition. Specifically, Petitioner requests the Court's guidance on the following:

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A briefing schedule for papers filed in support of and opposition to the Petition;

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Whether the Court prefers that Petitioner first seek an order to show cause why the

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Petition should not be granted;

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The form of notice of the July 10 hearing to be provided to all interested parties and;

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The process and procedure the Court wishes to utilize during the July 10 hearing on the
Petition, including presentation of evidence and/or witnesses; and

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Any additional information the Court may require for purposes of entering an order on
the Petition.
II.
RELEVANT FACTUAL BACKGROUND

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Sparber Annen Morris & Gabriel, a Professional Law Corporation (the "Corporation") is a

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California professional law corporation with its principal office in San Diego, California. Petitioner

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and Richard J. Annen ("Annen") are the sole shareholders of the Corporation, each owning fifty

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percent (50%) of the issued and outstanding common shares of the Corporation. They are also the

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sole officers and directors of the Corporation.

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PETITIONER'S NOTICE AND EX PARTE APPLICATION RE STATUS OF MATTER

1
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Corporation, initiated the process of dissolving and winding up the Corporation by executing a

written consent to voluntarily windup and dissolve the Corporation pursuant to Section 10 of the

bylaws of the Corporation and various provisions of the California Corporations Code, including

California Corporations Code 1900(a), 1903(a). On March 30, 2015, a Certificate of Election to

Wind Up and Dissolve was filed with the California Secretary of State. Pursuant to California

Corporations Code 1903(c), the Corporation is in the process of giving written notice by mail of

the commencement of the proceeding for voluntary winding up to all shareholders and to all

known creditors and claimants whose addresses appear on the records of the Corporation.

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numerous matters such that the Corporation's ability to conduct business with advantage to the

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shareholders has been adversely affected. Accordingly, on April 6, 2015, Petitioner filed the

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underlying Petition in this matter requesting the Court exercise jurisdiction over the voluntary

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dissolution and winding up of the Corporation. The hearing on the Petition is currently set for July

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10, 2015.

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Petitioner and Annen have been and remain deadlocked and in dissension with respect to

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On or about March 17, 2015, Petitioner, as a fifty percent (50%) shareholder of the

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On May 5, 2015, Petitioner's counsel provided notice of this ex parte hearing to Mr.

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(Declaration of Bradley A. Lebow,

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Annen's counsel by telephone.

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Petitioner's counsel also provided written notice of this hearing to Mr. Annen's counsel. (Id.) A

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true and correct copy of this written notice is attached as Exhibit "1" to the declaration of Bradley

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A. Lebow.

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2.)

On May 6, 2015,

III.
BASIS FOR GRANTING EX PARTE RELIEF

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The relief requested by this application is appropriate under the Court's inherent power to

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control the proceedings before it. Bloniarz v. Roloson (1969) 70 Cal.2d 143, 147-148 ("[E]very

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court of record has powers requisite to its proper functioning as an independent constitutional

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department of government .... "). The exercise of this inherent power is limited only by sound

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discretion. See Bailey v. Fosca Oil Co. (1963) 216 Cal. App.2d 813, 818. Given the infrequency

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with which Petitions of this nature adjudicated, the Court's guidance regarding the foregoing issues
2
PETITIONER'S NOTICE AND EX PARTE APPLICATION RE STATUS OF MATTER

set forth in Section I above is necessary to allow for an orderly and proper resolution of the

Petition, as well as to ensure an efficient use of the Court's time and resources in overseeing the

dissolution of the Corporation.

IV.
CONCLUSION

For all the reasons set forth herein, Petitioner respectfully requests this court grant the relief

requested. A proposed order regarding a briefing schedule for papers in support of and opposition

to the Petition is filed and served herewith.

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Dated:

May 7, 2015

BUTZ DUNN & DESANTIS

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Bradley A. Lebow
Attorneys for Petitioner
RICHARD E. SPARBER

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PETITIONER'S NOTICE AND EX PARTE APPLICATION RE STATUS OF MATTER

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Douglas M. Butz, Esq. (SBN 060722)

Bradley A. Lebow, Esq. (SBN 240608)
BUTZ DUNN & DESANTIS
A PROFESSIONAL CORPORATION
Attorneys At Law
101 West Broadway, Suite 1700
San Diego, California 92101-8289
(619) 233-4777 I Facsimile (619) 231-0341

Attorneys for Petitioner Richard E. Sparber

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SUPERIOR COURT OF THE STATE OF CALIFORNIA
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FOR THE COUNTY OF SAN DIEGO
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IN RE SPARBER ANNEN MORRIS &

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process of winding up,

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CASE NO. 37-2015-00011623-CU-PTCTL

DECLARATION OF BRADLEY A.
LEBOW, ESQ. IN SUPPORT OF EX
PARTE APPLICATION FOR STATUS
CONFERENCE OR CASE
MANAGEMENT CONFERENCE
[IMAGED FILED]
EX PARTE HEARING
DATE: May 12 2015
TIME: 8:30 a.m.
JUDGE:
Hon. Lisa Schall
ACTION FILED: April 6, 2015
TRIAL DATE: TBD

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I, Bradley A. Lebow, Esq., do hereby declare and state as follows:

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1.

I am an attorney-at-law duly licensed to practice before all of the Courts in the State

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of California and am an associate with the law firm of Butz, Dunn & DeSantis, counsel of record

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for Petitioner RICHARD E. SPARBER ("Petitioner"). I make this declaration in support of the ex

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parte application submitted herewith respectfully requesting a status conference or case

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management conference to seek the Court's instruction regarding the briefing schedule and

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procedure for the July 10, 2015 hearing on Petitioner's Petition. The following is based upon my
1
DECLARATION OF BRADLEY A. LEBOW, ESQ., IN SUPPORT OF EX PARTE APPLICATION

1
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personal knowledge, and if called upon to do so, I could and would competently testify thereto.
2.

I provided notice of this ex parte application to counsel for Richard J. Annen, who,

along with Petitioner, is one of two shareholders, directors and officers of the corporation that is

the subject of the underlying Petition. Notice was provided by was of a telephone call to L. Scott

Keehn, of the Keehn Law Groupon May 5, 2015. I also provided written notice on May 7, 2015.

Attached as Exhibit "1" hereto is a true and correct copy of that written notice.

I declare under penalty of perjury under the laws of the State of California that the

foregoing is true and correct to the best of my knowledge. Executed on this

at San Diego, California.

ih day of May, 2015,

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DECLARATION OF BRADLEY A. LEBOW, ESQ., IN SUPPORT OF EX PARTE APPLICATION

EXHIBIT 1

Bradley A. Lebow
From:
Sent:
To:
Cc:
Subject:
Attachments:

Bradley A. Lebow
Thursday, May 07, 2015 1 :10 PM
'scottk@keehnlaw.com'
Melinda Perea
Sparber Annen Morris & Gabriel APLC Dissolution - Ex Parte Notice
20150507130103280.pdf

Scott,
Please see attached letter providing formal notice regarding the ex pa rte hearing scheduled for Tuesday, May 12 at 8:30
am before Judge Schall. Let me know if you have any questions.
Thanks,
Brad

I Attorney
(619) 233-4777 x215 I download v-card
101 West Broadway, Suite 1700 I San Diego, CA 92101
www.butzdunn.com
Bradley A. Lebow, Esq.

Butz Dunn DeSantis

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Butz Dunn Desantis

ATTORNEYS

BRADLEY A. LEBOW
BLEBOW@BUTZOUNN.COM

May 7, 2015

VIA U.S. MAIL AND EMAIL

L. Scott Keehn, Esq.

Keehn Law Group, APC
401 B Street
Suite 1470
San Diego, CA 92101
scottk@keehnlaw.com
Re:

In Re Sparber Annen Morris & Gabriel, a California corporation in the

process of winding up, Case No. 37~2015~00011623-CU-PT-CTL
Our File No.: 1000-377

Dear Scott:
This letter provides formal notice and confirmation that Petitioner Richard E.
Sparber will be appearing ex parte to request a status conference and/or case
management conference to seek the Court's instruction regarding the briefing schedule
and procedure for resolution of Petition for Court Supervision of Voluntary Winding Up,
filed pursuant to California Corporations Code 1904, currently set for hearing on July
10, 2015. The ex parte hearing will take place on Tuesday, May 12, 2015 at 8:30 a.m.
in Department 46 of the Central - Main Courthouse, 220 West Broadway, San Diego,
CA 92101.

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BRADLEY A. LEBOW
BAL/mp
Douglas M. Butz, Esq.
cc:
Richard E. Sparber, Esq.

101 West Broadway, Suite 1700 San Diego, CA 92101

I 619-233-4777 phone

619-231-0341 fax

I www.butzdunn.com

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SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF SAN DIEGO

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IN RE SPARBER ANNEN MORRIS &

GABRIEL, APLC, a California corporation in
process of winding up,

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CASE NO. 37-2015-00011623-CU-PTCTL

[PROPOSED] ORDER RE EX PARTE

APPLICATION FOR STATUS
CONFERENCE OR CASE
MANAGEMENT CONFERENCE
[IMAGED FILED]
EX PARTE HEARING
DATE: May 12 2015
TIME: 8:30 a.m.
JUDGE:
Hon. Lisa Schall
ACTION FILED: April 6, 2015
TRIALDATE:
TBD

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On May 12, 2015, Petitioner RICHARD E. SPARBER, by and through its counsel, Butz

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Dunn & DeSantis, APC, appeared ex parte in Department 46 the above-captioned court , the

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Honorable Lisa Schall presiding, respectfully requesting a status conference or case management

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conference to seek the Court's instruction regarding the briefing schedule and procedure for the

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July 10, 2015 hearing on Petitioner's Petition for Court Supervision of Voluntary Winding Up,

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filed pursuant to California Corporations Code 1904 (the "Petition"). Specifically, Petitioner

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sought the Court's guidance on the following:

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A briefing schedule for papers filed in support of and opposition to the Petition;
1
[PROPOSED) ORDER RE EX PARTE APPLICATION

Whether the Court prefers that Petitioner first seek an order to show cause why the
Petition should not be granted;
The form of notice of the July 10 hearing to be provided to all interested parties and;

The process and procedure the Court wishes to utilize during the July 10 hearing on the
Petition, including presentation of evidence and/or witnesses; and

the Petition.

Any additional information the Court may require for purposes of entering an order on

Having considered the papers submitted, and the argument of counsel, if any, and for good
cause appearmg,

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THE COURT HEREBY ORDERS AS FOLLOWS:

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1.

Any papers in support of the Petition shall be filed

2.

Any objection and/or opposition papers to the Petition shall be filed and served by

3.

Any Reply to such objection and/or opposition papers shall be filed and served by

and served by

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IT IS SO ORDERED.

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Dated:

May

, 2015

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Hon. Lisa Schall
Judge of the Superior Court

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(PROPOSED] ORDER RE EX PARTE APPLICATION

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4

Douglas M. Butz, Esq. (SBN 060722)

Bradley A. Lebow, Esq. (SBN 240608)
BUTZ DUNN & DESANTIS
A PROFESSIONAL CORPORATION
Attorneys At Law
101 West Broadway, Suite 1700
San Diego, California 92101-8289
(619) 233-4777 I Facsimile (619) 231-0341

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Attorneys for Petitioner Richard E. Sparber
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SUPERIOR COURT OF THE STATE OF CALIFORNIA

FOR THE COUNTY OF SAN DIEGO

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IN RE SPARBER ANNEN MORRIS &

GABRIEL, APLC, a California corporation in
process of winding up,

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CASE NO. 37-2015-00011623-CU-PTCTL

PROOF OF SERVICE
[IMAGED FILED]

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JUDGE:
Hon. Lisa Schall
ACTION FILED: April 6, 2015
TRIALDATE: TBD

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PROOF OF SERVICE

PROOF OF SERVICE

I, the undersigned, .declare that: I am, and was at the time of service of the papers herein

referred to, over the age of eighteen years, and not a party to this action; and I am employed in the

County of San Diego, California. My business address is 101 West Broadway, Suite 1700, San

Diego, California 92101, Fax No. (619) 231-0341.

I further declare that I am readily familiar with the business practice for collection and

processing of correspondence for mailing with the United States Postal Service; and that the

correspondence shall be deposited with the United States Postal Service this same day in the ordinary

course of business.
On May 7, 2015, I served the following document(s):

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1. Ex Parte Application for Status Conference or Case Management Conference;

2. Declaration of Bradley A. Lewbow, Esq. in support of Ex Parte Application for
Status Conference or Case Management Conference; and
3. [Proposed] Order re Ex Parte Application for Status Conference or Case
Management Conference

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by placing the document(s) listed above in a sealed envelope with postage thereon fully
prepaid, in the United States mail at San Diego, California addressed as set forth below:
On designated recipients through electronic transmission through One Legal, LLC, the court's
electronic service provider. Upon completion of said transmission of said documents, a certified
receipt is issued to filing party acknowledging receipt by One Legal, LLC's e-file system. Once
One Legal, LLC has served all designed recipients, proof of electronic service is available to
the filing party.
by causing personal delivery of the document(s) listed above to the person(s) at the
address( es) set forth below on this date, as follows:
by placing the document(s) listed above in a sealed overnight delivery service envelope and
affixing a pre-paid air bill, and causing the envelope to be delivered to an overnight delivery service
agent for delivery, addressed as set forth below:

SEE ATTACHED SERVICE LIST

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I declare under penalty of perjury under the laws of the State of California that the foregoing is true

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and correct.

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Dated: May 7, 2015

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Melinda Perea
1
PROOF OF SERVICE

In Re Sparber Annen Morris & Gabriel, APLC, a California corporation in process of winding up
SDSC Case No.: 37-2015-00011623-CU-PT-CTL

SERVICE LIST

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L. Scott Keehn, Esq.

Keehn Law Group, APC
401 B Street, Suite 1470
San Diego, CA 92101
T: (619) 400-2200/F: (619) 400-2201
Attorney for Richard Annen

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