BILL ANALYSIS                                                                                                                                                                                                    �






                             SENATE JUDICIARY COMMITTEE
                             Senator Noreen Evans, Chair
                              2011-2012 Regular Session


          AB 2226 (Hueso)
          As Amended March 22, 2012
          Hearing Date: June 19, 2012
          Fiscal: No
          Urgency: No
          BCP  
                    

                                        SUBJECT
                                           
                      Agency Proceedings: Evidence Presumption

                                      DESCRIPTION  

          This bill would provide that, in any proceeding before a state 
          agency, city, county, or city and county, the presumption 
          relating to beneficial ownership provided in the Evidence Code 
          shall apply if title to, or ownership of, property is in 
          question. This presumption provides that the owner of legal 
          title to property is presumed to be the owner of the full 
          beneficial title, unless rebutted by clear and convincing 
          evidence.

                                      BACKGROUND  

          California law contains numerous evidentiary standards that 
          guide courts in their determination of a particular matter.  
          Those standards include Section 662 of the Evidence Code, which 
          provides that the owner of "legal title"<1> to property is 
          presumed to be the owner of the full "beneficial title," and 
          provides that the presumption may only be rebutted by clear and 
          convincing evidence.  As a result, existing law requires a party 
          attempting to demonstrate that the owner of legal title is not 
          the owner of beneficial title to meet a heightened evidentiary 
          burden in court.  Regarding the history of Section 662, the 
          California Supreme Court noted:
          ---------------------------
          <1> "Legal title" is defined by Black's Law Dictionary, Ninth 
          Edition, as "�a] title that evidences apparent ownership but 
          does not necessarily signify full and complete title or a 
          beneficial interest."

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            Section 662 . . . codifies the common law rule that oral 
            trusts in derogation of title are disfavored and must be 
            proved by clear and convincing evidence. "Allegations that 
            deeds absolute are actually mortgages, that conveyances are 
            subject to a trust, and that legal title does not represent 
            beneficial ownership have ? been historically disfavored 
            because society and the courts have a reluctance to tamper 
            with duly executed instruments and documents of legal 
            title." (People v. Semaan (2007) 42 Cal.4th 79, 88 
            (citations omitted).)

          This bill seeks to apply Section 662 of the Evidence Code 
          (which currently applies to court proceedings) to any 
          proceeding before a state agency, city, county, or city and 
          county, if the title to, or ownership of, property is in 
          question.  

                                CHANGES TO EXISTING LAW
           
           Existing law  , the Administrative Procedure Act (APA), governs 
          the conduct of formal and informal proceedings before state 
          agencies, as specified.  (Gov. Code Sec. 11340 et seq.)

           Existing law  provides that the governing procedure by which an 
          agency conducts an adjudicative proceeding is determined by the 
          statutes and regulations applicable to that proceeding.  If no 
          other governing procedure is provided by statute or regulation, 
          an agency may conduct an adjudicative proceeding under the 
          administrative adjudication provisions of the APA.  (Gov. Code 
          Sec. 11415.10.)

           Existing law  provides that a state or federal statute or 
          regulation applicable to a particular agency or decision 
          prevails over a conflicting or inconsistent provision of the 
          APA, as specified.  (Gov. Code Sec. 11415.20.) 
           
          Existing law  provides that, in court proceedings, the owner of 
          legal title to property is presumed to be the owner of full 
          beneficial title and provides that the presumption may be 
          rebutted only by clear and convincing proof.  (Evid. Code Sec. 
          662.)

           This bill  would require that, in any proceeding before a state 
          agency, as specified, if the title to, or ownership of, property 

                                                                      




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          is in question, Evidence Code Section 662 shall control the 
          determination of ownership.  

           This bill  would provide that, notwithstanding Government Code 
          Sections 11415.10 and 11415.20, the above provision shall apply 
          to all state agencies, even if the state agency is otherwise 
          exempt or if the governing procedure of the agency is determined 
          by a different statute or regulation.

           This bill  would additionally provide that, in any proceeding 
          before a city, county, or city and county, if the title to, or 
          ownership of, property is in question, Section 662 of the 
          Evidence Code Section 662 shall control the determination of 
          ownership.

           This bill  would make several statements of legislative intent, 
          including that the need to provide for certainty of title 
          extends not only to court proceedings, but also to proceedings 
          before state and local agencies.
          



                                        COMMENT
           
          1.   Stated need for the bill  

          According to the author:

            The purpose of Evidence Code section 662 is to ensure that 
            title to property is stable and predictable.  This is an 
            essential element of a functioning real estate economy, 
            which requires certainty that the holder of title will be 
            recognized uniformly as the owner of the property.  
            California cannot expect to maintain a stable real estate 
            economy if buyers cannot be assured they are acquiring all 
            of the rights that are incident to ownership.

            State and local agencies maintain that the presumption of 
            ownership in the Evidence Code does not apply to them and 
            that they can decide for themselves who owns a property.  As 
            a result, you now have situations where a state or local 
            agency could say that you do not own a property in a 
            circumstance where a court would say you do.  This is 
            occurring because courts and agencies are not playing by the 

                                                                      




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            same rules when it comes to determining ownership.  Without 
            a presumption of ownership, title becomes subject to debate 
            and can be decided based on arbitrary factors.  One cannot 
            have a dependable and functional system of real estate 
            without certainty of title.  It is the foundation for 
            everything that occurs in real estate.   

            California's strong presumption of ownership embodied in 
            Evidence Code section 662 should clearly and unequivocally 
            apply in every proceeding where property ownership is in 
            question.  A landowner should not be afforded less 
            protection in proceedings before California's state and 
            local agencies than is afforded in California's courts.  

            AB 2226 ensures that the standards for deciding ownership 
            are applied consistently and uniformly throughout 
            California.

          2.   Heightened burden resulting in decreased transparency 

          This bill would require a state agency, city, county, or city 
          and county, to apply the heightened "clear and convincing" 
          standard of evidence to any proceeding where title to, or 
          ownership of, property is in question.  As codified in Evidence 
          Code Section 662, that heightened standard applies in court 
          actions where parties have the benefits of the adversarial 
          system, which includes various procedural tools (such as 
          depositions) that assist litigants to discover evidence 
          necessary to meet the required burdens.  By increasing the 
          burden of proof for agencies and local governments, this bill 
          would require those entities to conclude that the owner of legal 
          title is the owner of beneficial title unless there is 
          overwhelming evidence otherwise.  As a result, even though the 
          presumption could require agencies to make findings contrary to 
          the evidence before them, the author asserts that "�c]ertainty 
          of title requires that everybody plays by the same rules and 
          that those rules provide for a strong presumption of ownership." 


          From a policy standpoint, it is unclear why an agency should be 
          forced to disregard substantial evidence that an individual is a 
          beneficial owner, especially when that conclusion would make a 
          difference with respect to land decisions.  With respect to the 
          importance of accurately determining the beneficial owner of a 
          property, the California Coastal Commission ("Commission"), in 

                                                                      




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          opposition, contends:

            Determining parcel ownership is critical for land use 
            planning and permitting, because parcel ownership is a 
            fundamental determinant for development proposals and 
            liability.  Occasionally, applicants will attempt to 
            maximize development potential and avoid liability by 
            creating corporate entities that hold separate title to 
            individual parcels, even though persons not listed as 
            holding title may own beneficial interest in those 
            properties.  In these situations and others, assuming that 
            the holder of title to a property is entitled to full 
            beneficial title can be a crude and superficial method of 
            establishing underlying ownership patterns.

          With respect to the potential for the presumption to be abused, 
          the Los Angeles County Board of Supervisors, in opposition, 
          argues that "�i]n effect, by applying this heightened standard 
          to State and local governments, AB 2226 tips the current balance 
          in favor of an owner or developer and substantially increases 
          their odds of prevailing in title or ownership of property 
          manners."  The Commission, in opposition, expresses similar 
          concern that this bill "would make it demonstrably more 
          difficult for the Commission and all other state agencies to 
          pierce the corporate veil or otherwise determine the actual 
          business realities behind mere record title to land ownership." 

          Accordingly, the Committee should consider whether the 
          presumption, by effectively decreasing transparency of property 
          ownership, could facilitate the use of corporations by 
          applicants to maximize development potential.  That potential 
          abuse of the presumption could arguably undermine the process by 
          which state agencies and local governments make decisions 
          regarding land use.

          COULD THE APPLYING A COURT PRESUMPTION TO ADMINISTRATIVE 
          PROCEEDINGS UNDERMINE THE ABILITY FOR STATE AGENCIES TO MAKE 
          ACCURATE, WELL INFORMED LAND USE DECISIONS?

          3.   Practical considerations  

          Although regulations may vary by agency (or local government), 
          the evidentiary standard for the Commission set forth in their 
          regulations is as follows:


                                                                      




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            The hearing need not be conducted according to technical 
            rules relating to evidence and witnesses. Any relevant 
            evidence shall be considered if it is the sort of evidence 
            on which responsible persons are accustomed to rely in the 
            conduct of serious affairs, regardless of the existence of 
            any common law or statutory rule which might make improper 
            the admission of such evidence over objection in civil 
            actions. (14 C.C.R. 13065.)

          Any aggrieved person has the right to judicial review of any 
          decision or action by the Commission by filing a petition for a 
          writ of mandate.  In reviewing those claims, the court generally 
          applies a "substantial evidence" standard to determine if the 
          findings are supported by the record. This bill would modify the 
          above process by, instead, requiring the Commission (and other 
          state agencies and local governments) to presume that the owner 
          of legal title is the owner of beneficial title unless there is 
          "clear and convincing proof" to the contrary.  

          The Commission, in opposition, asserts that "�i]ncreasing the 
          burden of proof that state agencies must meet without the 
          commensurate tools to meet the new, higher standard would have a 
          chilling effect on the state's ability to effectively carry out 
          statutory land use planning activities and other regulatory 
          proceedings, and/or greatly increase the workload on staff 
          attempting to meet the higher standard."  In response, the 
          author argues that "a state or local agency is not required to 
          begin processing a permit application until the application is 
          complete, which an agency can condition on providing entity 
          ownership information . . . �A] state and local agency may 
          require production of information, which it can enforce by 
          refusing to deem an application complete for proceeding if the 
          information is not provided." Despite that contention, merely 
          asking for ownership information as part of the application is 
          fundamentally different than using a deposition or subpoena to 
          mandate production of evidence.

          For example, the Commission notes that applicants currently do 
          refuse to provide information, but in those circumstances the 
          applicant can go directly to the Commission for a determination 
          as to what information is required to complete the file.  Thus, 
          pursuant to this bill, an applicant that refuses to provide 
          information about the beneficial owner of an LLC could 
          potentially go to the Commission and argue that the Commission 
          is required to presume the owner of legal title is the holder of 

                                                                      




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          beneficial title.  As a result, the Committee should consider 
          whether the ability for individuals to refuse to disclose 
          information might create a situation where the proposed 
          presumption is used to obfuscate true ownership of beneficial 
          title.

          COULD APPLICANTS USE THIS PRESUMPTION TO MASK THE ACTUAL OWNER 
          OF BENEFICIAL TITLE?

          It should also be noted that while courts are well equipped to 
          determine whether a party has met a "clear and convincing 
          standard," it is unclear how staff of an agency or local 
          government would determine whether certain facts do, in fact, 
          meet that burden.  



          4.   Related pending litigation  

          As noted above, existing law allows an aggrieved party to 
          challenge an agency decision by filing a petition for writ of 
          mandate.  The Los Angeles Times' August 14, 2011, article 
          reported:

            U2 guitarist the Edge, whose real name is David Evans, and 
            three other Malibu property owners filed separate lawsuits 
            Friday seeking to set aside the California Coastal 
            Commission's denial of their applications to build ridge-top 
            homes above Malibu.

            The plaintiffs, who own four adjacent parcels of land zoned 
            for residential development in the unincorporated Sweetwater 
            Mesa area, allege that the coastal panel's June 16 denial 
            represented an unconstitutional taking of property without 
            just compensation. (Another owner withdrew an application 
            for a fifth home at the site just before the panel's vote 
            and did not file suit.) . . . Among other contentions, the 
            owners say the commission's staff incorrectly claimed that 
            the properties were under common ownership and therefore had 
            to be considered as a single project. The suits assert that 
            the properties are under separate ownership. Coastal 
            commissioners stated at the June 16 hearing that the Edge 
            had initially talked to them about his dreams for a 
            sustainable, unified development. (Groves, U2 rocker the 
            Edge sues coastal panel over Malibu project (August 12, 

                                                                      




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            2011).)

          Although not citing Evidence Code Section 662 directly, the 
          petition for a writ of mandate by Mulryan Properties, LLLP 
          asserts that: 

            Under the United States and California Constitutions, the 
            Commission may not deny Mulryan economically viable use of 
            the Mulryan Property, without paying Mulryan just 
            compensation for the taking.  The Commission's unprecedented 
            'unity of ownership' theory is an attempt to evade these 
            constitutional mandates. Under California law, the owner of 
            legal title of property holds full beneficial title to that 
            property, which may be rebutted only by clear and convincing 
            proof.  The Commission's decision is based on sheer 
            speculation, argument and unsubstantiated opinion which is 
            not substantial evidence, let alone clear and convincing 
            evidence.  There is no legal merit to the Commission's 
            theory and no-evidence in the record to support the 
            Commission's decision. (emphasis added.)

          Although this bill would appear to not directly interfere the 
          court's ability to decide the petition on its merits because it 
          is arguably prospective, the practical effect of increasing the 
          burden of proof would be to require the Coastal Commission to 
          apply that heightened standard to any future applications.  It 
          should be noted that the issue of sufficient evidence will 
          arguably be addressed by the court as part of the petition, and 
          that this bill should not interfere with that decision making 
          process.  

          It should also be noted that, although this bill applies 
          generally and does not reference the above dispute, the 
          Committee has received several letters of opposition expressing 
          concerns that this bill would allow the above projects to 
          proceed.  

          5.    Author's amendments to be taken in Senate Committee on 
            Natural Resources and Water

           If approved by this Committee, AB 2226 will be referred to the 
          Senate Committee on Natural Resources and Water.  The author 
          intends to the take the following amendments to clarify that 
          nothing in this bill expands or limits a state or local 
          agency's ability to obtain information regarding ownership of 

                                                                      




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          an entity that owns property, or, expands or limits a state 
          agency's ability to determine the boundaries of state land.  
          Staff notes that it is unclear how this bill (even absent the 
          proposed amendments) could be construed to limit or expand an 
          agency's ability to obtain information or determine the 
          boundaries of state land.  

                Author's amendments:  

               1)  On page 2, line 14, after 11440.70 insert: (a)

               2)  On page 2, between lines 22 and 23, insert:

            (b) Notwithstanding subdivision (a), this section shall not 
            be construed to expand or limit a state agency's ability to 
            do the following:
            (1) Obtain information regarding the ownership of an entity 
            that owns property in connection with carrying out its 
            functions.
            (2) Determine the boundaries of state land.

                 3)  On page 2, in line 25, after "50035" insert: (a)

                 4)  On page 2, below line 28, insert:

            (b) Notwithstanding subdivision (a), this section shall not 
            be construed to expand or limit a local agency's ability to 
            obtain information regarding the ownership of an entity that 
            owns property in connection with carrying out its functions.

           Support  :  American Council of Engineering Companies; California 
          Apartment Association; Building Owners and Managers Association 
          of California; California Building Industry Association; 
          California Chamber of Commerce; California Farm Bureau 
          Federation; California Land Title Association; California 
          Manufacturers & Technology Association; International Council of 
          Shopping Centers; NAIOP of California, the Commercial Real 
          Estate Development Association

           Opposition  :  California Coastal Commission; California Coastal 
          Protection Network; California State Lands Commission; County of 
          Los Angeles; Environment California; Las Virgenes Homeowners 
          Federation, Inc.; League for Coastside Protection; National 
          Resources Defense Council; Planning and Conservation League; San 
          Francisco Bay Conservation and Development Commission; Save Open 

                                                                      




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          Space; Sierra Club California; Surfrider Foundation; one 
          individual

                                        HISTORY
           
           Source  :  California Business Properties Association

           Related Pending Legislation  :  None Known

           Prior Legislation  :  None Known

           Prior Vote  :

          Assembly Business, Professions and Consumer Protection Committee 
          (Ayes 6, Noes 1)
          Assembly Floor (Ayes 53, Noes 11)

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