EFiled: Oct 03 2018 04:a5PMEDTi,
`Transaction ID 62519035,uf“4 iN \
`
`ATTORNEY OR PARTY WITHOUT ATTORNEY (Name, State Bar number, and address):
`Mark G. Rackers (Cal. Bar No. 254242)
`Sheppard Mullin Richter & Hampton LLP
`501 W.Broadway. 19th Floor San Dieao. CA 92101
`ELEPHONE NO.: 019.556.0048
`E-MAIL ADDRESS:" Mrackers@sheppardmullin.com
`ATTORNEY FOR (Name);
`Court for county in which discoveryiis to be conducted: Stantev Mosk Courthouse
`SUPERIOR COURT OF CALIFORNIA, COUNTY oF LOS ANGELES
`STREET ADDRESS: 44.1 North Hill Street
`MAILING ADDRESS:
`
`C.A. No. 2018-0516-JTL
`
`619.515.4148
`
`CITY, STATE, AND ZIP CODE: Los Angeles, CA 9001 2
`BRANCH NAME: Central Branch
`Court in which action is pending: The Court of Chancery of the State of Delaware
`Nameof Court: Leonard L. Williams Justice Center
`street appress: 500 North King Street
`MAILING ADDRESS:
`CITY, STATE, AND ZIP COPE: wilmington, DE 19801
`COUNTRY: LS A.
`
`PLAINTIFF/PETITIONER: Jeffrey Llamasetal.
`DEFENDANT/RESPONDENT: Stuart W.Titus et al.
`
`SUBPOENA FOR PRODUCTION OF BUSINESS RECORDS
`IN ACTION PENDING OUTSIDE CALIFORNIA
`
`CALIFORNIA CASE NUMBER (if any assigned by court):
`
`CASE NUMBER(of action pending outside Califormia):
`
`THE PEOPLE OF THE STATE OF CALIFORNIA,TO (name, address, and telephone number of deponent, if known):
`Priscilla Vilchis, 2604 Rutherford Dr., Los Angeles, CA 90068
`1. YOU ARE ORDERED TO PRODUCE THE BUSINESS RECORDSdescribedinitem 3, as follows:
`
`To (name ofdeposition meet) vanguard Legal Solutions
`Location (address):|2535 Kettner Bivd., Ste. 1-B2, San Diego, CA
`
`On (date): Octobe
`
`At
`
`(time): 10:00 a.m.
`
`
`
`Do not release the requested records to the deposition officer prior to the date and time stated above.
`a GZ) by delivering a true, legible, and durable copyof the business records described in item 3, enclosed in a sealed inner
`wrapperwith the title and numberof the action, name of witness, and date of subpoenaclearly written on it. The inner
`wrappershall then be enclosed in an outer envelope or wrapper, sealed, and mailed to the deposition officer at the
`addressinitem 1.
`b. C_] by delivering a true, legible, and durable copy of the business records describedin item 3 to the deposition officer at the
`witness's address, on receipt of payment in cash or by check of the reasonable costs of preparing the copy, as determined
`under Evidence Cade section 1563(b).
`c, L__] by making the original business records describedin item 3 available for inspection at your business address by the
`attorney's representative and permitting copying at your business address under reasonable conditions during normal
`business hours.
`2. The records are to be produced by the date and time shown in item 1 (but not sooner than 20 daysafter the issuance ofthe
`deposition subpoena, or 15 days after service, whicheverdateis later). Reasonable costs of locating records, making them
`available or copying them, and postage,if any, are recoverable as set forth in Evidence Code section 1563(b). The records must be
`accompanied by anaffidavit ofthe custodian or other qualified witness pursuant fo Evidence Code section 1561.
`3. The records to be produced are described asfollows(if electronically stored information is demanded, the form or forms in which
`eachtype of information is to be produced may be specified):
`See Attachment 3
`[¥_] Continued on Attachment3 (use form MC-025).
`4, Attorneys of record in this action
`or parties without attorneys are (name, address, telephone number, and name of pa
`represented):!366 Attachment4
`
`
`
`1 of 2
`Page
`(use form MC-025).
`4
`CZ) Contintedon Attachment
`FOcetauntatCaatersin
`SUBPOENA FOR PRODUCTION OF BUSINESS RECORDS © 01 CiProcedure, §§ 2020.to00.
`SUBP-035 (Rev. January 1, 2012]
`IN ACTION PENDING OUTSIDE CALIFORNIA
`Govemment Code, § 68097.1
`www. courts.ca.gov
`
`EFiled: Oct 03 2018 04:45PM EDT
`Transaction ID 62519035
`Case No. 2018-0516-JTL
`
`
`
`
`
`
`
`

`

`PLAINTIFF/PETITIONER: Jeffrey Llamasetal. DEFENDANT/RESPONDENT: Stuart W.Titus etal.
`
`_SUBP-035
`
`5.
`
`6.
`
`If you have been served with this subpoena as a custodian of consumeror employee records under CodeofCivil
`Procedure section 1985.6 and a motion to quash or an objection has been served on you,a court order or agreement of
`the parties, witnesses, and consumer or employee affected must be obtained before you are required to produce
`consumeror employeerecords.
`(__] Otherterms orprovisions from out-of-state subpoena,if any (specify):
`
` [__] Continued on Attachment6 (use form MC-025).
`
`DISOBEDIENCE OF THIS SUBPOENA MAY BE PUNISHED AS CONTEMPTBY THIS COURT. YOU WILL ALSO BE LIABLE
`FOR THE SUM OF $500 AND ALL DAMAGES RESULTING FROMYO UR FAILURE TO OBEY.
`Cn
`Date issued: 09/26/2018
`Mark G. Rackers
`(TYPE OR PRINT NAME)
`
`R&-OF PERSON ISSUING SUBPOENA)
`
`>
`
`Attorney for Defendants
`(TITLE)
`
`PROOF OF SERVICE OF SUBPOENA FOR
`PRODUCTION OF BUSINESS RECORDS
`| served this Subpoena for Production of Business Records In Action Pending Outside California by personally delivering a copy
`to the person served asfollows:
`a. Person served (name):
`b. Address where served:
`
`c. Date of delivery:
`e. Witness fees and mileage both ways (check one):
`(1)[__] were paid. Amount: ...........
`$
`(2) C_] were notpaid.
`(3) __] weretendered to the witness's public entity employer as required by Government Code section 68097.2. The
`amount tendered was(specify):
`
`d. Timeofdelivery:
`
`f. Fee for service: ............... 00.00 $
`
`2.
`
`3.
`
`4,
`
`a c
`
`.
`
`b d e 9
`
`| received this subpoenafor service on (date):
`[_] |also served a completed Proof of Service of Notice to Consumer ar Employee and Objection (form SUBP-025)
`by personally delivering a copy to the person served as described in 1 above.
`Person serving:
`Not a registered California process server
`L_] California sheriff or marshal
`| Registered California process server
`Cc Employee or independentcontractor of a registered California process server
`Cc Exemptfrom registration under Business and Professions Code section 22350(b)
`C_)
`Registered professional photocopier
`Co
`:
`Exempt from registration under Business and Professions Code section 22451
`. Name, address, telephone number, and, if applicable, county of registration and number:
`
`f
`
`g h
`
`| declare under penalty of perjury underthe laws of the State of
`Califomia that the foregoing ts true and correct.
`Date:
`»
`
`(SIGNATURE)
`
`(For California sheriff or marshal use only)
`| certify that the foregoing is true and correct.
`Date:
`
`»
`
`(SIGNATURE)
`
`BUBP-056 [ [Ry Pertuewy 1, 207211
`
`SUBPOENA FOR PRODUCTION OF BUSINESS RECORDS
`IN ACTION PENDING OUTSIDE CALIFORNIA
`
`Page Set
`
`

`

`C.A. No. 2018-0516-JTL
`
`SHORTTITLE:
`| Jeffrey Llamaset al. v. Stuart W.Titusetal.
`
`SSE NESE
`
`MC-025
`
`ATTACHMENT(Number): 3
`
`(This Attachment may be used with any Judicial Council form.)
`
`DEFINITIONS
`1. “Action” shall mean the above-captionedaction.
`2. “Amended Complaint” shall mean the Amended Verified Complaintfiled in this Action on August 2, 2018
`and any and all amendmentsthereto.
`3. “First Amended LLC Agreement”shall mean the purported Amendedand Restated Operating Agreement of
`General Hemp, LLC attached as Exhibit C to the Amended Complaint.
`4. “Communication” or “communications” shall mean the transmittal of information (in the form offacts,
`ideas, inquiries, or otherwise) from one person (whetheras an individual oras a representative of an entity) to
`another, including without limitation, all inquiries, discussions, conversations, negotiations, agreements,
`understandings, meetings, telephone conversations, letters, notes, memoranda,charts, facsimiles, telegrams,
`tape recordings, e-mails, text messages, instant messages, social media messages andall other forms of
`exchange, whetheroral or written.
`5. “Concerning,” “relating to,” “regarding,” “reflecting” and “evidencing” shall be construed in the broadest
`sense to mean relating to, with respectto, referring to, reflecting, regarding, describing, evidencing,
`concerning, constituting, having any relationship to, pertaining to or being any waylegally, logically, or
`factually connected, in wholeor in part, with the matter discussed or the subject matter of the particular
`request.
`6. “Counterclaims”shall mean the Counterclaimsfiled in this Action on August 20, 2018.
`7. “Defendants” shall mean Stuart W. Titus, John W. Huemoeller and Timothy R.Scott.
`8. “Document”or “documents” shall mean any documentor thing in the broadest sense permitted under the
`Court of Chancery Rules and commonlaw interpreting such rules. The term “document” further means any
`documentnow orat any time in Your possession, custody or control (together with any of Your predecessors,
`successors, affiliates, subsidiaries, or divisions thereof, and their officers, directors, employees, agents and
`attorneys).
`9. “Drafts” shall mean any formulation, outline, sketch, conceptualization or version of a Documentcreated
`prior to the final version ofthe Document.
`10. “Executive Committee” shall mean the Executive Committee referred to in Section 5.1 of the Original LLC
`Agreementandin Section 5.1 of the Second Amended LLC Agreement.
`11. “General Hemp”shall mean General Hemp, LLC andas applicable, include Stone Ash and Kettner.
`12. “Huemoeller” shall mean John W. Huemoeller.
`13. “Kettner” shall mean Kettner Investments, LLC andas applicable, include Stone Ash and General Hemp.
`14. “Including”shall mean “including withoutlimitation”or “including but not limited to.”
`15. “November 7 Written Consent” shall mean the Written Consent of Sole Memberof the Executive
`Committee of Stone Ash, LLC, executed by Titus as of November7, 2017.
`16. “November 13 Resolution” shall mean the purported Resolution of General Hemp, LLC Appointing Board
`of Managers attached as Exhibit B to the Amended Complaint.
`17. “November 21 Written Consent” shall mean the Written Consent of Sole Member and Sole Managerof
`Stone Ash, LLC attached as Exhibit D to the Amended Complaint.
`18. “Original LLC Agreement”shall mean the Operating Agreement of General Hemp, LLC.
`19. “Person” shall mean natural persons, proprietorships, corporations, partnerships, trusts, joint ventures,
`groups, associations, organizations or otherentities.
`
`Page
`1
`of
`4
`(Ifthe item that this Attachment concerns is made underpenalty ofperjury, all statementsin this
`(Addpagesas required)
`Attachment are made underpenalty ofperjury.)
`
`
`rrraicedCounclof Galfomia ATTACHMENT ww.courtnfocagov
`
`
`MC-025 [Rev.July 1, 2009]
`to Judicial Council Form
`
`

`

`C.A. No. 2018-0516-JTL
`
`SHORTTITLE:
`| Jeffrey Llamaset al. v. Stuart W.Titusetal.
`
`SSE NESE
`
`MC-025
`
`ATTACHMENT(Number): 3
`
`(This Attachment may be used with any Judicial Council form.)
`20. “Plaintiffs” shall mean Jeffrey Llamas and Steven Llamas, as applicable, andall of their agents, attorneys
`and other persons acting or purporting to act on behalf of the foregoing, and shall also include all predecessors,
`successors, subsidiaries, parents, partnerships andaffiliates thereof, and all directors, officers, employees, and
`other persons acting or purporting to act on behalf of any of the foregoing.
`21. “Scott” shall mean Timothy R.Scott.
`22. “Second Amended LLC Agreement”shall mean the Second Amended and Restated Operating Agreement
`of Stone Ash, LLC attached as Exhibit A to the Amended Complaint.
`23. “Stone Ash”shall mean nominal defendant Stone Ash, LLC andas applicable, include General Hemp and
`Kettner Investments.
`24. “Titus” shall mean Stuart W.Titus.
`25. “You”or “Your”shall mean Priscilla Vilchis and any other person acting or purporting to act on Your
`behalf.
`26. The term “all” means “any andall,” and the term “any” means “any andall,” and both shall be construed as
`necessary to make each request inclusive rather than exclusive.
`
`INSTRUCTIONS
`1. The plural shall include the singular and the singular shall include the plural as the context requires so that
`each Requestshall be construed broadly rather than narrowly.
`2. If any document requested herein is withheld or redacted on the basis of any claim ofprivilege, You shall
`submit, in lieu of any such document,a log:(a) identifying the person(s) who prepared or authored the
`documentand, if applicable, the person(s) to whom the documentwas sent or shown;(b) specifying the date on
`which the document was prepared or transmitted; (c) describing the nature of the document(e.g., letter,
`telegram, etc.); and (d) describing the subject matter of the withheld documentor information and explaining
`why the documentor information is claimed to be privileged or constitutes work product.
`3. If a portion of an otherwise responsive documentcontains information subject to a claim ofprivilege, only
`that portion ofthe documentsubject to the claim ofprivilege shall be redacted from the documentfollowing
`the instructions in the preceding paragraph,andtherest shall be produced.
`4. Each Request contemplates production of each documentin its entirety (including any attachments), without
`abbreviation, redaction (except for privilege redactions), or expurgation.
`5. All documents shall be produced as kept in the usual course of business orshall be organized and labeled to
`correspond with the categories in these Requests.
`6. All Documents shall be producedelectronically and shall be bates labeled and produced in single page
`Group IV Tiffs (except that excel spreadsheets should be producedin native format); with OCRat the
`documentlevel; and with the following load files: LFP, OPT and DAT. The following metadata shall be
`provided: BEGDOC, ENDDOC, BEGATTACH, ENDATTACH,PageCt, Author, To, Cc, Bcc, Custodian,
`Date Sent, Subject, FileName, DateCreated, DateLastMod, Native File Path and MDS5Hash.
`7. Each Request shall be deemed continuing soas to require prompt supplemental responses, in accordance
`with Court of Chancery Rule 26(e), if You obtain or discover additional documents responsive to a Request
`between the timeofinitial production and the time of deposition, settlementortrial.
`8. If You object to any Request on the basis that a word or phrase is vague or ambiguous, state Your
`understanding of the word or phrase and produce responsive documents accordingly.
`
`Page
`2
`of
`4
`(Ifthe item that this Attachment concerns is made underpenalty ofperjury, all statementsin this
`(Addpagesas required)
`Attachment are made underpenalty ofperjury.)
`
`
`rrraicedCounclof Galfomia ATTACHMENT ww.courtnfocagov
`
`
`MC-025 [Rev.July 1, 2009]
`to Judicial Council Form
`
`

`

`C.A. No. 2018-0516-JTL
`
`SHORTTITLE:
`| Jeffrey Llamaset al. v. Stuart W.Titusetal.
`
`SSE NESE
`
`MC-025
`
`ATTACHMENT(Number): 3
`
`(This Attachment may be used with any Judicial Council form.)
`9. If You object to any of the Requests as overly broad or unduly burdensome, Youshall identify the
`categories of documents within the scope of each Request that You believe are properly discoverable, shall
`produce those documents, and shall state with particularity Your reason for asserting that the remainder of the
`Request seeks documents that are beyond the scope of permissible discovery.
`10. The connectives “and” and “or” shall be construed either disjunctively or conjunctively as necessary to
`bring within the scope of each discovery requestall responses that might otherwise be construed to be outside
`its scope.
`11. Unless otherwise specified herein, the relevant time period for these Requests is November5, 2017 to the
`conclusion of this Action (the “Relevant TimePeriod”).
`
`SCHEDULE A
`DOCUMENTS REQUESTED
`1. All documents and communicationsrelating to the persons whoare, and who havebeen,the rightful or
`correct members, managers or members of the Executive Committee of Stone Ash.
`2. All documents and communicationsrelating to the Original LLC Agreement or any amendmentto the
`Original LLC Agreement, including thoserelating to the creation, execution, validity or interpretation of the
`Original LLC Agreement or any amendmentto the Original LLC Agreement.
`3. All documents and communicationsrelating to the November 7 Written Consent, including thoserelating to
`its creation, execution, validity or interpretation.
`4. All documents and communicationsrelating to the appointment of Scott and Huemoeller to the Executive
`Committee or as managers of Stone Ash.
`5. All documents and communicationsrelating to the November 13 Resolution, including thoserelating to its
`creation, execution, validity or interpretation.
`6. All documents and communicationsrelating to the purported First Amended LLC Agreement, including
`those relating to its creation, execution, validity or interpretation and those concerning Titus’s decision to sign
`the purported First Amended LLC Agreement.
`7. All documents and communicationsrelating to any discussions that occurred between Titus, on the one
`hand, and You, members of the Llamas family or Steven Silverman, on the other hand, on or around November
`12 or November13, 2018, including all documents and communications concerning(i) the decision to contact
`Titus following the death of Michael Llamas for a meeting that included members ofthe Llamas family, You
`and Steven Silverman to discuss General Hempor Stone Ash,(ii) the discussions that occurred between You,
`any members of the Llamas family, Steven Silverman, and Titus on or around November 12 or November13,
`2018, and (iii) what You or any members of the Llamas family, or Steven Silverman hoped to achieve through
`any such discussionsor negotiations with Titus on or around November12 or November13, 2018.
`8. All documents and communicationsreflecting any reasons or motivations You, any members of the Llamas
`family, or Steven Silverman hadfor (i) meeting with Titus on or around November 12 or November13, 2018,
`(ii) the purported appointmentof Jeffrey Llamas or Steven Llamasto the Executive Committee or as managers
`of General Hempor Stone Ash,or (iii) the removal of Scott and Huemoeller from the Executive Committee or
`as managers of Stone Ash.
`
`Page
`3
`of
`4
`(Ifthe item that this Attachment concerns is made underpenalty ofperjury, all statementsin this
`(Addpagesas required)
`Attachment are made underpenalty ofperjury.)
`
`
`rrraicedCounclof Galfomia ATTACHMENT ww.courtnfocagov
`
`
`MC-025 [Rev.July 1, 2009]
`to Judicial Council Form
`
`

`

`SHORTTITLE:
`
`SSE NESE | Jeffrey Llamaset al. v. Stuart W.Titusetal.
`
`MC-025
`
`C.A. No. 2018-0516-JTL
`
`ATTACHMENT(Number): 3
`
`(This Attachment may be used with any Judicial Council form.)
`9. All documents and communicationsrelating to the purported appointment of Jeffrey Llamas and Steven
`Llamasto the Executive Committee or as managers of General Hempor Stone Ash,including all documents or
`communications supporting, refuting or otherwise reflecting whether Jeffrey Llamas or Steven Llamas have or
`have not ever been appointed to the Executive Committee or as managers of General Hemp or Stone Ash.
`10. All documents and communicationsrelating to the Second Amended LLC Agreement, including those
`relating to its creation, execution, validity or interpretation.
`11. All documents and communications relating to the November 21 Written Consent, including thoserelating
`to its creation, execution,validity or interpretation.
`12. All documents and communications relating to whether Jeffrey Llamas or Steven Llamas have ever been
`removed from the Executive Committee or as managers of General Hempor Stone Ash.
`13. All documents and communications concerning whether Michael Llamas would or would not appoint his
`family members to board positions of companies that he founded or controlled.
`14. All documents and communications relating to the admission of any members of Stone Ash,including
`James Arabia and TL-66 LLC.
`15. All documents and communications relating to any meetings of any members, managers, or the Executive
`Committee of Stone Ash, including all minutes, resolutions, notes, agendas or similar documents relating to
`such meetings.
`16. All documents and communications relating to the approval of the merger of Stone Ash and Kettner.
`17. All documents or communications relating to any consideration or discussion of Jeffrey Llamas or Steven
`Llamas taking any legal action challenging or concerning the Second Amended LLC Agreementor the
`November 21 Written Consentprior to the filing of the Verified Complaintin this Action on July 16, 2018.
`
`(If the item that this Attachment concerns is made under penalty ofperjury, all statementsin this
`Attachment are made under penalty of perjury.)
`
`rereEa
`MC-025[Rev.July 1, 2009]
`
`ATTACHMENT
`to Judicial Council Form
`
`Page
`
`4
`
`of
`
`
`4
`
`(Add pages as required)
`meee
`
`

`

`C.A. No. 2018-0516-JTL
`
`SHORTTITLE:
`| Jeffrey Llamaset al. v. Stuart W.Titusetal.
`
`SSE NESE
`
`MC-025
`
`ATTACHMENT(Number): 4
`
`(This Attachment may be used with any Judicial Council form.)
`
`MORRIS JAMESLLP
`Albert H. Manwaring, IV
`Albert J. Carroll
`Alberto E. Chavez
`500 Delaware Avenue,Suite 1500
`Wilmington, DE 19801
`(302) 888-6868
`Attorneysfor Plaintiffs Jeffrey Llamas and Steven Llamas
`
`MORRIS, NICHOLS, ARSHT & TUNNELL LLP
`Kenneth J. Nachbar (#2067)
`R. Judson Scaggs,Jr. (#2676)
`Lauren Neal Bennett (#5940)
`Thomas P. Will (#6086)
`Barnaby Grzaslewicz (#6037)
`Elizabeth A. Mullin (#6380)
`1201 North Market Street
`Wilmington, DE 19801
`(302) 658-9200
`Attorneys for Defendants Stuart W. Titus, John W. Huemoeller, Timothy R. Scott, Stone Ash LLC f/k/a
`General Hemp, LLC and Kettner Investments, LLC
`
`(If the item that this Attachment concerns is made under penalty ofperjury, all statementsin this
`Attachment are made underpenalty ofperjury.)
`Form Approved for
`Optional Use
`Judicial Council of
`Califormia
`MC-025[Rev.July 1, 2009]
`
`ATTACHMENT
`Rays
`i
`to Judicial Council Form
`
`
`1
`of
`1
`Page
`(iid pages aac raniand)
`www.courtinfo.ca.gov
`
`