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Case number 22-7140.

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John N. Axarias at Ballent versus Marjorie A. Heiss et al.

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Mr. A. Holt for the at Ballent.

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Mr. O'Neill for the at Belize.

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Good morning, counsel.

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Mr. A. Holt, please proceed when you're ready.

[00:00:22] Speaker 05:
Good morning, Your Honors.

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Brent A. Holt on behalf of Ballent, John's area.

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Your Honor, this case is somewhat unusually found itself before this court as a breach of fiduciary case in the District of Columbia.

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It's initially filed back in 2012.

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It went to trial in 2018 after a breach of fiduciary count, count 21 of the amendment was dismissed.

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Eventually the verdict was entered in favor of my client.

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case went up on appeal, partially by my client.

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And the case was overturned on the dismissal of my client's breach of fiduciary account.

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That account was thereafter remanded for fraud in the district court.

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Immediately thereafter, or shortly thereafter, the defendants filed a motion for covering the judgment.

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And that is why we're

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court ruled on summary judgment two bases.

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First, that the damages presented on behalf of the materials would essentially amount to double recovery of the first trial.

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Secondly, there's no evidence of either a breach or approximate cause of damages

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On both counts, on both rational reporting, there was ample evidence for the district court to allow the case to go forward to trial.

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In support of this breach of fiduciary account, there was a report that was submitted as part of the defendant's motion for summary judgment.

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Hundreds of pages of a report of the evidence of this breach of fiduciary duty essentially was $6 million in unaccounted for funds in the LLC.

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Those funds to which my client would have been entitled to his pro rata share

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had these funds properly been in the LLC.

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And that is why we're here today, because these funds, undisputed and unrefuted testimony and report that these funds were improperly accounted for, that they should have been in the LLC, that Mr. Zieris was entitled to his share of these funds.

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And there are, that is the proper basis

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and proper support for the breach of fiduciary account.

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There is no dispute in this case that the defendants were in control of the LLC.

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Defendants Heiss and Dawson were in control of the LLC.

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They were managing the LLC.

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They were in control of these funds.

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They were coming into the LLC on a daily basis.

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of the events leading up to Trump.

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There is indisputed evidence based on the unrefuted report of Mr. Morse that these funds were missing, $6 million worth of these funds.

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And these funds were undoubtedly because of the failure of the defendants to safeguard them.

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They were missing.

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So on the double recovery issue, I apologize.

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On the double recovery issue, the first verdict at trial was $106,000, $60,000 based on a failure to pay for work done.

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That was later reduced

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Now when you say failure to pay for work done, I'm looking at paragraph 285 of the complaint.

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And the claim here is the plaintiff has suffered damages caused by the breaches, including but not limited to loss of salary, compensation, earnings.

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That all seems to be one thing more or less.

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And proceeds from the operation of the LLC.

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and so whatever the damages returned apparently were meant to cover not only his wrongful termination damages but his loss of proceeds from the operation that would that would be correct around it would be it would also be legitimate proceeds okay well then in that case then he was he's already recovered

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No, he has not recovered, Connor.

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The specific damages that he seeks for this breach of fiduciary are not necessarily the proceeds from the operation of the LLC that would have been recoverable under the breach of contract.

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They are, in fact, the proceeds that were unaccounted for by Price and Dawson that are in the Moore series.

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The Morrissey report significantly was specifically stricken by the district court before the jury was able to rule.

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Right, so the Morrissey report was not before the jury?

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Not before.

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Okay.

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And the jury made an award based on the complaint?

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Based on the allegations in the complaint and the evidence presented at trial.

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Yeah.

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But without the Morrissey report, what was the evidence at trial bearing on the problems suggested by the Morrissey report?

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There was no additional evidence based on those issues that are contained in the more suit.

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That's the problem.

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They couldn't have Mr. Xerius could not have recovered the same damage At trial the first time because there was no evidence from which the jury could have based their finding At the first trial on the same damage just your allegations There are allegations in the complaint but you can you can have allegations in a complaint

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that are thereafter not supported by evidence of trial because the jury does not hear that evidence.

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Right, and that seems to be what happened.

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You got the allegation, pardon me, you got an award based on the claims for loss of salary, et cetera, and loss of proceeds from the operation.

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Certainly not.

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And, you know, you plead in the alternative.

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So what is the latter?

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What is the latter if it's not?

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Well, your honor, had that evidence been presented at the first trial, it could have been proceeds from the operation.

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But because it wasn't, and because the defendants or the plaintiff proceeded to trial on that breach of contract claim, it would have been, you know, something else could have been duplicative of the damage, the loss of salary and compensation.

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You know, these are broad terms when you say compensation, that could be distributions, that could be salary, things like that.

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Compensation comes in various forms, but the question for this court is what evidence was presented at trial?

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And the evidence that we know that was not presented because it was stricken by the district court at the first trial was the Morris Street Court, which the plaintiff is now relying on,

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It was contained in defendant's motion summary judgment and has never been heard by any fact finders.

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So it is literally impossible for the Morrissey report to be

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double recovery, if my client were to go to trial a second time and receive everything in the Morrissey report that the Morrissey report says he's entitled to with regard to these lost funds, there's some other things that are related to trademark issues and things of that that we're no longer claiming.

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But just with regard to the breach of fiduciary duty account, if my client were to recover all of those funds, which are about, I believe $1.5 million are his share of

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That would consist of nothing, absolutely zero amounts that were claimed at the first trial because, quite frankly, the court both dismissed the breach of fiduciary account and limited the evidence.

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When you're arguing that the court heard a granting summary judgment on the ground that your client had not shown evidence of a breach of fiduciary duty,

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Are you arguing that the Morrissey report should have been admitted?

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I don't think so.

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I think that's come and gone, correct?

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No, the Morrissey report will be used at the second trial.

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And it's in fact used as evidence at the summary judgment stage, in this case, unrefuted.

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With regard to the evidence of breach causation, the district court seemed very concerned that there was no direct evidence, self-dealing.

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And the district court's correct.

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Well, no, I won't say that.

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I think there potentially is direct evidence, but you have to draw an inference from that direct evidence.

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However, what we certainly have is circumstantial evidence.

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We have two parties that are in control of an LLC, have an LLC that is clearly missing substantial funds, and we have no explanation for why these funds are missing.

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We have a forensic accountant reporting

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severe irregularities, red flags, or missing funds, that there was improper accounting, that it fell below IRS standards, that it fell below the standards in the LLC agreement.

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And there's no explanation for this.

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Can I just ask you, I know we're short on time, but let me just ask you, on the Morrissey report, the report says that it was meant to calculate damages, but not to determine liability.

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So then how does the Morrissey report feed into whether there was a reach of fiduciary duty?

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So he was not going to be a determiner of liability.

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However, his findings are evidence of liability.

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So while he is not hired to assess liability, to come to a conclusion as to liability, his findings that there are substantial unaccounted for funds missing from this LLC are

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evidence of the breach of fiduciary.

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It is the duty under the district code for the member managers to account for all of the funds in the LLC.

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Morshe's opinion, his report shows that they did not account for all of the funds in the LLC.

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It calculates those, and that's his role as forensic accountant, to assess what happened here.

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Well, I mean, there may be funds missing.

[00:12:17] Speaker 03:
So then that would tell you that it's possible that the reason funds are missing is because there's a breach of fiduciary duty.

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It's also possible that the reason funds are missing is something entirely unrelated to a breach of fiduciary duty.

[00:12:28] Speaker 05:
Absolutely, Your Honor.

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And that is the very standard that should have been applied.

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that there are two reasonable conclusions that could be reached by this report.

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I didn't necessarily say that either of those conclusions was reasonable or not reasonable.

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I'm just expanding the spectrum of possibilities.

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And then you have to have enough evidence in the record to create a genuine issue on whether there's been a breach of fiduciary duty.

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Yes, which the Morrissey report absolutely does create a genuine issue.

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It's unrefuted, quite frankly, Your Honor.

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If the funds are missing, which they are,

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According to the record on summary judgment, funds are in fact missing.

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Morrissey gives various reasons.

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There's not proper receipts for third party expenditure.

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There's unaccounted for cash withdrawals that aren't attributed to them.

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All these things are irregularities.

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There's no dispute that funds are missing because there's been no effort to rebut that funds are missing.

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There is no dispute.

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So thereafter, you have an analysis that brings you to the two people in control are fiduciaries.

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They did not account for these missing funds.

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Therefore, reasonable conclusion reach is that there is either gross negligence or they're intentionally self-dealing.

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One of the two.

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That is a reasonable conclusion that a fact finder could reach based on these facts before the court

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at summary judgment, both on inference, circumstantial evidence.

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You don't need to have an instance where you say, aha, we found it in the defendant's account.

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That obviously is direct evidence.

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You see the paper trail where it goes.

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This is summary judgment.

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Even at trial, we wouldn't need that for a motion.

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The fact finder's able to- At least for some of these funds, when they went missing, was your client still in control?

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Is my client in control?

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For a portion of these funds.

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No, no.

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So all the funds in the Morrissey report are funds that went missing after your client was out of control.

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Yes, after Dawson and I basically removed him from any control of the corporation.

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I know we're short on time, so unless there's any further questions.

[00:14:54] Speaker 02:
Okay, we'll give you a little bit of time for rebuttal.

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I'm going to address Mr. Morrissey's report in just a second.

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A few things, preliminary matters I wanted to mention.

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The district court in this case granted summary judgment on three different bases, three different legal reasons.

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The duplication of damages, the lack of any evidence of breach of fiduciary duty, and the lack of any evidence linking such a breach to the damage.

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approximate cost.

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Yes.

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On any one of those three grounds, if this court finds that the district court's action was proper, then the judgment below would be affirmed.

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So we don't need to win all three.

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Any one of those reasons would be sufficient.

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I'm gonna jump now to Mr. Morrissey's report because I think the plaintiff here has been fundamentally misrepresenting this report for years now.

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What Mr. Morrissey actually did was he took the LLC's QuickBooks accounting, pulled out every invoice that was captured in the LLC's accounting records, looked to see if an invoice had been produced during the litigation,

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And if he didn't find that invoice, he put it in the bucket of an unsupported expense.

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That is the entire exercise.

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He did it on different areas.

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He looked at, the business had an ATM bank.

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They would take money out of the bank account, put it in the ATM, funds would circle back into those accounts.

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The LLC did not have a record from the bank every time it took cash out of that account to put into the ATMs that were in the bar.

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He said those were unsupported.

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They then say that these are missing records.

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And there's one simple fact that refutes that statement.

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We asked one of the vendors for the company, Ms.

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Birch.

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We gave them Mr. Morrissey's report.

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It listed $150,000 worth of invoices from Adams.

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And we asked Adam Spurge, what's going on with these invoices?

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Are these real?

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Did somebody create fake invoices?

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And they said, every one of those invoices were for work or products that we delivered to the bar.

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Everyone was paid by the LLC and every delivery was made that they paid for.

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And when I asked Mr. Morrissey in the supplemental appendix, we included the

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examination of Mr. Morrissey in the first jury trial, where I asked him, does that, does the Adams-Berch testimony change your opinion?

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Those expenses are real, vendors says they're real, companies says they're real, does that change your opinion?

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He said, no, absolutely.

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Doesn't change my opinion at all.

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What Mr. Morrissey actually put together was a theory in search of facts.

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When plaintiff, Mr. Zaraez's counsel stands here and says the funds are missing, they have no factual basis for that statement at all.

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There was no examination of Mr. Dawson's accounts, no examination of Mrs. Heiss's accounts.

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There was never even an allegation that they took money out of the LLC.

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In fact, the record shows that Mr.

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Dawson put $800,000 of his own money into the LLC after removing Mr. Sears, just to keep the business afloat.

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He's kept it afloat for the last 12 years.

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So when they say funds are missing, that is a factual inaccuracy.

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And I would recommend- But does Morrissey say that funds are missing?

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He does not state that.

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He says only that this expenditure from the company's books doesn't have secondary back.

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That is the full extent of his opinion.

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And I recommend to you, in the lower court, before closing arguments, we had moved to strike Mr. Morrissey several times.

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There was a voir dire before Judge Robinson as to whether he would be allowed to testify.

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And prior to closing arguments, I again moved to strike Mr. Morrissey's testimony.

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Just his testimony.

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The court was never entered.

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and at pages 182 through 186 of the appendix is the colloquy between myself, Judge Robinson, counsel for plaintiff John Zoraez.

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And the first thing is, Judge Robinson is struggling with the same thing they're doing here.

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They wanted to argue inferences with respect to the breach of contract.

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The breach of contract claim was the only one of the 26 claims that Mr. Zarias originally had in the second amendment.

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It survived to the jury.

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The jury was only considering breach of contract.

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Judge Robinson first said to counsel for the plaintiff,

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I can't let you argue any inferences from Mr. Morrissey's report.

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You can't argue any inferences that a contract was breached based on what Mr. Morrissey testified.

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We then took a break before closing started.

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And when the parties came back before the judge, she said she'd been thinking about it for an hour and she didn't see any basis for Mr. Morrissey's testimony to be argued in closings at all.

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And what plaintiffs' counsel said then was that they had voluntarily taken out all references to Mr. Morrissey from their closing.

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They didn't object to the judge's suggestion that he would be stricken, and instead they voluntarily withdrew his testimony.

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But even then, plaintiffs were admitting that Mr. Morrissey's testimony had no value, no probative value, with respect to the breach of contract.

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I would argue that the same is true here.

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The breach of contract claims and the breach of fiduciary duty claims are coterminous.

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They arrive from the same set of facts.

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Judge Wilkins in the earlier decision made that observation when he warned the district court on remand not to award duplicate damages.

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He noted that the

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breach of fiduciary duty claims relied, in their actual breach of fiduciary duty claim, they refer to all 300 paragraphs of the Second Amendment complaint as the basis for their breach of fiduciary duty.

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That includes, as we pointed out in our briefing, disagreements over the beer served.

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Every mundane thing that they threw into the Second Amendment complaint, they were alleging was a breach of fiduciary duty.

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And so those same things,

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as Judge Wilkins recognized, were the basis for the breach of contract.

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For that reason, Judge Wilkins recommended that the district court look hard at whether they were asking for the same damages.

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They received from the jury all of the damages they sought for breach of contract.

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They're now coming in with a new theory, Mr. Morrissey's

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It's not, call it a new theory for purposes of this discussion, a new theory.

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And what Judge Wilkins said was, you can come in with a new theory if you've already been paid your damages for a claim, and you restyle the claim and restyle the damages, it doesn't matter.

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You've already been paid.

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So I think that's an important point to consider.

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And the fact that Mr. Morrissey's report has already been

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examined closely by two district courts, both of them have found it wanting an evidentiary value.

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As judge in this action on summary judgment pending for the district court after reading, he said, Judge Morris, he didn't apportion any liability, he didn't

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He did not include any assessment of what these discrepancies meant, apportioned liability, or alleged self-dealing by offenders.

[00:24:01] Speaker 02:
Judge Robinson included the same exact thing.

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Plaintiffs concluded the same exact thing when they voluntarily withdrew from the jury consideration of Mr. Morrissey's testimony.

[00:24:13] Speaker 02:
So every time they say that funds are missing, they don't have any evidence that funds are missing.

[00:24:18] Speaker 02:
They only have Mr. Morrissey's statements that

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compared discovery in this case to the LLC's own books.

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And I didn't find a backup invoice.

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And as the district court here determined, sloppy bookkeeping is not a breach of fiduciary.

[00:24:40] Speaker 02:
One of the first bases that the district court used to grant summary judgment was the lack of any breach of fiduciary, any claims supporting a breach of fiduciary duty.

[00:24:56] Speaker 02:
And when that issue was raised on our motion for summary judgment, they came back with quotations from the second amended complaint and Mr. Morrissey's report.

[00:25:10] Speaker 02:
It's patently obvious that claims from statements included in the second amended complaint are not evidence.

[00:25:19] Speaker 02:
They're allegations.

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The judge dismissed those wholeheartedly.

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With respect to Mr. Morrissey's, he reached the same conclusion.

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Mr. Morrissey's report and testimony did not amount to evidence of a breach of fiduciary

[00:25:34] Speaker 02:
the looking backwards from Mr. Morris.

[00:25:36] Speaker 03:
Did you dispute the breach of fiduciary duty?

[00:25:39] Speaker 03:
Because it's in our motion.

[00:25:42] Speaker 02:
Yes, your honor.

[00:25:42] Speaker 02:
The first thing we did was question what the plaintiff intended was the breach of fiduciary duty.

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As I said, when we had when we looked at the amended second amended complaint, he said every fact alleged in there was a basis for a breach of fiduciary duty.

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So our motion questioned

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What was the breach of fiduciary duty?

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What was the?

[00:26:06] Speaker 03:
Where's that in the appendix?

[00:26:11] Speaker 02:
Well, the first heading in our motion, Your Honor, was the plaintiff lacks evidence of damages approximately caused by any alleged breach.

[00:26:19] Speaker 02:
But with respect to... Where are you reading from?

[00:26:23] Speaker 02:
The appendix page 213, 217, and 219 bring up duplicate payments, the lack of any evidence of breach of fiduciary duty, the lack of approximate damages.

[00:26:37] Speaker 02:
So... Rapid problem.

[00:26:41] Speaker 02:
A further fact considering... Proximity cause is different from the element of breach.

[00:26:45] Speaker 03:
Correct, correct.

[00:26:46] Speaker 03:
So on the element of breach... Yes, we questioned... You just read the heading, which was, I think is that on 217, plaintiff lacks evidence of damages approximately caused by defendant's alleged reach of fiduciary duty.

[00:26:58] Speaker 02:
Well, Your Honor, we questioned what they believed was the breach of fiduciary duty.

[00:27:05] Speaker 02:
And in their response to our motion, it's devoted multiple pages to laying out what they thought the breach of fiduciary duty was.

[00:27:12] Speaker 03:
Well, they might have done that.

[00:27:14] Speaker 03:
So that's a different issue.

[00:27:15] Speaker 03:
I'm just wondering, just as a factual matter, did you dispute the element of breach?

[00:27:19] Speaker 02:
I believe we did.

[00:27:21] Speaker 03:
Where?

[00:27:21] Speaker 02:
We raised that issue.

[00:27:22] Speaker 02:
We raised the issue of duplicate payments.

[00:27:24] Speaker 02:
We raised the issue of breach.

[00:27:28] Speaker 03:
Duplicate payments is also different on the question of breach.

[00:27:32] Speaker 03:
Yes.

[00:27:32] Speaker 03:
Where?

[00:27:33] Speaker 03:
Just point me.

[00:27:34] Speaker 03:
Show me in the appendix where you disputed breach.

[00:27:37] Speaker 03:
I'm not saying you necessarily lose because of this.

[00:27:39] Speaker 03:
I'm just wanting to know where.

[00:27:42] Speaker 02:
I have references to pages 217 and 219 of the appendix.

[00:27:47] Speaker 03:
Okay.

[00:27:49] Speaker 03:
We're on 217 because what 217 says is plaintiffs lack evidence of damages proximately caused by defendants alleged breach of fiduciary duty.

[00:27:57] Speaker 02:
That 217 is the reference to proximate cause, right?

[00:28:00] Speaker 03:
So that one, so 217, just to break it down, you said 217 and 219, it turns out 217 actually doesn't have anything.

[00:28:09] Speaker 02:
It was the second part of the

[00:28:11] Speaker 02:
breach of fiduciary duty and lack of proximate cause.

[00:28:14] Speaker 02:
So 219, I believe, is raising the question of what they contend the breach of fiduciary duty is.

[00:28:24] Speaker 03:
Where is that on 219?

[00:28:27] Speaker 02:
Unfortunately, Your Honor, I don't have the appendix in front of me.

[00:28:30] Speaker 02:
I just have my notes.

[00:28:33] Speaker 03:
Do you have it with you at all?

[00:28:36] Speaker 03:
No.

[00:28:36] Speaker 03:
I see.

[00:28:38] Speaker 00:
Well, can I get your reaction to this sentence, which is on two 17 is even make sure, uh, even if the act of removing Zarius as a managing member could be found to be a breach of fiduciary duty, Zarius is still required to produce evidence of damage different from the damages he collected.

[00:29:03] Speaker 00:
I'm not sure that that's enough to get you over the line in terms of

[00:29:08] Speaker 02:
of challenging saying you're saying there was no breach but what's your argument for why that was enough of a challenge to because we were we were left in the dark as to what he contended was an actual breach of fiduciary duty because he alleged everything was a breach of fiduciary duty his brief seems to suggest that we were obligated to come in and present admissible evidence on each of those 300

[00:29:34] Speaker 02:
allegations and say that that's not a breach.

[00:29:37] Speaker 02:
Instead, what we did was put him to his proof by raising the question of what is the breach of fiduciary duty, and putting the duty on him, who's got the burden of proof on this point, to come in and tell us what it is.

[00:29:50] Speaker 02:
Where's the evidence of a breach of fiduciary duty?

[00:29:54] Speaker 02:
In a large part, we were in an impossible situation to come in and present evidence on 300 different ideas.

[00:30:04] Speaker 02:
And the fact that they spent pages 794 to 95 talking about what the actual breach of fiduciary duty was in their briefing suggests, at least to me, Your Honor, that the issue was properly raised before the court.

[00:30:23] Speaker 02:
The opposing party responded to it, and the judge quite rightly addressed it in summary judgment.

[00:30:32] Speaker 03:
It's not the most natural.

[00:30:35] Speaker 03:
It strikes me as not the most natural means of preserving a breach of fiduciary duty claim to begin an argument with even if there was a breach.

[00:30:44] Speaker 02:
Your honor, I'm not going to say I haven't gone back and read some of my motions a year later and tried to figure out exactly.

[00:30:49] Speaker 02:
That could have been clearer.

[00:30:51] Speaker 02:
I will acknowledge.

[00:30:53] Speaker 02:
But we were attempting to challenge each element of both.

[00:30:58] Speaker 02:
Our emphasis certainly was on the damages.

[00:31:00] Speaker 02:
Yeah.

[00:31:02] Speaker 02:
Um, but, but we at least raised the issue that we believe significantly enough to put the plaintiff on notice and he responded to them.

[00:31:10] Speaker 03:
Yep.

[00:31:11] Speaker 03:
And you got a decision in your favor on it too.

[00:31:12] Speaker 03:
Yes.

[00:31:13] Speaker 03:
And I take all that.

[00:31:14] Speaker 03:
Okay.

[00:31:15] Speaker 02:
All right.

[00:31:18] Speaker 03:
See if my colleagues have additional questions for you.

[00:31:20] Speaker 02:
Thank you very much.

[00:31:21] Speaker 03:
Thank you.

[00:31:24] Speaker 03:
Um, Mr. O'Neill, Mr. Ahold, we'll give you two minutes for rebuttal.

[00:31:31] Speaker 05:
Thank you again, Your Honors.

[00:31:32] Speaker 05:
I just want to briefly address the sum and substance of the Council's argument attacking the credibility of the morgue.

[00:31:42] Speaker 05:
And I understand why they do that.

[00:31:44] Speaker 05:
They're entitled to do that, however, not on summer day.

[00:31:48] Speaker 05:
That is an issue for trial, the credibility of the morgue.

[00:31:51] Speaker 05:
As far as the plaintiff's counsel at trial,

[00:31:56] Speaker 05:
whether or not they somehow waived the issue of the striking of the morcery.

[00:32:02] Speaker 05:
The record's very clear that they preserved that issue of trial and that they did not intentionally not submit the morcery to the jury in that case.

[00:32:17] Speaker 05:
And that's important when the double recovery

[00:32:19] Speaker 05:
They were prevented from presenting that argument.

[00:32:23] Speaker 05:
Now, there is, I will concede that there is a segment where counsel for the plaintiff said that we are withdrawing our arguments after the court had already ruled that certain claims and counts were ruled on as a matter of judgment.

[00:32:40] Speaker 05:
Counsel considered it and said, well, it's probably not relevant to the remaining count based on the court's prior rulings.

[00:32:48] Speaker 05:
But then, very clearly, even after that concession, they were not going to raise it at argument.

[00:32:52] Speaker 05:
The court separately struck the entirety of the testimony, Mr. Morrison.

[00:32:57] Speaker 05:
So there's no question that testimony was not presented first.

[00:33:02] Speaker 05:
And it wasn't a judgment as to the credibility of the testimony.

[00:33:06] Speaker 05:
It was a judgment as to the relevance of the testimony at the first trial.

[00:33:12] Speaker 05:
So to say that this court has twice determined

[00:33:15] Speaker 05:
that the report was essentially worthless.

[00:33:19] Speaker 05:
I think it's a misstatement.

[00:33:21] Speaker 05:
The judge actually allowed the jury to hear the testimony because she gave it credibility, but then later after her rulings limiting claims struck the testimony as no longer relevant for the jury to consider.

[00:33:36] Speaker 05:
And with that being said, Your Honor, this case has been going on for

[00:33:42] Speaker 05:
12 years now, I believe, not quite 12, 11 years.

[00:33:45] Speaker 05:
It's been up on appeal once.

[00:33:47] Speaker 05:
It's gone back down that once on a successful appeal.

[00:33:53] Speaker 05:
Preach fiduciary duty belongs before a judge.

[00:33:57] Speaker 05:
That's what the court ruled, what this court ruled last time.

[00:34:01] Speaker 05:
There is no reason in this motion or in this opinion that that testimony of Mr. Morrissey should not see the light of the jury.

[00:34:09] Speaker 05:
They can determine it.

[00:34:11] Speaker 03:
Thank you, counsel.

[00:34:13] Speaker 03:
Thank you to both counsel.

[00:34:14] Speaker 03:
We'll take this case under submission.