Opinion
NOT TO BE PUBLISHED
Contra Costa County Super. Ct. No. C04-01537
Jones, P.J.
Ivan Nahlik and American Forest Products, Inc. (AFP) appeal from a judgment awarding damages to respondents Craig and Anne Mathis in an action arising out of the purchase and construction of a residence in Contra Costa County. After a bench trial, the court found Nahlik was the alter ego of AFP. It held both Nahlik and AFP liable on a number of causes of action and awarded the Mathises damages to compensate them for out-of-pocket costs incurred to date and expenses to be incurred in the future to repair the house and adjacent grounds. It also awarded the Mathises attorney fees under Civil Code section 1717.
Nahlik’s primary claims on appeal concern the adequacy of the trial court’s statement of decision and the measure of damages applied below. In addition, Nahlik challenges the trial court’s alter ego finding as unsupported by the evidence and argues that the Mathises failed to present sufficient evidence to establish their entitlement to attorney fees. We find none of Nahlik’s contentions persuasive and therefore affirm the judgment.
For the sake of convenience, we will refer to both Nahlik and AFP collectively as “Nahlik” save where the context requires otherwise.
Factual and Procedural Background
We recite the relevant facts in the manner most favorable to the judgment, resolving all conflicts and drawing all inferences in favor of respondent. (Nwosu v. Uba (2004) 122 Cal.App.4th 1229, 1233, fn. 2.) We do so while acknowledging that many of the facts set forth below were disputed at trial. (See ibid.)
American Forest Products
AFP is a Florida corporation formed in approximately 1994. It was registered as a foreign corporation in California in February 2001. During the time period relevant to this action, Nahlik was AFP’s president, sole shareholder, sole director, and sole employee. AFP’s California address was Nahlik’s home in Livermore. Nahlik testified at trial that the house at issue in this action is the only single family residence AFP ever constructed. AFP’s corporate powers were forfeited by the California Franchise Tax Board on February 2, 2004, for failure to pay taxes and remained suspended until at least September 2006. In response to the trial court’s pretrial order, Nahlik produced no corporate minutes, financial records, subcontracts, or insurance policies for AFP.
The Sale of the Property
The property at issue in this litigation is now known as 8000 Collier Canyon Road in Livermore (the Property). A farmhouse had been located on the Property before the Mathises first saw it, but by that time, Nahlik had demolished most of the old farmhouse leaving only the subfloor and one wall. This work was done without a permit. When Craig Mathis first visited the Property, a new house was under construction – new subfloors were in place, some walls were being framed, and a new perimeter foundation had been poured around the old foundation. Nahlik told the Mathises that he was a contractor and developer who had done a lot of construction. At the time, however, Nahlik did not have a contractor’s license.
On November 17, 2000, the Mathises offered to purchase the Property from Nahlik. Nahlik signed the acceptance of the offer on November 21. Under the terms of the contract, escrow was to close “180 days after acceptance or... upon completion of construction [of the house].” Both AFP and Nahlik were listed as sellers on the contract, although the accompanying disclosure documents listed only Nahlik as the seller and were signed by Nahlik alone. Nahlik told the Mathises that he was the owner of the Property, although neither Nahlik nor AFP owned the Property at the time. AFP acquired title to the Property on March 14, 2001, but because he owned AFP, Nahlik nevertheless viewed himself as owner of the Property.
The Property was part of a larger parcel that was ultimately subdivided before sale to the Mathises.
Nahlik signed a “Real Estate Transfer Disclosure Statement” for the Property on November 21, 2000. In the “Seller’s Information” portion of this disclosure statement, a handwritten notation stated, “This is a new home – please see spec sheet attached hereto.” The disclosure statement also asked whether the seller was “aware of any significant defects/malfunctions” in parts of the structure, including the foundation. The typewritten response to this question referred only to “minor” curing and/or settling cracks in some of the concrete structures on the Property. The disclosure statement also asked whether the seller was aware of any structural modifications or alterations that had been made without necessary permits or that did not meet code requirements, whether there was any settling, slippage, or other soil problems, or any flooding, drainage, or grading problems. The response to each of these questions was “no.” Nahlik did not tell the Mathises that they were buying a new house built on a 50-year-old foundation.
Escrow did not close within the 180 days provided in the initial contract, because the house had not been completed, and the subdivision of the original parcel had not been finalized. In fact, Nahlik did not apply for a building permit for a new single family residence on the Property until August 28, 2001, some nine months after signing the initial contract. Both Nahlik and AFP were listed as applicants on the building permit.
On June 23, 2003, the Mathises signed a second purchase agreement with AFP. Escrow closed and the Mathises moved into the house in November 2003. At that time, Nahlik knew the building permit had expired, there had been no final inspections, and that therefore there was no certificate of occupancy for the Property.
On April 1, 2004, the Contra Costa County Building Inspection Department notified the Mathises that a notice of violation had been recorded against the Property because the house had been built without permits. After the Mathises applied for a new permit to obtain a final inspection and certificate of occupancy, the Building Inspection Department produced a three-page list of items that needed to be corrected. The notice of violation was finally cleared on January 18, 2005, and the Mathises obtained a certificate of occupancy on February 1, 2005.
Defects in the Property
After moving in, the Mathises soon began to notice that the walls and ceilings in the house were beginning to separate. They also began to experience problems with flooding and drainage on the Property. The Mathises hired a company to do grading work to alleviate the flooding problem. Besides the significant drainage problems, defects in the foundation, plumbing, ventilation, and electrical system were later discovered, in addition to problems with the well water.
The Action, Trial, and Decision
The Mathises sued Nahlik and AFP on August 23, 2004. They filed their operative second amended complaint on September 22, 2005. As relevant here, that complaint alleged causes of action for negligence, breach of warranty, breach of contract, fraudulent concealment, intentional misrepresentation, and negligent misrepresentation. As to each of these causes of action, the complaint named both Nahlik and AFP as defendants.
Two other defendants were dismissed prior to trial and are not parties to this appeal.
The case was tried to the court in August 2007. The Mathises presented expert testimony on a number of issues. An expert in construction defect cases testified that the Property was not properly graded, that the builder had completely disregarded applicable building codes, and that the foundation system was “totally inadequate.” An expert in geotechnical civil engineering agreed with this assessment and testified that the applicable standard of care would have required the use of a pier and grade beam foundation. Nahlik’s own civil engineering expert agreed that the foundation was not properly constructed. He further agreed that a pier and grade beam foundation would be an appropriate solution to the Mathises’ foundation problems and would be one he would recommend if cost were not an issue.
The Mathises also presented evidence of the amounts they had already expended on repairs and of the estimated cost of future repairs. The foundation repair and associated work were estimated to cost $484,416. The cost of fixing the drainage problems on the Property was estimated at $63,300. The estimate for repairs to the exterior of the residence was $51,924. With the addition of other repair costs, the total preliminary estimate presented by the Mathises’ consultants amounted to $962,628.
The trial court issued its intended decision on November 15, 2007, finding Nahlik and AFP jointly and severally liable on the Mathises’ claims for breach of contract, negligence, fraudulent concealment, and intentional and negligent misrepresentation. The Mathises were awarded $670,923 in damages, plus attorney fees for breach of contract.
Nahlik then filed a request for statement of decision asking the trial court to “explain[] the factual and legal bases for its decision” on 40 separate issues. In “Issue 34,” Nahlik asked the court to state how it calculated the damage award, including the amount attributable to the claims for breach of contract, intentional misrepresentation/concealment, and negligent misrepresentation/concealment. The trial court ordered the Mathises to prepare a proposed statement of decision, which they filed on December 5, 2007. The proposed statement of decision included a finding that Nahlik was the alter ego of AFP. That same day, Nahlik filed his “proposals for statement of decision.” In that document, Nahlik included suggested answers to a number of the issues listed in his request for statement of decision, and some of the suggested answers contained a discussion of the evidence and what Nahlik claimed to be the governing law. Nahlik suggested no answer to “Issue 34.”
Nahlik filed objections to the proposed statement of decision on December 26, 2007. In his objections, Nahlik asked the court to designate a dollar amount of damages attributable to each of the breach of contract, intentional misrepresentation, and negligent misrepresentation causes of action. Addressing the alter ego finding, Nahlik objected that the finding did not properly reflect the evidence at trial and asserted that the Mathises had not met their burden of proof on the issue. The Mathises responded to the objections, and Nahlik filed a reply to their response in which he again contended the proposed statement of decision was inadequate “because it did not break down the damages awarded under each theory propounded by plaintiffs.”
The trial court filed its judgment on January 23, 2008. Nahlik moved for a new trial on February 15, 2008. The court filed the statement of decision on April 4, 2008, nunc pro tunc as of January 15, 2008. On the same day it filed the statement of decision, the court denied Nahlik’s motion for new trial. On April 14, 2008, the trial court granted the Mathises’ motion for attorney fees and awarded them $199,607. Nahlik filed a timely appeal from both the January 23, 2008 judgment and the order awarding attorney fees.
Discussion
Nahlik attacks the judgment on a number of grounds. First, he claims the statement of decision is inadequate under Code of Civil Procedure section 632 because it (1) does not itemize the elements of damage awarded, and (2) does not identify the legal measure of damages the trial court applied. With regard to the second claimed defect, Nahlik asserts that the trial court applied an incorrect measure of damages because Civil Code section 3343 provides the exclusive measure in cases involving fraud in the sale of real property. Second, Nahlik argues that regardless of the measure of damages applied, the damages awarded are excessive. Third, he contends that the alter ego finding is unsupported by the evidence. Fourth, he asserts that the trial court improperly denied his motion for new trial. Finally, he argues that the attorney fee award must be reversed because there is insufficient evidence of the reasonableness of the attorney fees sought and of the value of the services performed. We discuss these arguments in turn.
I. Adequacy of the Statement of Decision
A. General Principles
“A trial court rendering a statement of decision under Code of Civil Procedure section 632 is required only to state ultimate rather than evidentiary facts. A trial court is not required to make findings with regard to detailed evidentiary facts or to make minute findings as to individual items of evidence. Only where a trial court fails to make findings as to a material issue which would fairly disclose the determination by the trial court would reversible error result. Even though a court fails to make a finding on a particular matter, if the judgment is otherwise supported, the omission is harmless error unless the evidence is sufficient to sustain a finding in favor of the complaining party which would have the effect of countervailing or destroying other findings. A failure to find on an immaterial issue is not error. [Citation.] In issuing a statement of decision, the trial court need not address each question listed in a party’s request. All that is required is an explanation of the factual and legal basis for the court’s decision regarding such principal controverted issues at trial as are listed in the request. [Citation.]” (Nunes Turfgrass, Inc. v. Vaughn-Jacklin Seed Co. (1988) 200 Cal.App.3d 1518, 1525 (Nunes Turfgrass).)
The statement of decision is required to resolve all material issues of fact, not law. (Bandt v. Board of Retirement (2006) 136 Cal.App.4th 140, 163.) It need only set out the trial court’s ultimate findings, rather than its evidentiary ones. (Yield Dynamics, Inc. v. TEA Systems Corp. (2007) 154 Cal.App.4th 547, 559.) An ultimate fact is “a core fact, such as an element of a claim or defense, without which the claim or defense must fail.” (Ibid.)
If the trial court’s statement of decision is ambiguous or omits material factual findings, the doctrine of implied findings generally requires us to infer any factual findings necessary to support the judgment. (Ermoian v. Desert Hospital (2007) 152 Cal.App.4th 475, 494; Fladeboe v. American Isuzu Motors, Inc. (2007) 150 Cal.App.4th 42, 58 (Fladeboe).) To avoid the doctrine’s application, an appellant must take two steps in the trial court. First, the appellant must secure a statement of decision under Code of Civil Procedure section 632, and second, pursuant to Code of Civil Procedure section 634, the appellant must bring any alleged ambiguities and omissions in the statement of decision to the trial court’s attention. (Fladeboe, supra, 150 Cal.App.4th at p. 58.) If the appellant fails to take these steps, then the doctrine of implied findings will apply, and we will infer the trial court made implied findings favorable to the prevailing party on all issues necessary to support the judgment. (Id. at pp. 59-60.) In such a case, we review the implied factual findings under the substantial evidence standard. (Id. at p. 60.)
B. Nahlik Has Failed to Demonstrate Prejudicial Error.
Nahlik first argues the trial court erred in awarding judgment in a lump sum. Citing cases such as 29 Palms Van & Storage v. L.A. Met. Transit Authority (1963) 221 Cal.App.2d 183 (29 Palms) and Gordon v. Wolfe (1986) 179 Cal.App.3d 162, Nahlik contends that where several categories of damages are put at issue, a defendant is entitled to findings as to each of the distinct categories of damages. In his view, the statement of decision is deficient because it does not itemize the various categories of special damages awarded.
Ordinarily, the trial court is not required to make findings regarding the process of calculation which is the basis of an ultimate fact. (Gordon v. Wolfe, supra, 179 Cal.App.3d at p. 167.) Thus, trial judges need not explain their computation of the damages awarded. (3 Wegner, et al., Cal. Practice Guide: Civil Trials and Evidence (The Rutter Group 2009) ¶ 16:177, p. 16-41.) This general rule does not apply in all cases, however. Special findings have been required in cases “involving a determination of separate ‘items’ of damage, separately pleaded, each dependent upon a determination of separate issues of fact....” (South Bay Irr. Dist. v. California-American Water Co. (1976) 61 Cal.App.3d 944, 994 (South Bay).) Consequently, “where both general and special damages are demanded, it is the duty of the trial court, if it finds for plaintiff, to find separately the general damages and the several categories of special damages.” (29 Palms, supra, 221 Cal.App.2d at p. 185.) Nevertheless, where damages are the product of interwoven elements, the trial court is not required to make separate findings on each element. (Kuffel v. Seaside Oil Co. (1977) 69 Cal.App.3d 555, 565-566; South Bay, supra, 61 Cal.App.3d at p. 995.)
As our state’s Supreme Court explained more than 80 years ago, “[w]here a complainant or cross-complainant does not in his pleading rely upon a general averment of damages, but pleads both general and special damages and particularizes the items wherein each consists, and where the defendant or cross-defendants put these specifically in issue, they are entitled to special findings upon the issues as thus presented in order that they may point out the precise errors of the trial court upon motion for a new trial and upon appeal. [Citations.]” (Klein v. Milne (1926) 198 Cal. 71, 76; see also James v. Haley (1931) 212 Cal. 142, 147.)
We note at the outset two procedural impediments to our consideration of Nahlik’s challenge to the statement of decision. First, the argument Nahlik raises in this court is somewhat different from the one he made below. In the trial court, Nahlik did not object to the proposed statement of decision on the ground that it failed to itemize the various categories of special damages. Instead, he asked the trial court for a breakdown of the damages awarded under each legal theory asserted by the Mathises. This was true in both Nahlik’s objections to the proposed statement of decision and in his motion for a new trial. In his opening brief on appeal, however, Nahlik faults the trial court for failing to explain precisely which of the specific costs and expenses claimed by the Mathises went into the damages awarded. His brief asks whether the trial court awarded damages for items such as loan extension fees, a water osmosis system, grading, and site drainage. These were not the issues raised in his objections to the proposed statement of decision. (See Ripani v. Liberty Loan Corp. (1979) 95 Cal.App.3d 603, 615 [“defendant did not call to the trial court’s attention the reasons it now alleges the findings are inadequate....”].) To bring defects in the statement of decision to the trial court’s attention, “[t]he alleged omission or ambiguity must be identified with sufficient particularity to allow the trial court to correct the defect.” (Ermoian v. Desert Hospital, supra, 152 Cal.App.4th at p. 498.)
Second, the Mathises point out that the trial court found their damages were “intertwined as to the various causes of action” upon which they prevailed. Relying on South Bay, supra, 61 Cal.App.3d 944, they contend their damages “are the product of interwoven elements, [therefore] the court is not required to separately assess the damage attributable to each element. [Citations.]” (Id. at p. 995.) Nahlik did not address this question either in the trial court or in his opening brief on appeal. In his reply brief, he asserts for the first time that this is not a case of interwoven elements of damage. As a matter of fairness to respondents, we generally will not consider arguments made for the first time in an appellant’s reply brief. (E.g., In re Groundwater Cases (2007) 154 Cal.App.4th 659, 693.)
Even if we were to overlook these procedural issues, Nahlik has failed to demonstrate that the alleged error is prejudicial. “An appellant seeking a reversal upon the ground the trial court failed to make a required special finding on an issue of fact, has the burden of directing the attention of the appellate court to the evidence on the issue; and of showing such evidence, considered in the light most favorably to appellant’s position, will support a finding of fact which, in turn, will support a reversal of the judgment.” (South Bay, supra, 61 Cal.App.3d at p. 995.) Thus, if the trial court’s judgment is otherwise supported, its failure to make findings on a material issue is harmless error “unless the evidence is sufficient to sustain a finding in favor of the complaining party which would have the effect of countervailing or destroying other findings.” (Nunes Turfgrass, supra, 200 Cal.App.3d at p. 1525.) While Nahlik questions the damages awarded to the Mathises, he does not direct our attention to evidence that would support findings of fact that would, in turn, support reversal of the judgment. We therefore conclude that Nahlik has failed to meet his burden of showing prejudicial error. (See ibid.)
Nahlik’s opening brief does direct our attention to the evidence regarding one specific item of damage. He questions whether the trial court awarded the Mathises $39,296.27 for what he calls “an expensive, elaborate and unnecessary osmosis system[.]” Nahlik argues that if the trial court did award this amount, the damage award would be excessive “because a report from a water testing company... showed that the well water was fine.” While Nahlik provides a citation to the report in the record, he does not explain the results contained in it, nor does he point us to trial testimony that would do so. We have examined the report ourselves, and we note that the results appear to show that certain metals and chemicals were present in the water samples at levels in excess of reporting limits. In addition, Nahlik cites an analysis of well test results, but that analysis seems to indicate that the total dissolved solids in the water exceeded the maximum contaminant level and that coliform bacteria were present. In the absence of any further explanation of these test results, we cannot say that this evidence is sufficient to sustain a finding in Nahlik’s favor which would have the effect of countervailing or destroying other findings. (Nunes Turfgrass, supra, 200 Cal.App.3d at p. 1525.)
II. The Theory of Trial Doctrine Bars Nahlik’s Arguments Regarding the Measure of Damages.
Nahlik next claims the trial court applied the wrong measure of damages. According to Nahlik, Civil Code section 3343 (section 3343) provides the exclusive measure of damages “in a real property purchase involving fraud.” The Mathises respond that their claims below were not limited to fraud in the real property transaction but also involved “intertwined issues” of breach of contract and negligence. They also point out that Nahlik did not argue to the trial court that section 3343 was the exclusive measure of damages. We conclude that the theory of trial doctrine prevents Nahlik from raising this argument on appeal.
At the outset, we note that although Nahlik cited section 3343 in his objection to the proposed statement of decision, he did not argue that it provided the exclusive measure of damages in this case. To the contrary, in his objections, Nahlik asserted: “There are multiple factors that the court can use in establishing damages under the three theories on which the court has made its finding.” (Italics added.) Nahlik went on to cite section 3343, but he claimed only that it “[n]ormally [ ] applies to real property fraud claims....” (Italics added.) Nahlik also did not argue, as he does in this court, that section 3343 “is the exclusive measure [of damages] in cases involving fraud in a real property purchase,” even if the case also involved claims other than fraud. Nahlik’s objection did set forth his calculation of what the damages would be under section 3343, but it also acknowledged that the Mathises had asked the court to apply a different measure, and his objection asked only for clarification as to which legal measure the trial court had chosen. Thus, it would be inappropriate to permit Nahlik to argue for the first time on appeal that section 3343 provides the sole available measure of damages when he did not object to the trial court’s statement of decision on this basis. (See Jones v. Wagner (2001) 90 Cal.App.4th 466, 481-482.)
Nahlik states that he also cited section 3343 in a trial brief filed below, and he has attached a copy of that document to his reply brief in this court. He acknowledges, however, that he failed to include this document in his appendix. We will not consider arguments based on documents that were presented to the superior court but not included in the record on appeal. (Cosenza v. Kramer (1984) 152 Cal.App.3d 1100, 1102.) As one court has put it, “if it is not in the record, it did not happen[.]” (See Protect Our Water v. County of Merced (2003) 110 Cal.App.4th 362, 364.)
Nahlik contends he was not required to raise the argument below, because there is no need to object to legal errors appearing on the face of the statement of decision. (See United Services Auto. Assn. v. Dalrymple (1991) 232 Cal.App.3d 182, 186.) The flaw in this argument is that the parties appear to have tried the case on the assumption that the Mathises could also recover based on the measure of damages appropriate in cases of breach of contract or negligence. As a consequence, the theory of trial doctrine bars Nahlik from asserting for the first time on appeal that a different measure of damages should have been applied. (9 Witkin, Cal. Procedure (5th ed. 2008) Appeal, §§ 407, 411, pp. 466-468, 470; see also County of Los Angeles v. Southern Cal. Edison Co. (2003) 112 Cal.App.4th 1108, 1118 [theory of trial doctrine related to doctrines of waiver and invited error].)
Review of the record demonstrates that both parties appear to have proceeded on the assumption that there were a number of potential measures of the Mathises’ damages. Thus, in a memorandum they submitted to the trial court on the measure of damages, the Mathises claimed they were entitled to damages for breach of contract under Civil Code section 3333, which permits recovery of “the amount which will compensate for all the detriment proximately caused [by the breach], whether it could have been anticipated or not.” The Mathises claimed their recovery for the breach should be the cost to repair their damaged home. They argued that the measure of their damages on their negligence claim was also the cost of repair, but that they could be awarded costs of repair exceeding the Property’s diminution in value under the holding of Orndorff v. Christiana Community Builders (1990) 217 Cal.App.3d 683 (Orndorff).
In his opposing memorandum, Nahlik claimed the measure of damages was either the cost of repair or the diminution in value of the Property, whichever was less, but he acknowledged that costs of repair in excess of the diminution in value could be awarded. He did not claim the Mathises’ damages were limited to those allowed by section 3343, and indeed, his memorandum did not even cite that section. Nahlik’s supplemental memorandum of points and authorities on damages likewise did not mention section 3343. In his request for a statement of decision, Nahlik asked the court to provide the statutory or legal authority upon which it relied in determining the damages to which the Mathises were entitled, but when he submitted his proposals for the statement of decision, Nahlik did not direct the trial court to section 3343. As noted above, in his objections to the proposed statement of decision, Nahlik finally raised section 3343, but he appeared to agree that the trial court could consider multiple factors in awarding damages under the different theories on which the Mathises had prevailed. Although his motion for new trial raised the issue of excessive damages, it also did not suggest that section 3343 provided the exclusive measure.
As our colleagues in Division Two have explained, “ ‘[i]t is well established that where a case is tried, without objection on the part of the defendant, on the theory that a certain rule for the measure of damages is correct, the defendant cannot urge for the first time on appeal that the case was tried on an erroneous theory as to damages.’ [Citations.]” (Easton v. Strassburger (1984) 152 Cal.App.3d 90, 107, quoting Evans v. Faught (1965) 231 Cal.App.2d 698, 713 [declining to address appellant’s claim that § 3343 was proper measure of damages where appellant failed to make objection below]; see also Kantlehner v. Bisceglia (1951) 102 Cal.App.2d 1, 6.) The parties litigated the case below on the assumption that there were a number of ways in which to measure the Mathises’ damages. As a result, “whether the rule adopted for the ascertainment of damages was the correct one or not, we are not called upon to consider. It was the one adopted and acquiesced in by both parties and followed by the court, and neither of the litigants can be heard after judgment to question its correctness or the competency of the evidence introduced under it. [Citations.]” (Durkee v. Chino Land and Water Co. (1907) 151 Cal. 561, 571.)
Nahlik’s argument that the trial court could not award damages pursuant to Orndorff, supra, 217 Cal.App.3d 683, fails for similar reasons. As Nahlik acknowledges, one of the Mathises’ arguments was that the proper measure of their damages was the one set forth in Orndorff. Nahlik did not claim below that the Orndorff measure of damages was legally unavailable in this case, only that the factual requirements for its application had not been satisfied. Having tried the case on the assumption that damages could legally be awarded under Orndorff, Nahlik may not now assert that application of that measure of damages was erroneous.
Orndorff held that in a construction defect case, where “the plaintiffs have a personal reason to repair and the costs of repair are not unreasonable in light of the damage to the property and the value after repair, costs of repair which exceed the diminution in value may be awarded.” (Id. at p. 687.)
Nahlik contends that even assuming Orndorff applies, it cannot sustain the judgment because the statement of decision lacks explicit findings that (1) the Mathises had a personal reason to repair, and (2) the costs of repair are not unreasonable in light of the damage to the property and the value after repair. (See Orndorff, supra, 217 Cal.App.3d at p. 687.) Once again, Nahlik’s request for a statement of decision did not ask the trial court to make factual findings on these issues. Nor did he object to the proposed statement of decision on the ground that it lacked such findings. Because Nahlik failed both to request specific findings on these issues and to object to the statement of decision on the grounds that it lacked them, we must infer that the trial court made the necessary findings. (Fladeboe, supra, 150 Cal.App.4th at p. 58.)
III. Nahlik Has Failed to Demonstrate the Damages Are Excessive.
The amount of damages is a question of fact for the trier of fact. (Seffert v. Los Angeles Transit Lines (1961) 56 Cal.2d 498, 506.) “[D]amages are excessive only where the recovery is so grossly disproportionate to the injury that the award may be presumed to have been the result of passion or prejudice.” (Fortman v. Hemco, Inc. (1989) 211 Cal.App.3d 241, 259.) In a bench trial, the superior court is in a far better position than we are to evaluate the amount of damages in light of the evidence presented at trial. (See County of Los Angeles v. Southern Cal. Edison Co., supra, 112 Cal.App.4th at p. 1121.) We therefore review the excessive damage claim under the substantial evidence standard, according great weight to the trial court’s determination and indulging all presumptions in its favor. (Kelly v. CB&I Constructors, Inc. (2009) 179 Cal.App.4th 442, 452, 455.)
Nahlik asserts that various items of damages requested by the Mathises are excessive. For the most part, Nahlik does not direct our attention to any of the evidence bearing on the allegedly excessive items of damage, so we have no way of evaluating his arguments. (See Doe v. Roman Catholic Archbishop of Cashel & Emly (2009) 177 Cal.App.4th 209, 218 [party challenging sufficiency of the evidence to support findings must set forth and analyze all evidence on that point, both favorable and unfavorable].) We note, however, that a number of his claims are based on misreadings of the record. For example, he suggests $9,150 in claimed expenses for grading work were actually for “vineyard prep.” While the invoices in question list the “job name” as “vineyard prep,” they describe the actual work performed as “fire protection & general cleanup” and “property drainage, V ditch.” This is entirely consistent with Craig Mathis’s testimony that the work performed was for fire protection, property cleanup, grading, and drainage. Nahlik also notes that the Mathises sought $39,296.27 for a water osmosis system, and asserts that Craig Mathis “admitted that he could obtain [a] water purification system for $100.” This takes Mathis’s testimony entirely out of context. Mathis appears to have referred in that instance to a “very small” system “just to water filter your tap[.]” In any event, the Mathises introduced a receipt for the system and Craig Mathis testified that it was paid. This is evidence that the charges were reasonable. (See Gorman v. Tassajara Development Corp. (2009) 178 Cal.App.4th 44, 87 [if party testifies he paid for repairs, party’s testimony, together with invoices, bills, and receipts are evidence that the charges were reasonable].)
Nahlik argues that because the Mathises’ experts provided cost estimates for repairs that differed from those provided by his own experts, this raises the question of whether the costs are reasonable. It is true that the conflict in the expert testimony raised the question of whether the repair costs were reasonable, but that question was properly answered by the trial court. (See People ex rel. Brown v. Tri-Union Seafoods, LLC (2009) 171 Cal.App.4th 1549, 1573 [trial court is arbiter of conflicts in expert testimony; appellate court reviews trial court’s conclusion only for substantial evidence].) We will not reweigh the evidence before the trial court merely because Nahlik presented evidence of less costly methods of repair. (Kelly v. CB&I Constructors, Inc., supra, 179 Cal.App.4th at p. 454.) The substantial evidence standard applies to both lay and expert testimony, and the trial court was free to reject the opinion of Nahlik’s experts, so long as it did not do so arbitrarily. (People ex rel. Brown v. Tri-Union Seafoods, LLC, supra, 171 Cal.App.4th at pp. 1567, 1568.) Nahlik does not claim, and certainly has not shown, that the trial court acted arbitrarily.
IV. Substantial Evidence Supports the Alter Ego Finding, and Nahlik May Be Held Personally Liable Based on His Own Conduct.
Nahlik next challenges the trial court’s finding that he was the alter ego of AFP, and argues that because there was insufficient evidence to support this finding, he is subject to no liability based on the trial court’s piercing of the corporate veil. “In California, two conditions must be met before the alter ego doctrine will be invoked. First, there must be such a unity of interest and ownership between the corporation and its equitable owner that the separate personalities of the corporation and the shareholder do not in reality exist. Second, there must be an inequitable result if the acts in question are treated as those of the corporation alone. [Citations.]” (Sonora Diamond Corp. v. Superior Court (2000) 83 Cal.App.4th 523, 538.) Whether these conditions are satisfied is principally a question of fact. (Tran v. Farmers Group, Inc. (2002) 104 Cal.App.4th 1202, 1219.) As we explain below, substantial evidence supports the trial court’s finding, and in any event, Nahlik may be held personally liable even without the application of the alter ego doctrine.
Before addressing the question of substantial evidence, we must point out that once again, Nahlik attacks the trial court’s findings on a ground he did not assert below. One of his arguments for reversal is that the trial court failed to make an explicit finding that an injustice would result if the alter ego doctrine were not applied. (See, e.g., Sonora Diamond Corp. v. Superior Court, supra, 83 Cal.App.4th at p. 539 [alter ego doctrine may not be invoked absent evidence of wrongdoing by defendant or evidence of injustice flowing from recognition of separate corporate identity].) But Nahlik did not seek an explicit finding on this issue in his request for a statement of decision, asking only “[o]n what legal/factual basis did the court find that Ivan Nahlik was personally liable for the damages allegedly sustained by the plaintiffs?” Nahlik offered no proposed factual finding or legal conclusion to the trial court on this issue when he filed his “proposals for statement of decision.” Nahlik objections to the statement of decision on the alter ego finding addressed only the “unity of interest” prong of the alter ego analysis. He asserted that the proposed statement of decision did not correctly reflect the evidence and that the Mathises had failed to produce sufficient evidence to support the unity of interest finding. Nahlik’s motion for new trial does not mention the alter ego issue. To bring this claimed deficiency to the trial court’s attention, Nahlik was required to file specific objections to the statement of decision. (Ermoian v. Desert Hospital, supra, 152 Cal.App.4th at p. 498.) He did not do so, and we must therefore infer that the trial court made the required finding. (Id. at p. 494.)
Most fundamentally, however, Nahlik is simply incorrect in claiming that the Mathises failed to introduce substantial evidence that would support a finding of alter ego and that the trial court considered factors irrelevant to the alter ego doctrine. Prior cases have listed many factors the trial court may consider in making this determination. (See Associated Vendors, Inc. v. Oakland Meat Co. (1962) 210 Cal.App.2d 825, 838-840 (Associated Vendors).) But such lists are not exhaustive (Morrison Knudsen Corp. v. Hancock, Rothert & Bunshoft (1999) 69 Cal.App.4th 223, 249-250), and no single factor is determinative. (Sonora Diamond Corp. v. Superior Court, supra, 83 Cal.App.4th at p. 539.) As we demonstrate below, the factors upon which the trial court relied were both consistent with California case law and amply supported by the evidence.
The trial court found that Nahlik had failed to observe proper corporate formalities. (Sonora Diamond Corp. v. Superior Court, supra, 83 Cal.App.4th at p. 539 [disregard of corporate formalities relevant to alter ego determination].) Nahlik failed to produce any corporate records in response to the trial court’s pretrial order, claiming that they had been lost or destroyed when he moved. (See Associated Vendors, supra, 210 Cal.App.2d at p. 838 [“failure to maintain minutes or adequate corporate records” may support finding of alter ego].) During the time of the events giving rise to the suit, Nahlik was the sole employee, shareholder, and director of the corporation, as well as its president. (McCombs v. Rudman (1961) 197 Cal.App.2d 46, 49.) Nahlik testified that as owner of AFP he believed he also owned the property belonging to the corporation. (See id. at p. 50 [alter ego finding upheld where corporation’s sole stockholder, president, and general manager did not distinguish between himself and corporation in testimony].) Nahlik also executed sales and disclosure documents as an individual. (Ibid.) He submitted building permit applications in the name of AFP and Nahlik jointly. (See Irey v. Len (1961) 191 Cal.App.2d 13, 19 [signing in two capacities cited as evidence for alter ego finding].) Although he testified AFP was a Florida corporation, Nahlik could not identify its address or phone number and did not know how it was structured. The trial court found Nahlik had entered into the original contract of sale for the Property before AFP obtained corporate status in California, and during much of the pendency of this litigation, AFP’s corporate privileges in California were forfeited. (Jack Farenbaugh & Son v. Belmont Construction, Inc. (1987) 194 Cal.App.3d 1023, 1033 [citing suspension of corporate privileges in alter ego inquiry].) All of these factors support the trial court’s alter ego finding.
Nahlik also testified, somewhat inconsistently, that his wife kept corporate records.
Nahlik complains that some of the factors the trial court considered were irrelevant to the alter ego finding. He appears to contend that because these factors are not specifically listed in the published case law, they are not relevant to the alter ego inquiry. This is incorrect. As the Associated Vendors court explained, “the presence or absence of any of these factors, as well as the consideration of any other circumstances which would have warranted the trier of fact to disregard the corporate entity, were within the province of the trial court.” (Associated Vendors, supra, 210 Cal.App.2d at p. 840.) Thus, the trial court did not err by taking into consideration the totality of the circumstances.
Moreover, Nahlik may be held individually liable even without application of the alter ego doctrine, since he personally participated in the conduct giving rise to the Mathises’ causes of action. Because “we may affirm a trial court judgment on any basis presented by the record whether or not relied upon by the trial court” (Day v. Alta Bates Medical Center (2002) 98 Cal.App.4th 243, 252, fn. 1), we would affirm the trial court’s judgment on this alternative ground even if Nahlik’s claim of insufficient evidence were accurate. (See Filet Menu, Inc. v. C.C.L. & G., Inc. (2000) 79 Cal.App.4th 852, 865-866.) The Mathises’ complaint named both AFP and Nahlik individually in each of the causes of action it alleged against those defendants, including the causes of action for negligence, breach of warranty, breach of contract, concealment[,] and intentional and negligent misrepresentation upon which the Mathises prevailed. (See id. at p. 866.) The trial court specifically found Nahlik individually undertook to perform substantial work on the construction and remodeling of the residence and further found the work fell below the standard of care. (See Michaelis v. Benavides (1998) 61 Cal.App.4th 681, 686 [president, director, and 50 percent shareholder of cement subcontractor may be liable for defective construction in which he personally participated].) It also found that the Mathises were injured by “the direct misrepresentations and concealments of Mr. Nahlik” and that Nahlik individually had made representations of fact that were “blatantly false.” The trial court’s statement of decision notes the amount of damages awarded was “clearly justified, in and of itself, as to the breach of contract, concealment, and intentional misrepresentation causes of action upon which [the Mathises] prevail.” Thus, the Mathises alleged, and the trial court specifically found, that Nahlik himself participated in the negligent construction or remodeling of the residence and made the actionable misrepresentations of fact. “Having been found to be a perpetrator of the tortious conduct, the alter ego doctrine is unnecessary to impose liability on [Nahlik]. He is independently responsible for his commission of the tort[s].” (Filet Menu, Inc. v. C.C.L.&G., Inc., supra, 79 Cal.App.4th at p. 866; see also Frances T. v. Village Green Owners Assn. (1986) 42 Cal.3d 490, 504-505.)
A similar analysis may be applied to the Mathises’ breach of contract cause of action. In general, the directors and officers of a corporation are not personally liable on contracts signed by them, unless they purport to bind themselves individually. (United States Liab. Ins. Co. v. Haidinger-Hayes, Inc. (1970) 1 Cal.3d 586, 595.) In this case, however, in explaining its alter ego finding, the trial court expressly noted that Nahlik had executed sales and disclosure documents “as an individual.” Having signed the sales and disclosure documents related to the Property as an individual, Nahlik could be held personally liable on them.
Our rejection of Nahlik’s challenges to the judgment necessarily disposes of his claim that the trial court improperly denied his motion for new trial.
V. The Trial Court Did Not Abuse its Discretion in Awarding Attorney Fees.
Nahlik’s final argument is that there was insufficient evidence to support the trial court’s award of attorney fees to the Mathises. Nahlik’s argument is conclusory, and his brief does not specifically challenge the reasonableness of the rates claimed by the Mathises’ counsel or identify any services performed that were allegedly unnecessary. Such unsupported claims are insufficient to demonstrate an abuse of discretion by the trial court. (See Avikian v. WTC Financial Corp. (2002) 98 Cal.App.4th 1108, 1119 [objections to attorney fee award must be supported by evidence; mere assertions that the claimed fees are unreasonable or excessive will not suffice].)
Nahlik’s claims also find no support in the case law. He asserts that counsel’s declarations in support of the motion for attorney fees failed to provide an adequate foundation for the reasonableness of the fees requested. The value of attorney time is normally reflected in the attorney’s hourly billing rate. (Mandel v. Lackner (1979) 92 Cal.App.3d 747, 761, disapproved on another point in Serrano v. Unruh (1982) 32 Cal.3d 621, 630, fn. 12.) An attorney’s declaration is sufficient to establish that the requested rates are in line with those prevailing in the community for similar services by lawyers of comparable skill and experience. (Davis v. City of San Diego (2003) 106 Cal.App.4th 893, 903.) Where the attorney’s declaration is unrebutted, it establishes the prevailing rate. (Graciano v. Robinson Ford Motor Sales, Inc. (2006) 144 Cal.App.4th 140, 156.) Here, counsel for the Mathises submitted a declaration setting forth the hourly rates for the attorneys who performed services. Nahlik’s opposition to the attorney fee motion did not argue that those rates were unreasonable and did not suggest that the prevailing hourly rates for attorneys performing similar work were lower than the rates claimed.
Contrary to Nahlik’s suggestion, the documentation supporting the Mathises’ fee request was more than sufficient. Ordinarily, the fee applicant’s evidence is sufficient if it consists of declarations from counsel and billing records setting forth the hourly rates charged, the hours expended, and the services performed. (PLCM Group, Inc. v. Drexler (2000) 22 Cal.4th 1084, 1096; Martino v. Denevi (1986) 182 Cal.App.3d 553, 558-559.) Such records “are entitled to credence in the absence of a clear indication the records are erroneous.” (Horsford v. Board of Trustees of California State University (2005) 132 Cal.App.4th 359, 397.) To the extent Nahlik seeks to require more documentation, his argument is inconsistent with California law. (See, e.g., Wershba v. Apple Computer, Inc. (2001) 91 Cal.App.4th 224, 255 [California case law permits fee awards in absence of detailed time sheets]; Sommers v. Erb (1992) 2 Cal.App.4th 1644, 1651-1652 [award proper where counsel provided “no exact time sheets” and estimated number of hours spent on case]; Martino v. Denevi, supra, 182 Cal.App.3d at p. 559 [contemporaneous time records not necessary for fee award].)
We find no error in the trial court’s award of attorney fees.
Because we have sustained the trial court’s alter ego finding, we need not address Nahlik’s cursory argument that no fees could be awarded against him under Civil Code section 1717 because he was not a party to the operative contract.
Disposition
The judgment is affirmed. Respondents shall recover their costs on appeal. (Cal. Rules of Court, rule 8.278(a)(1), (2).)
We concur: Simons, J., Needham, J.