Unger v. Morris + D'Angelo
- Jacquelyn Corley
- 3:23-cv-03284
- U.S. District Court · Northern District of California
- 10
In Maximiliaan Unger v. Morris + D'Angelo, Judge Corley granted Unger's summary-judgment motion, holding D'Angelo liable for the partnership judgment under California law.
The ruling directly affects Maximiliaan Unger and Patrick D’Angelo. It makes D’Angelo liable for the existing judgment against Morris + D’Angelo as if he were a partner, based on his representations and Unger’s reasonable reliance.
What happened
In Maximiliaan Unger v. Morris + D'Angelo, Maximiliaan Unger claimed that he transferred $2.5 million in digital assets to Morris + D’Angelo, an accounting firm, and the funds were not returned. The court had already entered a $3.6 million judgment plus interest against Morris, Morris + D’Angelo, and Steven Geller. Unger then sought summary judgment against Patrick D’Angelo, who did not respond to the motion.
The court found that Morris + D’Angelo was a general partnership under California law. Although D’Angelo had sold his remaining partnership interest by January 2022, he continued to represent himself to Unger as a partner, including through an email signature identifying him as “Managing Partner.” The court found that Unger reasonably relied on those representations when he transferred the funds and was harmed when the partnership did not return them.
Judge Jacquelyn Corley granted Unger’s motion for summary judgment. Under California law, the court held that D’Angelo was liable for the judgment against Morris + D’Angelo as if he were a partner. The court did not decide Unger’s alternative theory that D’Angelo was an actual partner, and it did not address Oregon law.
The detailed version
- Unger v. Morris + D'Angelo · No. 3:23-cv-03284
- Jacquelyn Corley
- Dec. 16, 2025
Background
Maximiliaan Unger brought claims against Morris + D’Angelo, an accounting firm, and individuals associated with it. He alleged that he transferred funds to the defendants and that they failed to return them. The court had previously entered a stipulated judgment requiring Daniel Morris and Morris + D’Angelo to pay Unger $3.6 million plus interest; the opinion also states that Steven Geller was dismissed from the action and later refers to a stipulated judgment involving Geller.
Unger moved for summary judgment against Patrick D’Angelo. He argued that D’Angelo was liable for the existing judgment against Morris + D’Angelo because D’Angelo was a general partner. In the alternative, Unger argued that D’Angelo had represented himself as a partner, Unger reasonably relied on that representation in dealing with the partnership, and D’Angelo was therefore liable under California’s partnership-by-representation statute. D’Angelo did not file a response.
The undisputed evidence showed that D’Angelo and Morris practiced together and co-owned the firm. D’Angelo testified that he sold his remaining interest and stopped being a partner in January 2022. Unger stated that D’Angelo had introduced himself as a partner, continued to be presented as a partner, and used an email signature stating “Managing Partner” after his withdrawal. Unger transferred $2.5 million in stablecoin assets to the firm on July 28, 2022, and stated that he would not have made the transfer if he had known D’Angelo was no longer a partner. The funds were not returned.
Legal Analysis
The court applied California Corporations Code Section 16308(a). That provision makes a person liable as if they were a partner when the person represents themselves as a partner, another represents them as a partner with their consent, or the representation is made publicly, and someone reasonably relies on the representation to enter a transaction with the actual or purported partnership.
The court found that Morris + D’Angelo was a general partnership in California. It also found that D’Angelo repeatedly represented himself as a partner to Unger, including through his introduction of himself as a partner and his “Managing Partner” email signature. Drawing all reasonable inferences in D’Angelo’s favor, the court nevertheless found no genuine dispute that Unger reasonably relied on those representations and entered the transaction to his detriment.
The court did not decide Unger’s actual-partner theory. It explained that a reasonable juror could find D’Angelo was no longer an actual partner after he sold his interest and withdrew. The court also declined to address Oregon law because the record did not establish as a matter of law that Morris + D’Angelo was a general partnership in Oregon.
Ruling
Judge Jacquelyn Corley granted Unger’s motion for summary judgment. The court held that, under California Corporations Code Section 16308(a), D’Angelo was liable for the judgment against Morris + D’Angelo as if he were a partner of the general partnership. The court stated that a separate judgment would be entered and that the order disposed of Docket No. 96.
Read the full 10-page opinion on CourtListener, the free public archive maintained by the Free Law Project.