Kevin R.

Martin (176853)
1 MARTIN APC
4200 Park Boulevard #656
2 Oakland, California 94602
510-444-7600 Phone
3 kevin@martinapc.com
4 Attorneys for Plaintiffs BRIEN DIXON and
KARIM MUHAMMAD
5
6
7
SUPERIOR COURT OF CALIFORNIA
8
COUNTY OF ALAMEDA
9
BRIEN DIXON, an individual and KARIM Case No.
10 MUHAMMAD, an individual,
COMPLAINT FOR BREACH OF
11 Plaintiffs, FIDUCIARY DUTIES; INTERFERENCE
WITH CONTRACTUAL RELATIONS;
12 v. UNFAIR BUSINESS PRACTICES;
ACCOUNTING; and DECLARATORY
13 RAYMOND BOBBITT, an individual; RELIEF
LEVANT OGBULIE, an individual;
14 AFRICAN AMERICAN SPORTS &
ENTERTAINMENT GROUP, LLC, a DEMAND FOR JURY TRIAL
15 California limited liability company, AASEG
LAND, LLC, a Delaware limited liability
16 company, AASEG DEVELOPMENT AND
INVESTMENT, LLC a Delaware limited
17 liability company; and Does 1 through 50.
18 Defendants.
19
20 Plaintiffs BRIEN DIXON and KARIM MUHAMMAD allege:
21 1. Plaintiff BRIEN DIXON (“Dixon”) is, and at all times alleged herein was, an
22 individual residing in Alameda County, California, and a 25% equity member (owner) of
23 defendant AFRICAN AMERICAN SPORTS & ENTERTAINMENT GROUP, LLC
24 (“AASEG”), a California limited liability company.
25 2. Plaintiff KARIM MUHAMMAD (“Muhammad”) is, and at all times alleged
26 herein was, an individual residing in Contra Costa County, California, and a 25% equity member
27 (owner) of AASEG.
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 1 3. Defendant RAYMOND BOBBITT (“Bobbitt”) is, and at all times alleged herein

2 was, an individual residing in Contra Costa County, California, and is a member and 25% equity

3 owner of AASEG.

4 4. Defendant LEVANT OGBULIE (“Ogbulie”) is, and at all times alleged herein

5 was, an individual residing in Alameda County, California, and is a member and 25% equity

6 owner of AASEG.

7 5. Defendant AASEG is a California limited liability company duly formed on

8 September 24, 2020 and existing under the laws of the State of California.
9 6. Defendant AASEG LAND, LLC (“AASEG Land”) is a Delaware limited liability
10 company formed by Bobbitt in December 2021.
11 7. Defendant AASEG DEVELOPMENT AND INVESTMENT, LLC is a Delaware
12 limited liability company formed by Bobbitt in December 2021
13 8. Plaintiffs are ignorant of the true names and capacities of defendants sued herein
14 as DOES 1 through 50, inclusive, and therefore sues these defendants by such fictitious names.
15 Plaintiffs will amend this complaint to allege their true names and capacities when ascertained.
16 9. Plaintiffs are informed and believe and thereon allege that, at all times herein
17 mentioned, each of the defendants sued herein was the agent and/or employee, co-venturer,
18 partner or in some manner the agent and/or principal of each of the remaining defendants and was
19 at all times acting within the purpose and scope of such agency, representation or employment in
20 doing or failing to do the acts alleged herein. The acts and conduct alleged herein of each such
21 defendant were known to, and authorized and ratified by each and every other remaining
22 defendants.
23 FORMATION AND OPERATIONS OF AASEG
24 10. On or about September 24, 2020, Plaintiffs Dixon and Muhammad and

25 Defendants Bobbitt and Ogbulie joined in agreement for the formation of defendant African

26 American Sports & Entertainment Group, LLC. (“AASEG”) The mission of AASEG was to

27 bring back professional sports to the Oakland Coliseum Complex by redeveloping the site

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 1 through an urban development mixed-use model using professional sports franchises as anchor
2 tenants and attracting ancillary development opportunities, making the Oakland Coliseum site
3 and surrounding area a regional hub and new tourist destination for the San Francisco Bay Area
4 region. The company mission was a complete revitalization and implementation of what is
5 known as the “Coliseum Area Specific Plan” approved by the City of Oakland in 2015. The plan
6 calls for approximately 800 acres of investment and development at the current Oakland
7 Coliseum site and surrounding area owned and controlled by the City of Oakland and Alameda
8 County. The four members had been meeting at various times during the prior year developing
9 the plan for business operations in the San Francisco Bay Area and beyond. Pursuant to
10 agreement among the four founding members, Articles of Organization for AASEG were filed

11 on September 24, 2020 with the California Secretary of State and issued under entity file number
12 202027210828. A true and correct copy of the LLC Registration- Articles of Organization for
13 African American Sports & Entertainment Group, LLC duly filed with the California Secretary
14 of State on September 24, 2020 is attached hereto as Exhibit A.
15 11. The organizer of AASEG prepared and executed Initial Resolutions relinquishing
16 signing authority to the four members Muhammad, Bobbitt, Ogbulie and Dixon. It was resolved
17 pursuant to that resolution that the general provisions of an operating agreement be adopted and

18 included as official records for AASEG. It was further resolved, as of September 29, 2020, that
19 the members had formed a limited liability company and were entitled to the full extent of
20 protections therefrom under California state law.
21 12. A Statement of Information for Limited Liability Company in connection with the
22 formation of AASEG was filed with the California Secretary of State on September 29, 2020 by
23 Muhammad identifying himself and the other three members Dixon, Bobbitt and Ogbulie as
24 managers or members for the company. A true and correct copy of the Secretary of State
25 Statement of Information filed with the California Secretary of State on September 29, 2020 is
26 attached hereto as Exhibit B.
27
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 1 13. Following the formation of AASEG and filing the Statement of Information,
2 Muhammad, Bobbitt, Ogbulie and Dixon all acting as member-managers continued operations as
3 a limited liability company, regularly meeting to discuss company business, active projects, and
4 future goals. During this time, and in addition to filing the LLC formation documents, the
5 members (owners) of AASEG circulated a proposed Operating Agreement among themselves for
6 consideration. While that Operating Agreement was under consideration, AASEG and its
7 founders were subject to the provisions under the California Corporations Code for limited
8 liability company operations including California Corporations Code 17704.07 which provides:
9 - A limited liability company is a member-managed limited liability company unless
10 the articles of organization contain the statement required by paragraph (5) of

11 subdivision (b) of Section 17702.01. The articles of organization for AASEG did not
12 contain such statement.
13 - In a member-managed limited liability company, the following rules apply:
14 (1) The management and conduct of the limited liability company are vested in the
15 members.
16 (2) Except as provided in subdivision (r), each member has equal rights in the
17 management and conduct of the limited liability company’s activities including

18 equal voting rights….

19 (4) Except as otherwise provided in Article 10 (commencing with Section 17710.01)
20 an act outside the ordinary course of the activities of the limited liability company
21 may be undertaken only with the consent of all members.
22 (5) The operating agreement may be amended only with the consent of all members.
23 14. Following formation of AASEG, its members, including Dixon and Muhammad,
24 worked diligently to advance the objectives of the business. Including developing a
25 comprehensive business plan and organizing community support for selection of AASEG as the
26 contracting partner with the City of Oakland overseeing development at the Coliseum Complex.
27 The contractual arrangements that AASEG was pursuing held promise for substantial revenue
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 1 including: an equity stake in the project, ownership stake in professional sports teams created via
2 expansion and, or relocation as part of the Coliseum development as well as interests in other
3 endeavors associated with the project.
4 15. As part of the ongoing business of AASEG, the four founding members agreed in
5 June 2021 to the formation of a Delaware limited liability company for purposes of capital and
6 financial management in connection with AASEG operations. The concept was that the
7 Delaware company would be a vehicle for third party investment into the various business deals
8 undertaken by AASEG. To that end, on June 9, 2021, Karim Muhammad caused to be filed a
9 certificate of formation for a limited liability company named AASEG Development &
10 Investments, LLC in Delaware. A true and correct copy of the State of Delaware Limited

11 Liability Company Certificate of Formation for AASEG Development & Investments LLC filed
12 on June 9, 2021 is attached hereto as Exhibit C.
13 DEFENDANTS BOBBITT AND OGBULIE’S UNLAWFUL CONDUCT TOWARD
14 AASEG AND ITS ORIGINAL MEMBERS
15 16. In or about October 2021, after AASEG had been in operations for over a year
16 and several months after the formation of the Delaware company, Dixon and Muhammad
17 became aware of certain actions that Defendant Ray Bobbitt had taken during the past year

18 violating his obligations and duties owed to the other members of AASEG. Dixon and
19 Muhammad learned during a company retreat at Everett and Jones Barbecue near Jack London
20 Square that sometime during 2021, after the formation of AASEG and AASEG Development &
21 Investments, LLC in Delaware, that Bobbitt had unilaterally and without authority promised
22 ownership interests in AASEG, and equity in the development project to four other individuals
23 Samantha Wise, LaNiece Jones, John Jones, III and Jonathan Jones. Without securing consent
24 from any of the other three founding members, or properly putting the issue to vote as required
25 under California law, Bobbitt had promised Wise and the other challenged members a 12.5%
26 interest share in AASEG purportedly for their contributions to the company business. Bobbitt’s
27 actions were in clear violation of California law, including California Corporations Code section
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 1 17704.01 et. seq, which provides that after formation of a limited liability company, a person
2 becomes a member only as provided in the operating agreement and with the consent of all
3 members. Adding Wise, Jones, Jones III, and Jones as members of AASEG or offering them an
4 ownership stake which would necessarily dilute the ownership interest of Muhammad, Dixon
5 and Ogbulie. In addition, a formal discussion among the founding members never occurring, and
6 certainly no vote on the issue had occurred.
7 17. After Plaintiffs Dixon and Muhammad became aware of Bobbitt’s actions, they
8 voiced their objections to Bobbitt and Ogbulie verbally and via text message, but Bobbitt and
9 Ogbulie ignored their concerns. Then in effort to sanction the unlawful conduct, and without
10 proper written notice of a meeting or the subject of a vote, Bobbitt arranged for a “vote” to be

11 held October 24, 2021 on the issue whether Wise, Jones, Jones III and Jonathan Jones would be
12 admitted as members of AASEG. Astonishingly, the vote occurred but not just among the four
13 founding members, rather Bobbitt and Ogbulie included Wise and Jonathan Jones among those
14 casting votes on the issue. The illegal vote was 3-2 Bobbitt, Jones, and Wise (Ogbulie abstained)
15 in favor of the four becoming members and taking an equity position in AASEG.
16 18. Following this unlawful vote, Muhammad and Dixon continued to voice their
17 objections to the introduction of the new four purported members of the AASEG in the fall of

18 2021 and into early 2022. In a text message from Dixon to Ogbulie on October 24, 2021, Dixon
19 wrote:
“[M]y brother…I’m not happy..I just gotta be real…we just
20 went from 25 pct to 12.5 pct. I’m not a founder…I’m just a
21 member. It’s big difference. And it just got stolen tonight. This
isn’t my company.”
22
19. On several occasions thereafter, Muhammad and Dixon called for company
23
meetings among the original four members to discuss Bobbitt’s unlawful actions but Bobbitt and
24
Ogbulie continually refused to meet on the issue.
25
20. Bobbitt and Ogbulie continued to press forward with the unlawful actions into
26
2022. Between November 2021 and January 2022, at Bobbitt’s direction, Ogbulie circulated a
27
proposed Operating Agreement to all eight individuals for review. Circulating the proposed
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 1 Operating Agreement to Wise, Jones, Jones III, and Jonathan Jones when those individuals had
2 not been properly admitted as members was designed to further coerce Muhammad and Dixon
3 into acknowledging them as legitimate members. Throughout the following months, Bobbitt and
4 Ogbulie would modify, and, or remove the previously discussed language in this newly proposed
5 Operating Agreement, and insert one sided language specifically favoring and protecting Bobbitt
6 as Dixon and Muhammad raised concerns and questioned the actions and misdoings of Bobbitt.
7 The newly created language was directly at odds with terms in the previously circulated
8 Operating Agreement that had been under discussion by the original four members as significant
9 changes were made. Muhammad and Dixon again voiced their opposition to the proposed
10 changes but again were rebuffed by Bobbitt and Ogbulie. In particular, one proposed change to

11 the Operating Agreement purported to install Bobbitt as the “Managing Member” of AASEG,
12 while covertly attempting to change the full company structure of the LLC from a “Member-
13 Managed, LLC,” into a “Manager-Managed, LLC,” in what would have provided Bobbitt veto
14 powers over any disputed votes among the members of AASEG, full autonomy, no
15 accountability, and sole decision making powers to bind the company in contracts and
16 agreements. Muhammad and Dixon opposed these changes and expressed that opposition in
17 writing and verbally to, Bobbitt, Ogbulie, and others. The two defendants pressed forward and

18 scheduled a signing for the Operating Agreement to take place on January 30, 2022.
19 21. Aware that Muhammad and Dixon would not sign an Operating Agreement that
20 included the various changes Bobbitt, Ogbulie, and the other individuals had proposed,
21 principally naming Bobbitt as the “Managing Member/Manager” for AASEG with extraordinary
22 powers, Ogbulie and Bobbitt arranged for a ceremonial signing wherein the respective members
23 simply executed a signature sheet. No Operating Agreement or terms were presented at the
24 signing and Muhammad and Dixon had no opportunity to review the final terms. Muhammad
25 and Dixon signed the ceremonial signature sheet under duress believing if they failed to do so
26 that Bobbitt and Ogbulie would move to exclude them entirely from the business. (Bobbitt did
27 not show up to the “signing.”) A complete and final version of the purported “signed” Operating
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 1 Agreement was never disseminated or seen by members, as Bobbitt and Ogbulie continued to
2 refuse and ignore repeated request by Dixon and Muhammad for company documents. In
3 addition to their continued attempt to strong arm Muhammad and Dixon and cover up for their
4 illicit acts, Bobbitt, Ogbulie, Jones III, Jonathan Jones, and Wise colluded and conspired prior to,
5 and on the day of signing by brazenly creating and producing a new and previous unseen
6 document for signature specifically targeting the prior objections that Dixon and Muhammad had
7 and continued to raise over the months. This so-called “Affirmation Statement” included the
8 controverted terms of the unlawful and forced acceptance of the four individuals Jones, Jones,
9 Jones III, and Wise. While also specifically including the challenged provision once again
10 naming Bobbitt as the “Managing Member/Manager.” That version also included a California

11 Notary acknowledgment wherein notary D. Oliver (who later was discovered to be a close friend
12 of Wise) attested to Ray Bobbitt’s signature on the AASEG Operating Agreement purportedly
13 including 23 pages. Bobbitt had seemingly compiled the AASEG Operating Agreement (his
14 version that contained the disputed terms) and with the signature sheets, presented it to the notary
15 in order to give the false impression that the entire document had been provided to all signators.
16 22. In further effort to cement the unlawful admission of Wise, Jones, Jones III and
17 Jonathan Jones into AASEG, on September 22, 2022, Ogbulie filed an updated statement of

18 information with the California Secretary of State listing all eight individuals as members.
19 DEFENDANT BOBBITT FORMS DECEPTIVELY SIMILAR LLCs IN DELAWARE.
20 23. On December 22, 2021 unbeknownst to either Muhammad or Dixon, Bobbitt had
21 prepared and filed in the state of Delaware documentation creating another limited liability
22 company. The name of this company was “AASEG Development and Investment, LLC” which
23 is virtually the same company name as “AASEG Development & Investments, LLC”, the
24 business known and approved by the four original members filed in Delaware on June 9, 2021.
25 The difference, though, is Bobbitt deceptively removed the “s” from the word Investments and
26 changed the “&” sign to “and” so anyone not paying attention could easily mistake the two. In
27
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 1 addition, with such similar company names, Bobbitt could readily substitute one entity for
2 another on contracts and other corporate documents without notice.
3 24. Bobbitt further filed a Statement of Information filed on January 26, 2022 with
4 the state of California for his business AASEG Development and Investment LLC naming only
5 himself as member. A true and correct copy of the Statement of Information filed on January 26,
6 2022 is attached hereto as Exhibit D.
7 25. On December 22, 2021, Bobbitt caused to be created several other companies in
8 Delaware all bearing substantially similar names to AASEG, including AASEG Holding, LLC,
9 AASEG Land, LLC, AASEG Operations, LLC and the just recently learned of LLC, “Loop
10 Capital-African American Sports and Entertainment Group, LLC,” created on February 9, 2022.

11 Upon information and belief, Muhammad and Dixon allege that for each of these other rogue
12 companies that Ray Bobbitt is the only named member or manager due to the fact of Bobbitt’s
13 actions when replacing and swapping out the original and agreed upon “AASEG Development
14 “&” Investment(s), LLC” as the “parent” company (owned by AASEG) with his own, “AASEG
15 Development “AND” Investment, LLC” (Owned by Bobbitt) in company documents and
16 contracts. Following discovery of Bobbitt’s creation of these rogue companies, Muhammad and
17 Dixon have since become aware of other actions by Bobbitt done in violation of his obligations

18 to AASEG and its original members. In September 2022, for example, in correspondence
19 originally drafted by Brien Dixon directed to Inner Circle Sports regarding a possible transaction
20 wherein AASEG would submit a proposal to become a member of the National Women’s Soccer
21 League (NWSL) and operate a team in Oakland, Bobbitt secretely interchanged the California
22 LLC with Bobbitt’s own unauthorized Delaware LLC in order to pass off a “Confidentiality
23 Agreement” with the NWSL via Inner Circle Sports as if in fact what was being submitted was a
24 legitimate, legal, and active LLC under the given name.
25
26
27
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 DEFENDANT BOBBITT USURPS BUSINESS OPPORTUNITY OF AASEG
1
2 26. Perhaps the most egregious action to date by Bobbitt, done with the consent and
3 cooperation of Ogbulie, is his negotiation of the Exclusive Negotiating Agreement (ENA) with
4 the City of Oakland.
5 27. Among the most promising opportunities for AASEG was the Oakland-Alameda
6 County Coliseum Complex (Coliseum Way) property development deal. The Coliseum
7 Complex property is approximately 112-acres in size and consists of two parcels with
8 improvements thereon including an arena, stadium, parking areas and structures, roadways,
9 sidewalks, and other improvements. On January 21, 2020, the Oakland City Council (“City
10 Council”) adopted Resolution No. 88000 authorizing the City Administrator’s issuance of Notice
11 of Availability to solicit development proposals for the disposition and development of the
12 Oakland’s interest in the Coliseum Complex property. On July 6, 2021, in a major win for
13 AASEG, the City Council adopted Resolution No. 88742 authorizing the City Administrator to
14 negotiate with AASEG – the California limited liability company- regarding the Oakland’s
15 development plans for its 50% undivided interest in that certain real property located at 7000
16 Coliseum Way, located in Oakland, California
17 28. By July 15, 2021, the City Council had narrowed down negotiations for
18 development of the Coliseum Complex to AASEG and the Stewart Property Group, LLC and on
19 July 20, 2021, the City Council adopted Resolution No. 88764 directing the City Administrator
20 negotiate with AASEG to potential terms of a purchase and sale or lease of the City’s interest in
21 the Coliseum Complex. On November 16, 2021, pursuant to Resolution No. 88922, the City
22 Council authorized the City Administrator to enter into an Exclusive Negotiation Agreement
23 (“ENA”) with AASEG.
24 29. Throughout 2022, AASEG negotiated with the City of Oakland for terms of the
25 ENA. Finally, in January 2023, the parties had reach consensus and memorialized those
26 negotiations into an Exclusive Negotiation Agreement entered into as of January 25, 2023.
27 Instead of the ENA being between AASEG, or its “affiliates” and the City of Oakland, Bobbitt,
28
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 1 again without notice or discussion amongst Muhammad or Dixon, inserted his own business and
2 defendant AASEG Land, LLC, one of the surreptitiously formed Delaware LLC’s in December
3 2021, as the contracting party. Not only is this a patent violation of Bobbitt’s obligations to
4 AASEG and the other three members, it usurps a business opportunity from AASEG and could
5 also be considered as an act of fraud committed against the City of Oakland. Attached hereto as
6 Exhibit E is a true and correct copy of the Exclusive Negotiation Agreement negotiated between
7 AASEG and the City of Oakland, but inserting Bobbitt’s own business AASEG Land, LLC as
8 the contracting party.
9 30. Any demand for action is futile as Bobbitt and Ogbulie are the other members of
10 AASEG and have taken the actions alleged for their own benefit and to the detriment of

11 Muhammad and Dixon.

12 FIRST CAUSE OF ACTION
13 (Breach of Fiduciary Duty Owed to AASEG, Muhammad, and Dixon Against
14 Bobbitt and Ogbulie)
15 31. Plaintiffs reallege and incorporate Paragraphs 1 through 30 above as though fully
16 stated herein.
17 32. As a member (owner) of AASEG, Bobbitt and Ogbulie each owe a Duty of

18 Loyalty, and Duty of Care to AASEG and its Members (owners) Muhammad and Dixon.
19 33. The duties owed by a member (owner) to a limited liability company include the
20 duty to refrain from dealing with the limited liability company while having or on behalf of
21 anyone having an interest adverse to the limited liability company; the duty to refrain from
22 competing with the limited liability company; and a duty to account to the limited liability
23 company and hold any property, profit or company benefit as a trustee for the limited liability
24 company.
25 34. The duties owed by a member to other members of the limited liability company
26 include duty of loyalty and duty of care.
27
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 1 35. Defendants breached their respective duties owed to AASEG and Muhammad and
2 Dixon by engaging in acts and omissions which were unfair, unjust, and inequitable, including
3 but not limited to the following:
4 • Without notice or authorization, Defendant Bobbitt unilaterally and without authority
5 promised ownership interests in AASEG to four other individuals Samantha Wise,
6 LaNiece Jones, John Jones, III and Jonathan Jones.
7 • Without notice or authorization, Defendants Bobbitt and Ogbulie held a vote on the
8 admission of Samantha Wise, LaNiece Jones, John Jones III, and Jonathan Jones as
9 members of AASEG and allowed Wise and Jones to participate in that vote.
10 • Contrary to the California law, Bobbitt and Ogbulie admitted Wise, Jones, Jones III,

11 and Jones as members of AASEG without notice or authorization of Muhammad and

12 Dixon.
13 • Without notice or authorization, Bobbitt created a business in Delaware using
14 substantially the same name as AASEG in order to unlawfully compete with AASEG.
15 • Without notice or authorization, Bobbitt usurped a business opportunity from
16 AASEG by surreptitiously inserting his own business AASEG Land, LLC in place of
17 AASEG, or its affiliates as the party to the Exclusive Negotiation Agreement with the

18 City of Oakland.
19 36. Plaintiffs have suffered damages caused by Bobbitt and Ogbulie breach of their
20 fiduciary duties in accordance with proof at trial.
21 37. In committing the alleged breaches, Bobbitt and Ogbulie acted with fraud,
22 oppression and malice thus entitling Plaintiffs to an award of exemplary and punitive damages in
23 accordance with proof at trial.
24
25
26
27
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 1 SECOND CAUSE OF ACTION
2 (Interference with Contractual Relations against Raymond Bobbitt)
3 38. Plaintiffs reallege and incorporate Paragraphs 1 through 37 above as though fully
4 stated herein.
5 39. Plaintiffs allege there was a contract between AASEG and the City of Oakland for
6 negotiation and development of an Exclusive Negotiation Agreement.
7 40. Defendant Bobbitt knew of the contract and by surreptitiously inserting his own
8 business AASEG Land, LLC in place of AASEG or an actual affiliate to AASEG as the party to
9 the Exclusive Negotiation Agreement with the City of Oakland prevented performance by
10 AASEG or made performance thereunder more expensive or difficult.

11 41. Defendant Bobbitt intended to disrupt the performance of this contract and knew
12 that disruption of performance was certain or substantially certain to occur.
13 42. That AASEG and Plaintiffs Muhammad and Dixon as members of AASEG were
14 harmed.
15 43. That Defendant Bobbitt’s conduct was a substantial factor in causing harm to
16 AASEG and to Plaintiffs.
17

18 THIRD CAUSE OF ACTION

19 (Unfair Business Practices Against All Defendants)
20 44. Plaintiffs reallege and incorporate by reference Paragraphs 1-43, above, as though
21 set forth in full herein.
22 45. In engaging in the conduct alleged above, Defendants, and each of them, have
23 engaged in unlawful, unfair, and/or fraudulent business acts and practices in violation of
24 Business and Professions Code section 17200 et seq.
25 46. As a direct and proximate result of Defendants’ unfair business practices,
26 Plaintiffs has been deprived of money or property interest rightfully belonging to them and
27 Defendants have been unjustly enriched in an amount to be proven at trial.
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 1 FOURTH CAUSE OF ACTION
2 (Accounting)
3 47. Plaintiffs reallege and incorporate Paragraphs 1 through 46 above as though fully
4 stated herein.
5 48. As a result of Defendants’ conduct alleged above, Defendants have received
6 money or benefits, a portion or all of which are owed to Plaintiffs.
7 49. The amount of money or benefits due from Defendants to Plaintiffs is unknown to
8 Plaintiffs and cannot be ascertained without an accounting of AASEG, AASEG Land, LLC and
9 other businesses and accounts as a result of the aforementioned transactions of AASEG, AASEG
10 Development and Investment, LLC, and AASEG Land, LLC.

11 FIFTH CAUSE OF ACTION

12 (Declaratory Relief)
13 50. Plaintiffs reallege and incorporate Paragraphs 1 through 49 above as though fully
14 stated herein.
15 51. An actual controversy has arisen and now exists between Plaintiffs and
16 Defendants. Plaintiffs contend that Defendants failed to follow the proper method and procedure
17 for election of additional members to the AASEG limited liability company, such that Samantha

18 Wise, Jonathan Jones, John Jones III and LaNiece Jones were not duly elected members nor hold
19 any ownership interest in AASEG. Defendants contend otherwise.
20 52. A judicial declaration invalidating any claimed membership of Samantha Wise,
21 Jonathan Jones, John Jones III, and LaNiece Jones, including any ownership interest or voting
22 rights thereto, is necessary and appropriate at this time.
23 53. A stay, temporary restraining order, preliminary injunction and permanent
24 injunction is also necessary to prohibit Bobbitt and Ogbulie from enforcing any membership
25 interests or voting rights of the challenged members during pendency of these proceedings.
26 Without such injunction, Bobbitt and Ogbulie shall continue to leverage the membership
27 interests and voting of the challenged members against Plaintiffs.
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 1

2
WHEREFORE PLAINTIFFS pray for judgment as follows:
3
A. For damages on each cause of action according to proof; ;
4
B. For costs of suit, including reasonable attorney’s fees incurred herein per contract
5
and statute;
6
C. Involuntary dissociation of LLC membership of Raymond Bobbitt and Levant
7 Ogbulie from the African American Sports & Entertainment Group, LLC.
8 D. Full review, audit, and closure (if necessary), for all bank accounts created by

9 Bobbitt, AASEG, and or its affiliates in connection to the Coliseum Complex

development project and company.
10
E. Declaratory judgment that Samantha Wise, Jonathan Jones, John Jones III, and
11
LaNiece Jones are not legitimate or duly elected members/managers and hold no
12
ownership interest in AASEG.
13 F. For such other and further relief as the Court may deem proper.
14

15

16

17 Date: October____, 2023

MARTIN APC
18

19 By: ______________________________
Kevin R. Martin
20

21

22

23

24

25

26

27

28
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EXHIBIT A
EXHIBIT B
EXHIBIT C
 EXHIBIT D

Secretary of State LLC-12 22-A49729

Statement of Information
(Limited Liability Company) FILED
In the office of the Secretary of State
IMPORTANT — This form can be filed online at of the State of California
bizfile.sos.ca.gov.
Read instructions before completing this form. JAN 26, 2022
Filing Fee - $20.00
Copy Fees - First page $1.00; each attachment page $0.50;
Certification Fee - $5.00 plus copy fees
This Space For Office Use Only

1. Limited Liability Company Name (Enter the exact name of the LLC. If you registered in California using an
alternate name, see instructions.)

AASEG DEVELOPMENT AND INVESTMENT LLC

2. 12-Digit Secretary of State Entity Number 3. State, Foreign Country or Place of Organization (only
if formed outside of California)

202202110673 DELAWARE

4. Business Addresses
a. Street Address of Principal Office - Do not list a P.O. Box City (no abbreviations) State Zip Code

7677 Oakport Street, Suite 230 Oakland CA 94621

b. Mailing Address of LLC, if different than item 4a City (no abbreviations) State Zip Code
7677 Oakport Street, Suite 230 Oakland CA 94621

c. Street Address of California Office, if Item 4a is not in California City (no abbreviations) State Zip Code
Do not list a P.O. Box
7677 Oakport Street, Suite 230 Oakland CA 94621

5. Manager(s) or Member(s) If no managers have been appointed or elected, provide the name and address of
each member. At least one name and address must be listed. If the
manager/member is an individual, complete Items 5a and 5c (leave Item 5b blank).
If the manager/member is an additional managers/members, enter the names(s)
and address(es) on Form LLC-12A.
a. First Name, if an individual - Do not complete Item 5b Middle Name Last Name Suffix
Raymond Bobbitt

b. Entity Name - Do not complete Item 5a

c. Address City (no abbreviations) State Zip Code

7677 Oakport Street, Suite 230 Oakland CA 94621

LLC-12 (REV 12/2021) 2021 California Secretary of State

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 6. Service of Process (Must provide either Individual OR Corporation.)
INDIVIDUAL – Complete Items 6a and 6b only. Must include agent’s full name and California street address.

a. California Agent's First Name (if agent is not a corporation) Middle Name Last Name Suffix

b. Street Address (if agent is not a corporation) - Do not enter a City (no abbreviations) State Zip Code
P.O. Box
CA

CORPORATION – Complete Item 6c only. Only include the name of the registered agent Corporation.
c. California Registered Corporate Agent’s Name (if agent is a corporation) – Do not complete Item 6a or 6b
CORPORATE CREATIONS NETWORK INC. (C2250455)

7. Type of Business
Describe the type of business or services of the Limited Liability Company
Investment

8. Chief Executive Officer, if elected or appointed

a. First Name Middle Name Last Name Suffix

b. Address City (no abbreviations) State Zip Code

9. Labor Judgment

Does a Manager or Member have an outstanding final judgment issued by the Division
of Labor Standards Enforcement or a court of law, for which no appeal therefrom is Yes ✔ No
pending, for the violation of any wage order or provision of the Labor Code?

10. By signing, I affirm under penalty of perjury that the information herein is true and correct and that I am
authorized by California law to sign.

01/26/2022 Jenisa S Irizarry Special Manager

_____________________ ____________________________________________________________ ________________________ __________________________________
Date Type or Print Name Title Signature

LLC-12 (REV 12/2021) 2021 California Secretary of State

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EXHIBIT E