Charbel v. Joyece

NOTICE: NOT FOR OFFICIAL PUBLICATION.
UNDER ARIZONA RULE OF THE SUPREME COURT 111(c), THIS DECISION IS NOT PRECEDENTIAL
AND MAY BE CITED ONLY AS AUTHORIZED BY RULE.

IN THE
ARIZONA COURT OF APPEALS
DIVISION ONE

SUSIE CHARBEL, Plaintiff/Appellee,

v.

ROBERT JOYCE, et al., Defendants/Appellants.

No. 1 CA-CV 25-0163
FILED 10-29-2025

Appeal from the Superior Court in Maricopa County
No. CV2021-094719
The Honorable Michael D. Gordon, Judge

AFFIRMED

COUNSEL

Bailey Law Firm, PLLC, Tempe
By Jenna C. Bailey, Allison L. Rains
Counsel for Plaintiff/Appellee

Lorona Mead PLC, Phoenix
By Frank R. Mead
Counsel for Defendants/Appellants
 CHARBEL v. JOYCE, et al.
Decision of the Court

MEMORANDUM DECISION

Presiding Judge Paul J. McMurdie delivered the decision of the Court, in
which Judge Samuel A. Thumma and Judge Kent E. Cattani joined.

M c M U R D I E, Judge:

¶1 Defendants Robert Joyce and Ann Joyce appeal from the
superior court’s unjust enrichment judgment for the plaintiff Susie Charbel.
We affirm.

FACTS AND PROCEDURAL BACKGROUND

¶2 Charbel is a criminal law attorney and part-time real estate
investor. She and the Joyces were family friends and often socialized
together.

¶3 In September 2020, Charbel attended a get-together at the
Joyces’ house and heard Robert say that he had a residential property in
northwest Phoenix (“Property”) that he was trying to sell. Charbel
expressed interest in buying the Property. The Property needed to be
remodeled and had a long-term tenant whom Robert was reluctant to evict
formally. After the discussion, Charbel and Robert agreed that Charbel
would purchase the Property for $155,000 upon the tenant’s eviction.
Robert said he would inform the tenant about the sale and that it would be
at least 90 days before the sale could take place, as he did not want to ask
the tenant to leave during the end-of-year holidays.

¶4 In April 2020, the Joyces transferred the Property to a limited
liability company (“Property LLC”) for estate planning and asset protection
purposes. The sole member of the Property LLC is the Joyce Family Living
Trust. The Joyces are the trustees of the trust. Charbel formed CBS AZ
Group, LLC (“CBS”), with two other members who agreed to help buy the
Property, remodel it, and then resell it. The expectation was that CBS would
purchase the Property from the Property LLC.

¶5 After the New Year in 2021, Charbel and Robert agreed that
Charbel would remove the tenant so the sale could proceed. Robert gave
Charbel the tenant’s contact information, and Charbel began working
directly with the tenant about the move. On February 2, 2021, Charbel told
the tenant that she had to vacate the property by March 12, 2021.

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¶6 Charbel then spent about 40 hours following up with the
tenant, including helping her locate a new home and offering her financial
incentives to move out of the Property. In the meantime, Robert made plans
to refinance another property he owned using the expected proceeds from
the Property sale. Because the refinance was scheduled to fund on March
12, he needed the sale of the Property to close that same day. Robert did not
tell Charbel that the March 12 date was material to their agreement.

¶7 On March 1, the tenant informed Charbel that she had found
a new home but was unsure she could vacate the Property by March 12.
Unaware of the significance of that date to Robert, Charbel told the tenant
she could have more time to vacate the property. Charbel relayed that
information to Robert on March 10 and insisted she did not want to close
until after the tenant had left the Property. Robert did not inform Charbel
of the importance of the March 12 date or that the deal would be off if she
did not close on that date.

¶8 Instead, Robert spoke to other prospective buyers and agreed
to sell the Property to another buyer for $185,000, $30,000 more than the
agreement with Charbel. The purchase documents for that sale were signed
on March 11 and 12, 2021, and the sale closed on March 18, 2021. At the
Joyces’ direction, the purchase money was paid directly to them and not to
the Property LLC.

¶9 Charbel sued the Joyces, alleging, as relevant, that the Joyces
were unjustly enriched because she had worked to handle issues with the
tenant and secure her departure. Charbel claimed that her efforts increased
the value of the Property, and the Joyces benefited from that increase
because the proceeds from the Property’s sale to another purchaser went
directly to them.

¶10 After a bench trial, the superior court awarded Charbel
$10,000 and her attorney’s fees and costs. The Joyces moved for a new trial
and to amend the resulting judgment, arguing that the court’s findings
were not supported by the evidence or Arizona law. The court denied the
motions.

¶11 The Joyces appealed, and we have jurisdiction under Arizona
Revised Statutes (“A.R.S.”) § 12-2101(A)(1) and (A)(5)(a).

DISCUSSION

¶12 The Joyces argue the judgment conflicts with Arizona law
because (1) CBS—not Charbel—was the proper plaintiff; (2) the Property

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LLC—not the Joyces—was the proper defendant; and (3) the superior court
calculated damages improperly.

¶13 We view the facts in the light most favorable to upholding the
judgment, Bennett v. Baxter Grp., Inc., 223 Ariz. 414, 417, ¶ 2 (App. 2010),
and will accept the court’s factual findings unless they are clearly erroneous
or not supported by substantial evidence, Davis v. Zlatos, 211 Ariz. 519,
523-24, ¶ 18 (App. 2005). We review the superior court’s conclusions of law
de novo. Castro v. Ballesteros-Suarez, 222 Ariz. 48, 52, ¶ 12 (App. 2009).

A. Charbel and the Joyces Were the Proper Parties.

¶14 The Joyces contend that the superior court erred because
neither they nor Charbel were the proper parties.

¶15 A claim for unjust enrichment is one in equity. W. Corr. Grp.,
Inc. v. Tierney, 208 Ariz. 583, 590, ¶ 27 (App. 2004). Thus, the court is not
“bound by the common law forms of action,” but may fashion a remedy
wherever circumstances and equity require. Murdock-Bryant Const., Inc. v.
Pearson, 146 Ariz. 48, 53 (1985).

¶16 “A person who is unjustly enriched at the expense of another
is subject to liability in restitution.” Restatement (Third) of Restitution and
Unjust Enrichment (“Restatement”) § 1 (2011);1 see also Murdock-Bryant, 146
Ariz. at 53. “Unjust enrichment occurs when one party has and retains
money or benefits that in justice and equity belong to another.” Trustmark
Ins. Co. v. Bank One, Ariz., N.A., 202 Ariz. 535, 541, ¶ 31 (App. 2002). An
example of unjust enrichment is where one party makes expenditures to
add value to property under the reasonable expectation that they will
acquire the property, and because that expectation is frustrated, another
person becomes the unintended beneficiary of the party’s expenditure.
Restatement § 27, cmt. d, Illus. 4 (A purchaser who improves property in
anticipation of purchase based on an unenforceable oral contract that the
vendor repudiates is entitled to restitution of the benefit conferred.).

¶17 Arizona law requires a plaintiff claiming unjust enrichment
to establish five elements: “(1) an enrichment, (2) an impoverishment, (3) a
connection between the two, (4) the absence of justification for the
enrichment and impoverishment[,] and (5) the absence of any remedy at

1 The Restatement treats the terms “restitution” and “unjust
enrichment” synonymously, although it notes that they are not necessarily
correlatives. Restatement § 1 cmt. c.

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law.” Loiselle v. Cosas Mgmt. Grp., LLC, 224 Ariz. 207, 210, ¶ 9 (App. 2010).
We consider whether Charbel and the Joyces were the proper parties in this
case, with a focus on the principles of enrichment and impoverishment.

1. Charbel Was the Proper Plaintiff.

¶18 The superior court found that Charbel alone—not CBS or its
other members—conferred a benefit or suffered an impoverishment
because of Charbel’s efforts for the Property. Thus, it found that she was a
proper party to the unjust enrichment claim and that CBS was not a
required party. The evidence supports this finding.

¶19 Charbel estimated that she spent about 40 hours on her work
with the Property. The trial evidence also showed that the Property would
be more marketable without the unwanted tenant, and Charbel’s efforts to
remove the tenant contributed to the Property’s value increasing from
$155,000 to $185,000. Neither of the other members of CBS contributed any
effort to the purchase of the Property or the removal of the tenant.

¶20 The Joyces counter that Charbel’s efforts were not hers
individually because she was a member of CBS and acted on its behalf. As
a result, they contend that any claim for unjust enrichment belongs to CBS
and that it must prosecute it as the real party in interest. See Ariz. R. Civ. P.
17(b)(1) (An action must be prosecuted in the name of the real
party-in-interest.).

¶21 CBS has no claim for unjust enrichment because it did not
suffer any impoverishment in connection with the Property. See Loiselle, 224
Ariz. at 210, ¶ 9. Charbel took the time she spent removing the tenant from
the Property away from her other work as an attorney, for which she billed
$350 to $450 per hour. There was no evidence that CBS paid Charbel for this
time or that it otherwise suffered an impoverishment because of Charbel’s
work on the Property. On the other hand, the trial evidence showed that
Charbel sacrificed other income to spend time increasing the property’s
value.

¶22 We reject the Joyces’ argument that, because Charbel was a
member of CBS, all efforts she made in anticipation of CBS’s purchase of
the Property belonged to CBS and that it was the real party-in-interest.
Murdock-Bryant, 146 Ariz. at 53 (In considering an unjust enrichment claim,
the court is not “bound by the common law forms of action” but may
fashion a remedy wherever circumstances and equity require.); Karol v. Bd.
of Ed. Trs., Florence Unified Sch. Dist. No. One, 122 Ariz. 95, 97 (1979)

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(“[E]quity gives little weight to technicalities [because] it looks to substance
rather than form.”).

¶23 The superior court did not err by finding that Charbel was a
proper party to the unjust enrichment claim and CBS was not a required
party.

2. The Joyces Were the Proper Defendants.

¶24 The superior court ruled that the Joyces “directly, personally,
and inextricably” benefited from Charbel’s efforts to remove the tenant
from the Property and were properly named as defendants for the unjust
enrichment claim. The Joyces argue that this ruling was incorrect because
Charbel did not plead or prove that the Property was their alter ego.

¶25 Although the Property LLC owned the property, it did not
receive the proceeds of the property sale. Rather, the Joyces told the title
company to distribute the proceeds directly to them after closing. As a
result, the Joyces—not the Property LLC—benefited from the increased
property value that arose, in part, from Charbel’s efforts to remove the
tenant. Because Charbel’s work enriched the Joyces, they are subject to
liability for restitution. See Restatement § 1.

¶26 The Joyces also argue that this is somehow an improper
evasion of the legal protections afforded to limited liability company
members under A.R.S. § 29-3304(A). That statute provides that a limited
liability company’s debt, obligation, or other liability belongs only to the
company, and no member or manager is personally liable for it simply
because of their member or manager role. A.R.S. § 29-3304(A). And, they
add, Charbel did not seek to disregard the Property LLC’s form in seeking
relief. Loiselle, 224 Ariz. at 214, ¶ 30.

¶27 As discussed, because the Joyces benefited from Charbel’s
work, they are the proper defendants in her unjust enrichment action. See
Restatement § 1; Murdock-Bryant, 146 Ariz. at 53-54 (To determine whether
restitution is appropriate, the court looks at whether a party received a
benefit that it would be unjust to allow them to retain.). And, again, the
Property LLC received no benefit from Charbel. See Restatement § 1;
Murdock-Bryant, 146 Ariz. at 53-54; see also Span v. Maricopa County Treasurer, 246 Ariz. 222, 227, ¶ 16 (App. 2019) (Unjust enrichment is unavailable when
the defendant has not retained a benefit.). Charbel’s action against the
Joyces did not try to hold them responsible for the Property LLC’s debt,
obligation, or other liability, and it was therefore unnecessary to disregard
the Property LLC’s form in awarding her unjust enrichment relief.

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¶28 This court’s decision in Loiselle is not to the contrary. In that
case, Loiselle issued a check and authorized its deposit into the bank
account of Cosas Management Group, LLC (“CMG”), believing he was
lending the money to CMG. Loiselle, 224 Ariz. at 209, ¶ 3. In fact, Loiselle’s
employee had fraudulently induced him to deposit the money in CMG’s
account so it could be used to reduce the employee’s outstanding debt to
CMG. Id. at 209, ¶ 4. When Loiselle discovered the fraud and CMG refused
to return the money, Loiselle brought a claim against CMG and its
members, the Lines, for unjust enrichment. Id. at 209, ¶¶ 5-6. The superior
court granted summary judgment for Loiselle. Id. at 209-10, ¶ 7.

¶29 Relying on the Restatement, we determined that CMG could
be liable for unjust enrichment, but we remanded the case for further
proceedings over the amount of restitution to be awarded. Loiselle, 224 Ariz.
at 211, 213-14, ¶¶ 13, 28. We, however, reversed the superior court’s
determination that the Lines could be liable for any restitution to Loiselle.
Loiselle, 224 Ariz. at 214, ¶ 31. We noted that “Loiselle issued a check to
CMG, not to the Lineses, and the check was deposited into CMG’s account.”
Id. at 214, ¶ 31. We concluded that Loiselle had not established that the
Lines were individually liable for any restitution. Id. Loiselle had also
shown no evidence that the court should disregard CMG’s separate legal
status and require the Lines to satisfy CMG’s liability under an alter ego
theory. Id. at 214, ¶¶ 29-31.

¶30 In this case, the Property LLC did not receive a benefit from
Charbel and therefore does not have to make restitution that could be
imputed to the Joyces by disregarding the corporate form. See Span, 246
Ariz. at 227, ¶ 16 (Unjust enrichment is unavailable when the defendant has
not retained a benefit.). Rather, the Joyces—as the direct beneficiaries of
Charbel’s work on the Property—are the proper parties. See Restatement
§ 1. So there was no need for Charbel to ask that the court disregard the
Property LLC’s form.2

2 The Joyces cite unpublished decisions in Barbano v. Brown, 1 CA-CV
23-0091, 2023 WL 6896980 (Ariz. App. Oct. 19, 2023) (mem. decision) and
Estrada v. Figari, 1 CA-CV 14-0364, 2015 WL 3617902 (Ariz. App. June 9,
2015) (mem. decision). Those cases address when the corporate form can be
ignored. Because there is no need to do so here, the cases have no
application.

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¶31 The superior court did not err by finding that the Joyces were
the proper parties and could be held liable to Charbel for unjust enrichment.

B. The Damages Calculation Was Within the Superior Court’s
Discretion.

¶32 Finally, the Joyces argue that the superior court erred by
awarding damages to Charbel based on her attorney billable rate, rather
than the hourly rate of a property manager. We review the court’s damage
award for an abuse of discretion. Loiselle, 224 Ariz. at 210, ¶ 8 (“Fashioning
an equitable remedy is within the trial court’s discretion, and it will not be
disturbed on appeal absent an abuse thereof.”).

¶33 The evidence showed that Charbel’s efforts to remove the
tenant contributed to the Property’s increased value. The superior court
found, however, that it would be unjust to require the Joyces to pay
restitution of the full $30,000 amount because some of the increase in value
was due to market forces. It therefore awarded Charbel the value of her
time spent removing the tenant. It determined that the amount was
between $14,000 (the value of her services based on her $350-per-hour
billable rate as an attorney) and $900 (the value of her services based on the
hourly rate charged by a property manager), and awarded her $10,000. The
court explained that this award considered the likelihood that Charbel
exercised some legal and professional judgment in evaluating the options
available to remove the tenant.

¶34 The Joyces argue that the court erred by adopting this
blended hourly rate because a real estate property manager could have
provided the same services for less than $900.

¶35 Restitution can be measured by the amount of the claimant’s
impoverishment or the value of the enrichment to the other party.
Restatement § 27 cmt. c; Restatement § 52. When the defendant bears
responsibility for the collapse of the transaction, “the enrichment of [that
defendant] will be measured in a way that protects the claimant against
loss.” Restatement § 27 cmt. c. Accordingly, it was within the superior
court’s discretion to award Charbel the cost of her services (i.e., the amount
she was impoverished by her work) as restitution, even if that amount were
greater than the value of the benefit to the Joyces. See Loiselle, 224 Ariz. at
210, ¶ 8. We find no error.

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CONCLUSION

¶36 We affirm.

¶37 Both parties request an award of costs and attorney’s fees on
appeal, citing A.R.S. §§ 12-341 and -341.01. Because the Joyces are not the
successful party on appeal, they are not entitled to an award of costs or
attorney’s fees. A.R.S. §§ 12-341, -341.01. In the exercise of our discretion,
we award Charbel her reasonable attorney’s fees under § 12-341.01 and
costs under § 12-341 upon compliance with Arizona Rule of Civil Appellate
Procedure 21.

MATTHEW J. MARTIN • Clerk of the Court
FILED: JR

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