Quick Answer
In Eng v. Opperman (Cal. Ct. App., 1st Dist., Div. 2, Nos. A170737 and A171745), the Court of Appeal upheld summary judgment for a planned-development association whose board denied an owner's application to convert a garage to an accessory dwelling unit (ADU) and build a new garage. The court held the board acted within the governing documents, even though the design committee's guidelines were limited to aesthetics, and that the board's decision was protected by the judicial deference rule of Lamden and the business judgment rule. The opinion was filed December 19, 2025 and certified for publication December 22, 2025.
At a Glance
| Item | Detail |
|---|---|
| Case | Eng et al. v. Opperman et al.; Portola Ranch Association, Inc., cross-defendant and respondent |
| Court | California Court of Appeal, First Appellate District, Division Two (appeal from San Mateo County Superior Court No. 21CIV06544) |
| Docket numbers | A170737, A171745 (consolidated) |
| Opinion filed | December 19, 2025; certified for publication December 22, 2025 |
| Result | Judgments for the association affirmed, including an attorney fee award of $113,531.50 that the owners did not separately challenge |
| Reporter citation | Not verified from the opinion; use the docket numbers and filing date until confirmed |
| Issues | Board authority over architectural review, scope of design guidelines, Lamden deference, business judgment rule, good faith on summary judgment |
The Dispute
The Portola Valley Ranch Planned Development is a development of single-family homes organized under Civil Code section 4175 and managed by the Portola Ranch Association. Craig and Michelle Opperman owned a lot there and in September 2021 proposed converting their detached double garage to an ADU while moving the garage forward on the lot. The association's design review committee told the board it had no guidance on reviewing ADU applications, declined to review any until the board approved guidelines, and "formally referred" all ADU applications to the board.
The board agreed to review the application and hired an independent architect. His review concluded the application was incomplete and deficient. The Oppermans were twice asked to separate the ADU and the new garage into two applications and twice refused. A neighbor, the Engs, had meanwhile sued the Oppermans over a claimed easement for egress across the part of their lot in front of the garage. On December 13, 2021 the board voted in open session to deny the application as submitted, with Craig Opperman recusing. The December 17 denial letter cited "concerns about traffic and fire safety associated with the proposed new garage" and noted the board has responsibilities in the CC&Rs "that include looking after the health and safety of all homeowners."
The Oppermans cross-complained against the association for breach of governing documents, breach of fiduciary duty, interference with business expectancy and declaratory relief. They argued the board invented safety grounds as a pretext and without expert support. In June 2023, while the case was pending, they submitted a second ADU application after state law changed on front-yard setbacks, and the board approved it conditioned on town approval.
What the Court Held
Procedural posture
The trial court granted the association summary judgment and later awarded it $113,531.50 in attorney fees. The Court of Appeal reviewed the summary judgment de novo and affirmed. The owners filed a single brief attacking the summary judgment and said the fee award "fall[s] with the judgment." Because the judgment stood, the fee award stood.
The board could act in place of the design committee
The owners argued the CC&Rs let the board act as the design committee only if "no Design Committee exists," and that the committee still existed. The court agreed with the trial court's contract interpretation: reading "exist" literally would leave the association "paralyzed" whenever the committee declined to act. Other provisions gave the board broad power to enforce the governing documents and to "review and reverse or modify any action of the Design Committee." The court also noted the owners cited no authority for this argument on appeal.
Aesthetics-only guidelines did not limit the board
The owners argued the design guidelines are "concerned with visual and aesthetic aspects" and do not address safety, so the board could not deny on traffic or fire grounds. The court answered that the board was acting both as the design committee and as the board. The CC&Rs gave the board management of the association's affairs, duties to promote "the safety and welfare of all Owners," and power to enforce the governing documents. The court also cited Civil Code section 4765, which says a decision on a proposed change "may not violate any governing provision of law" or a building code or other law "governing land use or public safety."
Lamden deference applies beyond maintenance
The owners argued Lamden covers only maintenance and repair decisions. The court disagreed, relying on Eith v. Ketelhut (2018) 31 Cal.App.5th 1 and the cases it collected, and said the deference rule applies to a board's discretionary decisions on the operation of the development, including approving or rejecting an owner's improvement plan. It added that the association is an incorporated nonprofit, so the business judgment rule applies to it directly under Corporations Code section 7231.
No triable issue of bad faith
The court said the presumption of good faith can be rebutted only by facts showing "fraud, bad faith, overreaching or an unreasonable failure to investigate material facts." The owners pointed to hearsay objections, the board president's declaration and an alleged lack of notice of a site inspection. The court found only "speculation" and a disagreement, not bad faith. It noted two facts showing good faith: the board asked the owners to split the application and they refused, and the board later approved their second ADU application.
Why It Matters for Associations
The decision is useful for boards and committees on two points. First, it confirms in a published opinion that deference to board judgment is not limited to repairs and can cover an architectural denial. Second, it shows how the governing documents' structure mattered: the board's general powers and safety duties supported a denial on grounds the design guidelines did not mention.
Our reading is that the outcome depended on this association's specific CC&Rs, the board's documented process (an independent consultant, an open-session vote, a written explanation) and the owners' failure to produce evidence of bad faith. The opinion does not hold that boards may deny ADUs on safety grounds without limit. State ADU and architectural-review statutes were not the basis of the holding, and the court did not decide whether the denial would survive a challenge under them. Boards should confirm current ADU rules with counsel.
Related California Law
- California HOA case law: Nahrstedt, Lamden, Dolan-King.
- Ridley v. Rancho Palma Grande, where the same deference rules failed on the facts.
- California AB 956: HOAs and ADU restrictions.
- California AB 1154: JADU rules.
- All published California HOA decisions of 2025 and 2026.
Board Checklist
- Check whether your design committee has written guidance for ADU applications, and ask counsel to review it against current law.
- If a committee cannot act, confirm in the CC&Rs who may take over and document the referral.
- Obtain independent technical review when a denial rests on safety or engineering grounds.
- Decide architectural applications at a properly noticed meeting and give a written, specific explanation.
- Consider whether a compromise, such as asking an applicant to split an application, is available and record the offer.
- Have counsel review any denial that touches ADU or JADU rights before it is issued.
Frequently Asked Questions
Did the court say HOAs can block ADUs?
No. It held that this board's decision on this application was protected by deference and the business judgment rule on the record presented. It did not announce a general right to block ADUs.
Does judicial deference only apply to maintenance decisions?
The court said no. Citing earlier appellate decisions, it applied the rule to a board's discretionary decision to approve or reject an owner's improvement plan.
Why could the board decide instead of the design committee?
The committee declined to review ADU applications and referred them to the board. The court read the CC&Rs to let the board step in rather than leave the association unable to act.
Did the owners have to prove bad faith?
Once the association raised the business judgment rule, the court said the opposing party needed specific evidence of fraud, bad faith, overreaching or unreasonable failure to investigate. Speculation was not enough.
What happened to the owners' later ADU application?
The opinion says the board approved a second application in June 2023, conditioned on town approval, and treated that as a sign of good faith.
Was the opinion published?
Yes. It was filed December 19, 2025 and certified for publication on December 22, 2025.
Where This Comes From
We read the full opinion and the December 22, 2025 publication order in Eng v. Opperman (Nos. A170737 and A171745) as posted on a public case-law mirror. We did not verify a Cal.App.5th citation, so none is given. Statute references (Civil Code sections 4175 and 4765, Corporations Code section 7231) are as cited in the opinion.
How APM Helps
Association Property Managers manages HOA and condominium communities in the San Francisco Bay Area from our Dublin office. See our California service area, browse every California state-law guide, or request a free proposal. Laws and documents differ by community, and we review your CC&Rs and bylaws when we build your proposal.
Legal disclaimer: This article is general information, not legal advice. Laws change and associations differ. Confirm the current statute text and how it applies to your governing documents with a licensed California attorney before acting.
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