Knapp v. Ginsberg

Case Number: B307559

Court: Cal. Ct. App.

Date Filed: 2021-08-05

Case Brief – Knapp v. Ginsberg

Court: COURT OF APPEAL OF THE STATE OF CALIFORNIA
Date: 2025-09-03
Case Number: B307559
Disposition: Reversed and remanded for further proceedings on plaintiff’s legal‑malpractice claim.

Holding

The court held that a premarital agreement that fails to satisfy Family Code § 1615 is void, not merely voidable, and therefore cannot be ratified under Civil Code § 1588; because the trial court treated the agreement as ratifiable, it erred in granting summary judgment and the case was remanded for trial on the malpractice claim.

Narrative

Lead – In a decision that sharpens the line between “void” and “voidable” premarital agreements, the California Court of Appeal reversed a summary‑judgment ruling that had dismissed a legal‑malpractice action against a family‑law attorney. The appellate panel concluded that the trial court misapplied the statutory scheme governing premarital agreements, erroneously treating a defect under Family Code § 1615 as merely a ground for voidability that could be cured by later ratification.

Procedural History – Brooke Knapp sued her former attorney, Larry Ginsberg, for malpractice after a premarital agreement (PMA) she and her late husband, Grant Tinker, signed in 2004 failed to secure Tinker’s required waiver of the right to independent counsel. Ginsberg moved for summary judgment on four grounds: (1) the claim was barred by the four‑year statute of limitations in Code of Civil Procedure § 340.6; (2) the PMA was enforceable because § 1615 did not apply; (3) Tinker had ratified the PMA through subsequent trust amendments; and (4) Knapp could not prove causation or damages. The trial court granted the motion, finding that Tinker’s later trust amendments ratified the PMA and that the limitations period had expired. Knapp appealed.

Facts – Prior to their 2004 marriage, Knapp and Tinker executed a detailed PMA governing ownership and reimbursement obligations for the “Perugia” residence. Ginsberg represented Knapp; Sidney Tessler, a non‑lawyer accountant, signed on Tinker’s behalf. Although the PMA contained a warranty that each party “has been represented by and relied exclusively on independent counsel,” Tinker never signed a separate waiver required by Family Code § 1615(a)(1).

After the marriage, Tinker amended his revocable trust several times (Second, Fifth, and Sixth Amended Trusts). The Second and Fifth Trusts referenced the PMA and earmarked funds to satisfy the mortgage on the Perugia property, but they did not contain an explicit waiver of § 1615. In 2015 Tinker revoked a “Residence Trust” that had been created to implement the PMA and later executed a sixth trust that omitted any reference to the PMA.

When Tinker died in 2016, Knapp paid off a $3.9 million mortgage on the Perugia house, sold the property for $10.2 million, and sought reimbursement under the PMA. The estate and Tinker’s adult children contested various trust amendments, alleging undue influence. The parties ultimately entered a global settlement in 2018 that reduced Knapp’s recovery and required her to leave $2 million to Tinker’s heirs. Knapp retained Ginsberg’s representation for the settlement negotiations and later entered a tolling agreement (Oct. 11 2018) that paused any statute‑of‑limitations clock until April 30 2019.

In April 2019 Knapp filed a malpractice action alleging that Ginsberg’s failure to obtain a signed § 1615 waiver rendered the PMA unenforceable, causing her to lose $111,666.67 in settlement payments, incur $500,000 in attorney’s fees, and forfeit the present value of a $2 million estate interest.

Issues – The appellate court addressed four intertwined questions:

1. Statute of limitations – Whether the four‑year period in § 340.6 was tolled by Ginsberg’s continued representation and the tolling agreement.
2. Applicability of § 1615 – Whether the PMA was void or voidable when a party signs without a signed waiver of independent counsel.
3. Possibility of ratification – If the PMA were merely voidable, could Tinker’s later trust amendments constitute ratification under Civil Code § 1588?
4. Causation and damages – Whether Knapp could plausibly link Ginsberg’s alleged breach to her monetary losses.

Holding and Reasoning

Statute of limitations. The court affirmed that the four‑year limitations period began on the date of the alleged negligent act—March 25 2004, when the PMA was executed. The tolling agreement, which merely postponed the running of “repose and laches” until April 30 2019, did not toll the statutory period because the agreement itself was not a pleading of an affirmative defense; it was a contractual stipulation between the parties. Moreover, the court found that Knapp did not suffer a cognizable injury until the settlement on Oct. 19 2018, well beyond the four‑year window, and thus the claim was timely barred.

Applicability of § 1615. The crux of the appeal turned on the statutory language. Family Code § 1615(a)(1) requires a party who is “unrepresented” to sign a separate waiver of the right to independent counsel; failure to do so creates a presumption of involuntariness under § 1615(c). The statute’s text, the court noted, makes the agreement unenforceable when the presumption is not rebutted by a court finding that the party “executed the agreement voluntarily” under the enumerated factors in § 1615(c)(1)–(5). The appellate panel concluded that the legislature intended a bright‑line rule: a premarital agreement lacking a valid waiver is void, not merely voidable.

Ratification under § 1588. Because a void contract is a nullity, it cannot be ratified. The trial court’s reliance on Civil Code § 1588— which permits ratification of a voidable contract—was misplaced. The appellate court emphasized that “void” and “voidable” are distinct doctrinal categories; a void contract produces no rights or obligations and therefore cannot be revived by later conduct. Consequently, Tinker’s subsequent trust amendments could not cure the statutory defect.

Causation and damages. With the ratification theory rejected, the court found that Ginsberg’s alleged breach—failure to obtain the § 1615 waiver—remained a viable element of the malpractice claim. The plaintiff had presented evidence that the PMA’s enforceability was contested during settlement negotiations, that the settlement reduced her recovery, and that she incurred substantial attorney’s fees. The appellate panel held that these facts raised a genuine issue of fact on causation, precluding summary judgment.

Disposition – The appellate court reversed the trial court’s summary‑judgment order and remanded for further proceedings on Knapp’s malpractice claim. The court denied Knapp’s request for judicial notice of legislative history, deeming it moot in light of the dispositive holding that the PMA is void.

Closing Analysis – Knapp v. Ginsberg clarifies that Family Code § 1615 creates an absolute bar to enforcement when the waiver requirement is unmet; the defect cannot be healed by later conduct. This decision aligns with the policy goal of protecting unrepresented parties in premarital negotiations, reinforcing the legislature’s intent that such agreements be “fair, knowing, and voluntary.”

The ruling also signals to family‑law practitioners that the mere presence of a “representation” clause in a premarital agreement is insufficient; attorneys must secure a separate, signed waiver from any unrepresented party. Failure to do so not only jeopardizes the agreement’s enforceability but also opens the door to malpractice liability.

Unresolved issues remain, however. The court did not address whether a party who signs a premarital agreement without counsel but later receives independent legal advice before execution could satisfy § 1615’s waiver requirement. Additionally, the decision leaves open the question of how courts will treat “partial” compliance—e.g., when an attorney signs on behalf of an unrepresented party but the party later signs a separate acknowledgment of counsel. Future litigation will likely flesh out these nuances, but for now, Knapp stands as a clear warning: in California, a premarital agreement that skips the statutory waiver is a nullity, immune to any later attempt at ratification.

Referenced Statutes and Doctrines

• Family Code § 1615 – Requirements for independent counsel waivers in premarital agreements; presumption of involuntariness.
• Civil Code § 1588 – Ratification of contracts voidable for lack of consent (inapplicable to void contracts).
• Code of Civil Procedure § 340.6 – Statute of limitations for legal‑malpractice actions (one year after discovery, or four years after the act, whichever first).
• Probate Code § 9256 – Rejection of creditor’s claims not filed within 30 days.
• Standard of Review for Summary Judgment – Code Civ. Proc. § 437c; Aguilar v. Atlantic Richfield Co., 25 Cal.4th 826 (2001).
• Elements of Legal Malpractice – Duty, breach, causation, damages (Merrill v. Navegar, Inc., 26 Cal.4th 465 (2001)).

Prepared for California probate practitioners seeking a concise yet thorough analysis of the appellate resolution of a complex premarital‑agreement malpractice dispute.