Ming Hai, an attorney duly admitted to practice in the courts of the State of New York, and the Southern District of Federal Court, affirms as follows:

I am an attorney of the Law Office of Ming Hai, PC, attorneys for theplaintiff and am fully familiar with all of the papers and proceedings in this litigation andwith all the facts and circumstances set forth.

Motion to Dismiss Standard

A motion to dismiss pursuant to Federal Rule of Civil Procedure 12(b) (6) may begranted only "if it appears beyond doubt that the plaintiff can prove no set of facts in support of his claim which would entitle him to relief." Hamilton Ch. of Alpha Delta Phiv. Hamilton College, 128 F.3d 59, 63 (2d Cir. 1997) (quoting Conley v. Gibson. 355 U.S.41, 46(1957). In determining a motion to dismiss under Rule 12(b) (6) the Court mustpresume all factual allegations of the complaint to be true and make all reasonableinferences in favor of the non-moving party. Id. As demonstrated in plaintiff’s affidavitand attached exhibits, plaintiff has sufficient evidentiary support for her claims.

It is well established that pleadings have been informalized by the law; theMotion to Dismiss for “failure to state a claim” is used to attack the merits of the claimsthan to attack its articulation. The will be deemed to allege whatever may be impliedfrom its statements by reasonable intendment. As long as the complaint as a wholemanifests a claim/cause of action recognizable under the law, it is of no moment that thewrong relief was asked for. State v. Ole olsen, Ltd. 38 AD 2d 967. 331 NYS 2d 761 (2dDept. 1972). If there are several claims alleged, and any one of them is sufficient, aDismissal Motion aimed at the whole pleading will be denied in its entirety. Griefer v.Newman, 22 AD2d 696, 253 NYS 2d 791 ( 2d Dept. 1964) .

Defendants have attached several previous versions of the complaint, which havebeen replaced and substituted by the 3rd amended complaint as attached hereof, andshould be disregarded as moot and irrelevant. Defendants conclusarily denied all theallegations, challenging the facts alleged in the complaint without the attachments of anydefendants’ affidavit. For Motion to Dismiss purpose, the burden is really on thedefendants to show documentary evidences to prove that plaintiff does not have a case onits face of the complaint. Defendants have failed by disputing every single fact in theirMotion with no supporting evidences at all.

Point I  Plaintiff’s Claims are NOT Barred by the Statute of Limitations

I. The Continuing Violation Doctrine

The United States Supreme Court in National Railroad Passenger Corp. v. Morgan,536 U.S. 101 (2002) “differentiated between discrete acts and continuing violations,noting that some discrete acts are easy to identify and that [e]ach [such] incident of discrimination and each retaliatory adverse employment decision constitutes a separateactionable unlawful employment practice.” On the other hand a “continuing violation [is]a series of separate acts that collectively constitute one “unlawful employmentpractice…… Such a cause of action accrues on the date on which the last component actoccurred.” (Internal quotation marks omitted).

InShepherd v. Hunterdon Developmental Center, 174 N.J. 1, 21(2002), thecontinuing violation theory was applied to “a pattern or series of acts, any one of whichmay not be actionable as a discrete act, but when viewed cumulatively constitute a hostilework environment[.]” In such a case, the “cause of action would have accrued on the dateon which the last act occurred, notwithstanding ‘that some of the component acts of thehostile work environment [have fallen] outside the statutory time period.”

Defendants have wrongfully asserted that all underlying facts in plaintiffs’ claimsoccurred 12 years ago. Although plaintiff was injured in 1998 and returned to China in1999, the act/non-action by defendants that give rise to the claims happened on or aboutthe end of 2008 and thereafter. The “Sang Lan Fund” was established in 1999, butdefendants have exercised dominion and control of said funds and misappropriated saidfund until the end of 2008, when defendants finally transferred the fund to Sang Lan in China. Sang Lan’s other personal properties are still held hostage by defendants up topresent time, even due demands were made. Defendants and plaintiff have met insummer of 2008 in New York, and have also met in China many times thereafter, andhave been in contacts on the phone, emails and other means regarding the issues raised inthis action, throughout the past 13 years until early of 2011 after the instant action wascommenced. Thus, the claims for “conversion”, “unjust enrichment” and “breach of fiduciary duties as fund manager, legal advisor ” are well within the statute of limitation.

Underlying facts to support claims for defamation, infliction of extremeemotional distress are all happened in early of 2011.

Invasion of privacy/ violation of New York Civil Rights Acts are ongoinguntil the commencement of this action, as defendants never stopped to use plaintiff’sname and images in their trade and business for the past many years.

For “breach of promises/ detrimental reliance”, defendants have admitted thatthey made such promises and performed until some time after 2008. Defendants’unilateral withdrawing of their promised support was without justification and happenedafter 2008. As a matter of fact, defendants in early 2011 have promised to pay for SangLan’s 2011 trip to the United States and pay for her boarding in New York , but havefailed to do so.

II. The "Discovery of Harm" Rule

Only shortly before and after this action was commenced, plaintiff discovered thatdefendants have lied to her regarding the “Sang Lan Fund” and Sang Lan’s insurance coverage and expenses, which have been exclusively controlled and misrepresentedby defendants for the past 12 years, while plaintiff lived in China on a wheelchair.

Point II   Claims have established all necessary elements.

Plaintiff’s own affidavit along with attached exhibits shows that plaintiff’s claims havemerits and evidentiary support; further discovery will only aid plaintiff’s case.

Point III  Plaintiff’s Motion to Amend the Complaint shall be granted

Plaintiff’s most recent 2nd Motion for Leave to amend the complaint has no newclaims/cause of action added, but merely to refine the language and necessary elementsfor the existing claims which have been alleged in the previous complaint.

On or about June 13th , 2011, Plaintiff submitted her first Motion to Amend thecomplaint. Defendants through counsel Hugh Mo consented to that amendment in a letterdated June 13, 2011, and the court has ruled that the Amended Complaint was grantedthrough no opposition by defendants (Exhibit O.). It is exactly the same claims then andnow , except for better wording and expressions. As defendants have waived theiropposition to the 1st Motion to amend the complaint, defendants cannot now change theirmind to oppose it under the Doctrine of Equitable Estopple, because they are the sameclaims/cause of actions.

Point IV  The Jurisdiction Issues

Defendant Hugh Mo has admitted that he was properly personally served.KS Liu and Gina Liu have deliberately evaded service, but they were eventuallyserved by licensed professional process server. (See Exhibit P). Further, defendantsKS and Gina Liu have admitted that they were served and aware of the lawsuit intheir own blogs many times. (Exhibit D of Plaintiff Sang Lan Affidavit)

Plaintiff’s damages exceeds seventy five thousands dollars as the loss of insurance and money lost in “Sang Lan Fund” alone exceeds that amount. Further,assuming without admission, if there is a subject matter jurisdiction issues, the caseshall be transferred to State Court, not a dismissal.

Conclusion

Defendants also raised many other unrelated matters which areprejudicial to the plaintiff and plaintiff’s attorney, which shall be disregarded by the court.

Defendants conclusarily denied all the allegations, challenging thefacts alleged in the complaint without the attachments of any defendants’ affidavit. ForMotion to Dismiss purpose, the burden is really on the defendants to submit documentaryevidences to prove that plaintiff does not have a case on its face of the complaint.

Defendants have failed by disputing every single fact in their Motion with no supportingevidences at all.