HUANG vs KAISER FOUNDATION HEALTH PLAN, INC., et al.

25CV161299: HUANG vs KAISER FOUNDATION HEALTH PLAN, INC., et al. 08/24/2026 Hearing on Motion to Compel Arbitration filed by KAISER FOUNDATION HEALTH PLAN, INC. (Defendant) + CRS# 230383635736 in Department 520

Tentative Ruling - 08/20/2026 Jamilah A. Jefferson

On Defendants Kaiser Foundation Health Plan, Inc.’s (“KFHP”), The Permanent Medical Group, Inc.’s (“TPMG”) and Kaiser Foundation Hospitals’ (“KFH”) (KFHP, TPMG and KFH are collectively “Defendants”) Motion to Compel Arbitration of the Second though Tenth Causes of Action of plaintiff Zuo Ming Huang, M.D.’s (“Plaintiff”) Complaint, the Court ORDERS THE PARTIES TO APPEAR at the hearing on Thursday, 8/20/2026 at 10:00 a.m.

The Court provides the following analysis to direct discussions at the hearing.

The Court GRANTS IN PART Defendants’ Motion to Compel Arbitration to the extent set forth below.

RELEVANT ALLEGATIONS OF PLAINTIFF’S COMPLAINT

Plaintiff alleges that she is a licensed physician specializing in hematology and oncology with physician privileges (“privileges”) at two hospitals operated by Defendants in Antioch and Walnut Creek, California from 2007 to 2025. (Complaint ¶¶ 1, 7-11.)

Plaintiff alleges that during the Covid-19 (“Covid”) pandemic, she recommended to several patients with significant hematological risk factors or who were undergoing chemotherapy as treatment for cancer they not immediately get Covid vaccinations. (Id. at ¶ 14-35.)

Plaintiff alleges that on 7/18/2022, she was given a P2 violation or evaluation (constituting a finding of a “significant opportunity for improvement and/or care deemed inappropriate” with respect to patient care), and on 7/21/2022 the Peer Review Team initiated a Practice Improvement Plan (“PIP”) in response to the P2 charge. Plaintiff alleges she submitted a detailed written rebuttal and requested a meeting to discuss the P2 citation and asked about the process for appeal, but her request was ignored by Defendants. (Id. at ¶¶ 36-53, 59-60.)

Plaintiff alleges that she was temporarily suspended in connection with the P2 and PIP imposed by the Peer Review Team. (Id. at ¶ 76.) She received additional PIPs, which she declined to sign. (Id. at ¶¶ 93-99, 133-134.) On 12/7/2023, Plaintiff was advised that Defendant’s relevant Credentials and Privileges committee (“C&P Committee”) had voted to administratively suspend Plaintiff’s privileges based on her refusal to participate in the PIP. On 1/3/2024, Plaintiff was suspended. (Id. at ¶¶ 149-171.) On 3/13/2024, Plaintiff was unpaid as of 4/11/2024 when her vacation and accrued time off were exhausted. (Id. at ¶ 173.) TPMG terminated Plaintiff on 4/11/2025. (Id. at ¶ 203.)

Plaintiff’s Complaint alleges ten causes of action against Defendants. Of note, the First Cause of Action alleges that she was not provided with notice and hearing rights pursuant to Bus. & Prof. 25CV161299: HUANG vs KAISER FOUNDATION HEALTH PLAN, INC., et al. 08/24/2026 Hearing on Motion to Compel Arbitration filed by KAISER FOUNDATION HEALTH PLAN, INC. (Defendant) + CRS# 230383635736 in Department 520 Code § 809 et seq. when her privileges were suspended and that she was entitled to such rights because the PIP alleged substandard clinical patient care by Plaintiff. (Id. at ¶¶ 212-233; see also Bus. & Prof. Code §§ 805(a)(5) and (6).)

RELEVANT LAW

1. Law re: Motions to Compel Arbitration

“On petition of a party to an arbitration agreement alleging the existence of a written agreement to arbitrate a controversy and that a party thereto refuses to arbitrate such controversy, the court shall order the petitioner and the respondent to arbitrate the controversy if it determines that an agreement to arbitrate the controversy exists, unless it determines that: (a) The right to compel arbitration has been waived by the petitioner; or (b) grounds exist for the revocation of the agreement.” (Code Civ. Proc. § 1281.2.)

2. Law re: Medical Peer Review Procedures.

“Under California law, hospitals must use a process of professional peer review to evaluate physicians’ qualifications for medical staff privileges. (See Bus. & Prof. Code, §§ 805, 809– 809.9.)” (Bonni v. St. Joseph Health System (2021) 11 Cal.5th 995, 1004.) The peer review statutes set forth the exclusive rights and protections a physician is entitled to under the peer review process. (Asiryan v. Medical Staff of Glendale Adventist Medical Center (2024) 100 Cal.App.5th 947, 973.)

A physician has a cause of action for backpay when he or she has had his/her privileges revoked or been terminated without receiving procedural rights afforded by Bus. & Prof. Code § 809 et seq. even if physician would not have prevailed at the peer review hearing. (Economy v. Sutter East Bay Hospitals (2019) 31 Cal.App.5th 1147, 1158, 1162; see also Alaama v. Presbyterian Intercommunity Hospital, Inc. (2019) 40 Cal.App.5th 55.)

ANALYSIS OF MOTION TO COMPEL ARBITRATION

Defendants in the moving papers admit that Plaintiffs’ First Cause of Action for Deprivation of Privileges without a fair review process in violation of § 809 et seq. is not covered by the party’s agreement to arbitrate.

However, Defendants contend that all of Plaintiff’s Second through Tenth Causes of Action are subject to arbitration under Plaintiff’s arbitration agreement with TPMG and that Plaintiff’s First Cause of Action should be stayed pending resolution of arbitration of the other nine Causes of Action. Plaintiff in Opposition does not contest that she signed the relevant agreement to arbitrate proffered by Defendants in the moving papers. Instead, Plaintiff contends that all of her causes of action against Defendants are excluded from the Arbitration agreement.

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161299: HUANG vs KAISER FOUNDATION HEALTH PLAN, INC., et al. 08/24/2026 Hearing on Motion to Compel Arbitration filed by KAISER FOUNDATION HEALTH PLAN, INC. (Defendant) + CRS# 230383635736 in Department 520 Specifically, the Agreement provides in relevant part:

“This obligation to submit disputes to arbitration does not apply to the following: (1) any disputes covered under California Business & Professions Code Section 805 et seq., for which the TPMG Policy entitled ‘Hearing Concerning Actions Reportable Under Business & Professions Code Section 805’ shall apply; ” (See Defendant’s Compendium of Exhibits (“DIOE”) Exh. F.)

Plaintiff’s First Cause of Action is plainly not subject to arbitration under this provision. Defendants’ arguments in Reply at p. 3:13-16 that, even if Plaintiff were able to prove her First Cause of Action, Plaintiff would still be required to exhaust her administrative procedural rights through Defendants’ internal procedures before asserting her other Causes of Action appear to have no merit under the Westlake Community Hospital decision (“Westlake”) Defendants cite. Westlake states in relevant part:

“Inasmuch as the present affidavits do not indicate that Los Robles [hospital] ever informed Dr. Kaiman [plaintiff] that she had any right to contest the denial of membership privileges within the hospital's own hierarchy, defendants cannot rely on plaintiff's alleged failure to exhaust such remedies to bar her action.” (17 Cal.3d 465, 478; see also Economy, supra.)

Similarly, the requirement that a physician must seek mandamus review of the hospital’s quasijudicial decisions before bringing a tort action appears to apply only when a § 809 et seq. hearing has been provided and a final written decision made thereon. (See Westlake, supra.) Defendants in Reply at p. 2:13-15 also state that they dispute that Plaintiff’s suspension, which was issued following her refusal to engage in practice improvement plans, was for a “medical disciplinary cause or reason” within the meaning of § 805(a)(6). Defendants’ statement appears to be an admission that they did not provide Plaintiff with any § 809 et seq. quasi-judicial hearing rights in connection with the 1/2/2024 revocation of her physician privileges or her 4/11/2025 termination.

It appears that Plaintiff may assert her Second through Tenth Causes of Action pursuant to Westlake and Economy, supra, by Court action or arbitration.

It appears that all of the claims made by Plaintiff against TPMG in the Second through Fourth and Sixth through Tenth Causes of Action are covered by the Arbitration Agreement, which provides in relevant part:

“Any controversy or dispute that TPMG may have with a Senior Physician, or that a Senior Physician may have with TPMG (including its officers, directors, agents, employees, affiliates, subsidiaries or the successors and assigns of any of them), must be submitted to final and binding arbitration. The dispute will be resolved by an arbitrator, not a judge or a jury.

This requirement includes, but is not limited to, claims that are based on conduct or events that

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161299: HUANG vs KAISER FOUNDATION HEALTH PLAN, INC., et al. 08/24/2026 Hearing on Motion to Compel Arbitration filed by KAISER FOUNDATION HEALTH PLAN, INC. (Defendant) + CRS# 230383635736 in Department 520 occurred during the Senior Physician's employment, claims that arise out of the termination of that employment, and claims that are based on conduct that occurs after the conclusion of such employment. It includes, but is not limited to, any claims of harassment, employment discrimination, retaliation and other conduct prohibited or regulated by Title VII of the Civil Rights Act, the Americans with Disabilities Act, the Age Discrimination in Employment Act, the Equal Pay Act, the Rehabilitation Act, the California Family and Medical Leave Act, the California Fair Employment and Housing Act, the California Labor Code, the California Constitution, the California Family Rights Act, and any other federal, state, county or municipal law or regulation governing the relationship between employers and employees.” (DIOE Exh.

F.)

Although Plaintiff’s Eighth Cause of Action for Breach of Contract against TPMG alleges failure to provide Plaintiff with fair hearing rights, the basis for the claim does not appear to be statutory but rather based on contractual promises by TPMG to provide these rights in its Policy Manual. Similarly, Plaintiff’s Seven Cause of Action for Breach of the Implied Covenant of Good Faith and Fair Dealing against TPMG and KFHP appear to be based on Plaintiff’s contract with TPMG and a quasi-contract theory as to KFHP, rather than Plaintiff’s statutory rights asserted in the First Cause of Action.

The Court finds Defendants’ argument that defendants KFHP and KFH should be able to enforce TPMG’s arbitration agreement with Plaintiff to be persuasive. There is an integral relationship between Defendants within the meaning of Metalclad Corp. v. Ventana Environmental Organization Partnership (2003) 109 Cal.App.4th 1705, 1717, based on the allegations of the Complaint. All of Plaintiff’s Second through Tenth Causes of Action are ultimately premised on allegations that Defendants wrongfully revoked her physician privileges and wrongfully terminated her employment. Further, the Second, Ninth and Tenth Causes of Action are alleged jointly against all three Defendants. Plaintiff also alleges in her Eighth Cause of Action that her contract with TPMG addresses Plaintiff’s hearing rights and provides that revocation of physician privileges for more than one year is grounds for termination.

Therefore, the Court finds that Plaintiff’s Second through Tenth Causes of Action are subject to arbitration as to all of Defendants.

Although the Court suspects that the most reasonable course of action here would be stay arbitration of the Second through Tenth Causes of Action until judicial resolution of Plaintiff’s First Cause of Action in order to avoid any possibility of inconsistent results, Defendants argue that the Arbitration Agreement as revised effective in 2020 provides that it is subject to the Federal Arbitration Act (“FAA”), which requires immediate arbitration of arbitrable claims, citing to 9 U.S.C. § 3 and Moses H. Cone Memorial Hosp. v. Mercury Constr. Corp. (1983) 460 U.S. 1, 26.) Plaintiff in Opposition argues that under the terms of the arbitration agreement, CCP § 1281.2(c) allows the Court to prevent arbitration of the Second Through Tenth Causes of Action until judicial resolution of Plaintiff’s First Cause of Action.

The Arbitration Agreement Plaintiff signed in 2011 when she began her senior physician

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161299: HUANG vs KAISER FOUNDATION HEALTH PLAN, INC., et al. 08/24/2026 Hearing on Motion to Compel Arbitration filed by KAISER FOUNDATION HEALTH PLAN, INC. (Defendant) + CRS# 230383635736 in Department 520 position with TPMG is reasonably governed by the California Arbitration Act (“CAA”), CCP § 1280 et seq., by virtue of exclusive citation to the CAA. However, the offer letter Plaintiff signed on 11/2/2011 states in relevant part:

“I acknowledge that I have access to copies of the Articles of Incorporation, By-Laws and Policy Manual, including the Senior Physician Arbitration Policy and Procedure II.D, provided within this packet, which requires that employment-related disputes between Senior Physicians and TPMG be submitted to binding arbitration. I have read and understand these documents and agree to abide fully by their terms, conditions and policies, as amended from time to time.” (DIOE Exh. A.)

Thus, the offer letter indicates that Plaintiff understood that TPMG could unilaterally revise the arbitration agreement from time to time and that acceptance of the amended arbitration agreement would be a condition of continued employment.

Starting in 2020, TPMG amended the Arbitration Agreement to provide in part:

“The Federal Arbitration Act shall apply to this agreement. If, for any reason, the Federal Arbitration Act does not apply, California arbitration law will apply.”

“With respect to any matter not herein expressly provided for, the arbitration shall be governed by the California Code of Civil Procedure provisions relating to arbitration that are in effect at the time the statute is applied; provided, however, that no reference in this policy to rules of California procedure shall waive Federal Arbitration Act coverage and the FAA's preemptive force.” (DIOE Exh. D.)

The Arbitration Agreement as amended in 2023 and 2024 in effect at the time of the 1/2/2024 revocation of Plaintiff’s physician privileges and her 4/11/2025 termination contains the same or substantially the same language as quoted above.

The Court finds that when read as a whole, the most reasonable reading of the amended language is that where the arbitration agreement does not specify the procedures to be used, CCP § 1280 et seq. applies but only to the extent that its provisions are not contrary to the requirements of the FAA. Therefore, it appears that Defendants are entitled to have Plaintiff’s Second through Tenth Causes of Action sent immediately to arbitration.

Wherefore, the Court GRANTS Defendants’ Motion to Compel Arbitration of the Complaint’s Second through Tenth Causes of Action.

However, the Court may be inclined to DENY Defendant’s request to stay court litigation of Plaintiff’s First Cause of Action pending completion of arbitration of Plaintiff’s Second through Tenth Causes of Action and is hopeful that oral argument will assist the Court's final

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161299: HUANG vs KAISER FOUNDATION HEALTH PLAN, INC., et al. 08/24/2026 Hearing on Motion to Compel Arbitration filed by KAISER FOUNDATION HEALTH PLAN, INC. (Defendant) + CRS# 230383635736 in Department 520 determination.

Under the unambiguous language of the arbitration agreement and by Defendants’ own admission on this Motion, the arbitrator has no authority to rule on the merits of Plaintiffs’ First Cause of Action. Although the arbitrator may be required to rule on the dispute regarding whether KFHP’s C&P Committee’s revocation of Plaintiff’s physician privileges triggered Plaintiff’s § 809 et seq. fair process rights in order to rule on Plaintiff’s Seventh and Eighth Causes of Action, any such ruling by the arbitrator would not limit this Court’s authority to independently make its own determinations on the merits of Plaintiff’s First Cause of Action.

Although allowing both court litigation of Plaintiff’s First Cause of Action and arbitration of Plaintiff’s Second though Tenth Causes of Action creates some risk of inconsistent results, Defendants may overstate that risk in Reply. Regardless of how an arbitrator or the Court were to rule on whether the decision to revoke Plaintiff’s physician privileges required providing Plaintiff with § 809 et seq. fair process rights, some portion of Plaintiff’s Second through Sixth, Ninth and Tenth Causes of Action could likely go forward.

It may be appropriate to allow court litigation of Plaintiff’s First Cause of Action and arbitration of Plaintiff’s Second through Tenth Causes of Action to proceed concurrently, however, the Court would like to hear further argument on the risk of inconsistent results, the Court's authority to reach its own decision regarding whether the peer review process was triggered (even if the arbitrator reaches this - or a contrary - result), whether the relief sought in the judicial litigation v. the arbitration is a relevant inquiry, and any other argument that might be helpful to making an informed, legal, and practical determination.

NOTICE: This tentative ruling will automatically become the court’s final order on August 24, 2026 unless, by no later than 4:00 P.M. on August 21, 2026, a party to the action notifies BOTH: 1) the court by emailing Dept520@alameda.courts.ca.gov; AND 2) all opposing counsel or selfrepresented parties (by telephone or email) that the party is contesting this tentative ruling.

The subject line (RE:) of the email must state: “Request for CONTESTED HEARING: [the case name], [number].” When a party emails to contest a tentative ruling, the party must identify the specific holding(s) within the ruling they wish to contest via oral argument.

The court does not provide court reporters for hearings in civil departments. A party who wants a record of the proceedings must engage a private court reporter. (Local Rule 3.95.) Any privately retained court reporter must also participate via video conference. Their email must be provided to the court at the time the Notice of Contest is emailed.

SUPERIOR COURT OF CALIFORNIA COUNTY OF ALAMEDA

25CV161299: HUANG vs KAISER FOUNDATION HEALTH PLAN, INC., et al. 08/24/2026 Hearing on Motion to Compel Arbitration filed by KAISER FOUNDATION HEALTH PLAN, INC. (Defendant) + CRS# 230383635736 in Department 520 ALL CONTESTED LAW AND MOTION HEARINGS ARE CONDUCTED VIA REMOTE VIDEO unless an in person appearance is required by the court. Invitations to participate in the video proceeding will be sent by the court upon receipt of timely notice of contest. A party may give email notice they will appear in court in person for the hearing, however all other counsel/parties and the JUDGE MAY APPEAR REMOTELY.