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DOCKET NO. X07-HHD-CV-19-6109896-S_: SUPERIOR COURT
SHAPIRO BARASH, SUSAN, CO-TRUSTEE, : COMPLEX LITIGATION DOCKET
ETAL. : AT HARTFORD
Vv. i
RUBINOW, LAURENCE P., ET AL. : APRIL 21, 2021
DOCKET NO. X07-HHD-CV-18-6091749-S_: SUPERIOR COURT
SHAPIRO BARASH, SUSAN, CO-TRUSTEE, : COMPLEX LITIGATION DOCKET
ETAL. : AT HARTFORD
Vv. :
LEMBO, BARBARA : APRIL 21, 2021
STATE OF CONNECTICUT
ss. Westport
COUNTY OF FAIRFIELD
AFFIDAVIT OF MICHAEL J. RIPPS
|, Michael J. Ripps, of full age and being duly sworn according to law, upon my
oath depose and say:
1. | am making this Affidavit in support of the Motions for Summary
Judgment filed by the Plaintiffs in the above-captioned cases. The facts stated in this
Affidavit are based on my personal knowledge.
2. Before he died, my father was a commercial real estate developer who
developed properties with John Finguerra (“Finguerra’”), including the properties owned
by Northern Hills, LLC (“Northern Hills”), M/S Town Line Associates, LLC (“M/S Town
Line”), and Evergreen Walk, LLC (“Evergreen Walk’).3. My father, Richard Ripps, died on December 4, 2006 and his three
children — me, my older sister Jennie, and my younger sister Elizabeth — survived him.
A copy of my father’s will (The Last Will and Testament of Richard Ripps dated
February 8, 2006) is included as Exhibit 80 in the Appendix of Exhibits In Support of
Plaintiffs’ Motion for Summary Judgment (“Plaintiffs’ Appendix”). A copy of the trust my
father set up before he died (The Richard Ripps Amended and Restated Revocable
Trust dated February 8, 2006, the “Ripps Trust”) is included as Exhibit 64 in Plaintiffs’
Appendix.
4. A copy of the Inventory that was filed in 2007 by the executors of my
father’s estate, Laurence Rubinow (“Rubinow’) and Edwin Silverstone (“Silverstone”), is
included as Exhibit 81 in Plaintiffs’ Appendix.
5. A copy of the Estate Tax Return that was filed in 2007 by the executors
and then provided to us is included as Exhibit 82 in Plaintiffs’ Appendix.
6. Silverstone resigned as executor of my father’s estate (the “Ripps Estate”)
and as a trustee of the Ripps Trust in 2009.
7. Copies of the First Interim Accounting, Second Interim Accounting, Third
Interim Accounting, Fourth Interim Accounting, and Final Accounting that were filed with
the Probate Court concerning my father’s estate and provided to us by the executor are
included as Exhibits 83, 84, 85, 86 and 87.
8. Attorney Louis Piscatelli represented me and my sisters from around the
Spring of 2008 until mid-2015 as our counsel in connection with matters concerning the
Ripps Estate.9. A copy of the letter from Wiggin and Dana LLP dated February 6, 2020,
showing the total annual dollar amounts paid by the entities controlled by Mr. Finguerra
to the law firms Mr. Rubinow was associated with between 2007 and April 2019 is
included in the Plaintiffs’ Appendix as Exhibit 45.
10. Rubinow did not ever disclose to me that he and the law firms with which
he was associated — Woodhouse, Rubinow & Macht, P.C. (“WR&M”) and McCarter &
English, LLP (“M&E”) — were being paid hundreds of thousands of dollars each year by
entities controlled by Finguerra. To the best of my knowledge, Rubinow also did not
ever make any disclosure about that to any of the other Plaintiffs or to Attorney
Piscatelli.
11. | Rubinow did not ever disclose to me anything about Finguerra’s conflicted
involvement in the project developed by Evergreen Crossing, LLC (“Evergreen
Crossing”) near the properties being developed by Evergreen Walk, and Rubinow did
not ever disclose anything to me about his own role and involvement in the Evergreen
Crossing project. To the best of my knowledge, Rubinow also never made any
disclosure about that to any of the other Plaintiffs or to Attorney Piscatelli.
12. — Included as Exhibit 89 in Plaintiffs’ Appendix is a copy of a letter dated
January 19, 2010 from Rubinow to Rockville Bank (ME-Production_0041987) which
was provided to Plaintiffs in discovery.
13. Included as Exhibit 90 in Plaintiffs’ Appendix is a copy of a letter dated
August 28, 2013 from Rubinow to First Niagara Bank (RIPPS_ME_0043856) which was
provided to Plaintiffs in discovery.14. Included as Exhibit 91 in Plaintiffs’ Appendix is a copy of a letter dated
March 2, 2018, from our attorney, David B. Zabel, Esq., to Thomas J. Finn, Esq. at M&E
(Rubinow’s attorney at the time), which asked Rubinow to resign as executor of the
Ripps Estate and as Trustee of the Ripps Trust. Rubinow did not comply with those
requests.
15. My mother, Susan Shapiro Barash, was appointed as a trustee of the
Ripps Trust in December 2016. Included as Exhibit 92 in Plaintiffs’ Appendix is a copy
of the Appointment of Co-Trustee regarding her appointment. Included as Exhibit 93 in
the Plaintiffs’ Appendix is a copy of her Acceptance of Appointment as Co-Trustee.
16. — Included as Exhibit 94 in Plaintiffs’ Appendix is a copy of an email dated
November 25, 2014 from Tiffany Stevens (an attorney at M&E) to Lembo regarding the
dissolution of Northern Hills (ME-Production_0015613) which was provided to Plaintiffs
in discovery.
17. Included as Exhibits 95 and 96 in Plaintiffs’ Appendix are copies of
financial statements of Evergreen Walk for the years 2007 to 2010 that were provided to
us during the proceedings in Probate Court regarding the Ripps Estate.
18. — Included as Exhibits 97 and 98 in Plaintiffs’ Appendix are copies of
financial statements of Northern Hills for the years 2007 to 2010 that were provided to
us during the proceedings in Probate Court regarding the Ripps Estate.
19. Included as Exhibits 99 and 100 in Plaintiffs’ Appendix are copies of
financial statements of M/S Town Line for the years 2007 to 2009 that were provided to
us during the proceedings in Probate Court regarding the Ripps Estate.20. Included as Exhibit 101 in Plaintiffs’ Appendix is a copy of an email from
Finguerra to Rubinow dated July 26, 2010 (RIPPS_ME_0001415) that was provided to
Plaintiffs in discovery.
21. In the discussions with Rubinow and Finguerra in 2010 about Finguerra’s
request to amend the operating agreement of Evergreen Walk to allow him to collect a
management fee of $175,000 retroactive to 2007, they represented to me and to
Attorney Piscatelli that in return for not objecting to an amendment to allow Finguerra to
get management fees from Evergreen Walk, the quid pro quo would be no dilution of
the interest in the Ripps Estate in Evergreen Walk. Rubinow told me many times over
the years that Evergreen Walk was very valuable — he said things like “Evergreen Walk
is the jewel in the crown of your father’s legacy” and that Evergreen Walk would be a
“home run.” Rubinow said that because Evergreen Walk was very valuable, he
recommended that we had to allow the retroactive management fees to protect against
dilution of the interest of the Ripps Estate in Evergreen Walk.
22. At a meeting with Rubinow that Lou Piscatelli and | attended in June 2015
at the office of McCarter & English, the inter-entity loans from Northern Hills and M/S
Town Line to Evergreen Walk were disclosed to us by him for the first time, and
Rubinow told us that Evergreen Walk was not going to be a “home run” as he had
previously said.
23. Rubinow did not ever disclose to us that he had actually advised Finguerra
about making the loans from Northern Hills and M/S Town Line to Evergreen Walk. We
only learned about that when Rubinow’s March 19, 2013 email (Exhibit 13) and May 8,2015 email (Exhibit 25) were produced in or after September 2016 in discovery in the
Probate Court proceedings.
24. Ata meeting with Finguerra which took place in New York City in 2019
that he asked us to attend, Finguerra told me, my sister Jennie, and our mother, Susan
(continued on next page)Barash, that he had known at least 7 or 8 years ago that Evergreen Walk was not
financially viable and was not going to be successful.
25. Included as Exhibit 102 in Plaintiffs’ Appendix is a copy of a letter dated
March 15, 2018, from our attorney, David B. Zabel, Esq., to Joseph V. Meaney, Esq.
and Richard Canzonetti, Esq. (Lembo’s attorneys), which asked Lembo to resign as as
Trustee of the Ripps Trust, or if she did not resign, to join in the petition seeking
Rubinow’s removal as executor of the Ripps Estate. Lembo did not comply with those
requests.
26. Copies of the Tolling Agreement, the First Amendment to Tolling
Agreement, and the Second Amendment to Tolling Agreement that the Plaintiffs
executed with Barbara Lembo are included in Plaintiffs’ Appendix as Exhibits 103, 104
and 105.
27. — Copies of the Tolling Agreement, the First Amendment to Tolling
Agreement, the Second Amendment to Tolling Agreement, the Third Amendment to
Tolling Agreement, the Fourth Amendment to Tolling Agreement, the Fifth Amendment
to Tolling Agreement, the Sixth Amendment to Tolling Agreement, that the Plaintiffs
executed with Rubinow and Finguerra are included in Plaintiffs’ Appendix as Exhibits
4106, 107, 108, 109, 110, 111, and 112.
Aled s
Sworn to and subscribed before me
this) day of April, 2021.
Pai dh Cy Cnt?
Laigh C, Cinhren
My commision Expires |aj31) 20H
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DOCKET NO. X07-HHD-CV-19-6109896-S_: SUPERIOR COURT SHAPIRO BARASH, SUSAN, CO-TRUSTEE, : COMPLEX LITIGATION DOCKET ETAL. : AT HARTFORD Vv. i RUBINOW, LAURENCE P., ET AL. : APRIL 21, 2021 DOCKET NO. X07-HHD-CV-18-6091749-S_: SUPERIOR COURT SHAPIRO BARASH, SUSAN, CO-TRUSTEE, : COMPLEX LITIGATION DOCKET ETAL. : AT HARTFORD Vv. : LEMBO, BARBARA : APRIL 21, 2021 STATE OF CONNECTICUT ss. Westport COUNTY OF FAIRFIELD AFFIDAVIT OF MICHAEL J. RIPPS |, Michael J. Ripps, of full age and being duly sworn according to law, upon my oath depose and say: 1. | am making this Affidavit in support of the Motions for Summary Judgment filed by the Plaintiffs in the above-captioned cases. The facts stated in this Affidavit are based on my personal knowledge. 2. Before he died, my father was a commercial real estate developer who developed properties with John Finguerra (“Finguerra’”), including the properties owned by Northern Hills, LLC (“Northern Hills”), M/S Town Line Associates, LLC (“M/S Town Line”), and Evergreen Walk, LLC (“Evergreen Walk’).3. My father, Richard Ripps, died on December 4, 2006 and his three children — me, my older sister Jennie, and my younger sister Elizabeth — survived him. A copy of my father’s will (The Last Will and Testament of Richard Ripps dated February 8, 2006) is included as Exhibit 80 in the Appendix of Exhibits In Support of Plaintiffs’ Motion for Summary Judgment (“Plaintiffs’ Appendix”). A copy of the trust my father set up before he died (The Richard Ripps Amended and Restated Revocable Trust dated February 8, 2006, the “Ripps Trust”) is included as Exhibit 64 in Plaintiffs’ Appendix. 4. A copy of the Inventory that was filed in 2007 by the executors of my father’s estate, Laurence Rubinow (“Rubinow’) and Edwin Silverstone (“Silverstone”), is included as Exhibit 81 in Plaintiffs’ Appendix. 5. A copy of the Estate Tax Return that was filed in 2007 by the executors and then provided to us is included as Exhibit 82 in Plaintiffs’ Appendix. 6. Silverstone resigned as executor of my father’s estate (the “Ripps Estate”) and as a trustee of the Ripps Trust in 2009. 7. Copies of the First Interim Accounting, Second Interim Accounting, Third Interim Accounting, Fourth Interim Accounting, and Final Accounting that were filed with the Probate Court concerning my father’s estate and provided to us by the executor are included as Exhibits 83, 84, 85, 86 and 87. 8. Attorney Louis Piscatelli represented me and my sisters from around the Spring of 2008 until mid-2015 as our counsel in connection with matters concerning the Ripps Estate.9. A copy of the letter from Wiggin and Dana LLP dated February 6, 2020, showing the total annual dollar amounts paid by the entities controlled by Mr. Finguerra to the law firms Mr. Rubinow was associated with between 2007 and April 2019 is included in the Plaintiffs’ Appendix as Exhibit 45. 10. Rubinow did not ever disclose to me that he and the law firms with which he was associated — Woodhouse, Rubinow & Macht, P.C. (“WR&M”) and McCarter & English, LLP (“M&E”) — were being paid hundreds of thousands of dollars each year by entities controlled by Finguerra. To the best of my knowledge, Rubinow also did not ever make any disclosure about that to any of the other Plaintiffs or to Attorney Piscatelli. 11. | Rubinow did not ever disclose to me anything about Finguerra’s conflicted involvement in the project developed by Evergreen Crossing, LLC (“Evergreen Crossing”) near the properties being developed by Evergreen Walk, and Rubinow did not ever disclose anything to me about his own role and involvement in the Evergreen Crossing project. To the best of my knowledge, Rubinow also never made any disclosure about that to any of the other Plaintiffs or to Attorney Piscatelli. 12. — Included as Exhibit 89 in Plaintiffs’ Appendix is a copy of a letter dated January 19, 2010 from Rubinow to Rockville Bank (ME-Production_0041987) which was provided to Plaintiffs in discovery. 13. Included as Exhibit 90 in Plaintiffs’ Appendix is a copy of a letter dated August 28, 2013 from Rubinow to First Niagara Bank (RIPPS_ME_0043856) which was provided to Plaintiffs in discovery.14. Included as Exhibit 91 in Plaintiffs’ Appendix is a copy of a letter dated March 2, 2018, from our attorney, David B. Zabel, Esq., to Thomas J. Finn, Esq. at M&E (Rubinow’s attorney at the time), which asked Rubinow to resign as executor of the Ripps Estate and as Trustee of the Ripps Trust. Rubinow did not comply with those requests. 15. My mother, Susan Shapiro Barash, was appointed as a trustee of the Ripps Trust in December 2016. Included as Exhibit 92 in Plaintiffs’ Appendix is a copy of the Appointment of Co-Trustee regarding her appointment. Included as Exhibit 93 in the Plaintiffs’ Appendix is a copy of her Acceptance of Appointment as Co-Trustee. 16. — Included as Exhibit 94 in Plaintiffs’ Appendix is a copy of an email dated November 25, 2014 from Tiffany Stevens (an attorney at M&E) to Lembo regarding the dissolution of Northern Hills (ME-Production_0015613) which was provided to Plaintiffs in discovery. 17. Included as Exhibits 95 and 96 in Plaintiffs’ Appendix are copies of financial statements of Evergreen Walk for the years 2007 to 2010 that were provided to us during the proceedings in Probate Court regarding the Ripps Estate. 18. — Included as Exhibits 97 and 98 in Plaintiffs’ Appendix are copies of financial statements of Northern Hills for the years 2007 to 2010 that were provided to us during the proceedings in Probate Court regarding the Ripps Estate. 19. Included as Exhibits 99 and 100 in Plaintiffs’ Appendix are copies of financial statements of M/S Town Line for the years 2007 to 2009 that were provided to us during the proceedings in Probate Court regarding the Ripps Estate.20. Included as Exhibit 101 in Plaintiffs’ Appendix is a copy of an email from Finguerra to Rubinow dated July 26, 2010 (RIPPS_ME_0001415) that was provided to Plaintiffs in discovery. 21. In the discussions with Rubinow and Finguerra in 2010 about Finguerra’s request to amend the operating agreement of Evergreen Walk to allow him to collect a management fee of $175,000 retroactive to 2007, they represented to me and to Attorney Piscatelli that in return for not objecting to an amendment to allow Finguerra to get management fees from Evergreen Walk, the quid pro quo would be no dilution of the interest in the Ripps Estate in Evergreen Walk. Rubinow told me many times over the years that Evergreen Walk was very valuable — he said things like “Evergreen Walk is the jewel in the crown of your father’s legacy” and that Evergreen Walk would be a “home run.” Rubinow said that because Evergreen Walk was very valuable, he recommended that we had to allow the retroactive management fees to protect against dilution of the interest of the Ripps Estate in Evergreen Walk. 22. At a meeting with Rubinow that Lou Piscatelli and | attended in June 2015 at the office of McCarter & English, the inter-entity loans from Northern Hills and M/S Town Line to Evergreen Walk were disclosed to us by him for the first time, and Rubinow told us that Evergreen Walk was not going to be a “home run” as he had previously said. 23. Rubinow did not ever disclose to us that he had actually advised Finguerra about making the loans from Northern Hills and M/S Town Line to Evergreen Walk. We only learned about that when Rubinow’s March 19, 2013 email (Exhibit 13) and May 8,2015 email (Exhibit 25) were produced in or after September 2016 in discovery in the Probate Court proceedings. 24. Ata meeting with Finguerra which took place in New York City in 2019 that he asked us to attend, Finguerra told me, my sister Jennie, and our mother, Susan (continued on next page)Barash, that he had known at least 7 or 8 years ago that Evergreen Walk was not financially viable and was not going to be successful. 25. Included as Exhibit 102 in Plaintiffs’ Appendix is a copy of a letter dated March 15, 2018, from our attorney, David B. Zabel, Esq., to Joseph V. Meaney, Esq. and Richard Canzonetti, Esq. (Lembo’s attorneys), which asked Lembo to resign as as Trustee of the Ripps Trust, or if she did not resign, to join in the petition seeking Rubinow’s removal as executor of the Ripps Estate. Lembo did not comply with those requests. 26. Copies of the Tolling Agreement, the First Amendment to Tolling Agreement, and the Second Amendment to Tolling Agreement that the Plaintiffs executed with Barbara Lembo are included in Plaintiffs’ Appendix as Exhibits 103, 104 and 105. 27. — Copies of the Tolling Agreement, the First Amendment to Tolling Agreement, the Second Amendment to Tolling Agreement, the Third Amendment to Tolling Agreement, the Fourth Amendment to Tolling Agreement, the Fifth Amendment to Tolling Agreement, the Sixth Amendment to Tolling Agreement, that the Plaintiffs executed with Rubinow and Finguerra are included in Plaintiffs’ Appendix as Exhibits 4106, 107, 108, 109, 110, 111, and 112. Aled s Sworn to and subscribed before me this) day of April, 2021. Pai dh Cy Cnt? Laigh C, Cinhren My commision Expires |aj31) 20H