On March 07, 2022 a
Motion-Secondary
was filed
involving a dispute between
Angel City Nail Spa Inc,
Angel Gift Nail Spa Iii Inc,
Angel Gift Nail Spa Ii Inc,
Angel Gift Nail Spa Inc.,
Angel Gift Nail Spa Iv Inc,
At Angel City Nail Spa Inc.,
At Angel Gift Nail Spa Iii Inc.,
At Angel Gift Nail Spa Ii Inc.,
Jun Yan Guan,
and
Angel City Nail Spa Inc.,
Angel Gift Nail Spa Iii Inc,
Angel Gift Nail Spa Ii Inc,
Angel Gift Nail Spa Inc,
Angel Gift Nail Spa Iv Inc,
At Angel City Nail Spa Inc.,
At Angel Gift Nail Spa Iii Inc,
At Angel Gift Nail Spa Ii Inc,
Hua Chen,
Jianping Dai,
Metro City Bank,
Royal Business Bank,
Tao Lin,
Vincent Huang,
Vincent Huang Cpa Pc,
for Commercial Division
in the District Court of Kings County.
Preview
FILED: KINGS COUNTY CLERK 08/07/2022 09:20 PM INDEX NO. 506569/2022
NYSCEF DOC. NO. 80 RECEIVED NYSCEF: 08/07/2022
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF KINGS Index No.: 506569/2022
_______________________________________________________________________Ç
Jun Yan Guan, Individually and Derivatively on Behalf of
Angel Gift Nail Spa Inc., Angel Gift Nail Spa II Inc., AFFIRMATION IN
Angel Gift Nail Spa III Inc., Angel Gift Nail Spa IV Inc., SUPPORT
At Angel Gift Nail Spa II Inc., At Angel Gift Nail Spa III Inc.
Angel City Nail Spa, Inc. At Angel City Nail Spa, Inc. MOT. SEQ. 004
Plaintiffs,
-against-
Hua Chen a/1da Susan Hua Chen; Tao Lin; Jianping Dai;
Angel Gift Nail Spa Inc.; Angel Gift Nail Spa II Inc.;
Angel Gift Nail Spa III Inc.; Angel Gift Nail Spa IV Inc.;
At Angel Gift Nail Spa II Inc.; At Angel Gift Nail Spa III Inc.;
Angel City Nail Spa, Inc.; At Angel City Nail Spa, Inc.;
Defendants.
_______________________________________________________________________Ç
ALFREDO TAPIA, ESQ., an attorney duly admitted to practice law before all the Courts
of the State of New York, hereby affirms the following to be true under the penalties of perjury:
3. I am a member of THE TAPIA LAW FIRM, PLLC, attorneys for the Plaintiffs in the above-
entitled action, and as such, I am fully familiar with all the facts and circumstances
heretofore had herein.
Plaintiffs'
4. I make this affirmation in support to motion to consolidate this plenary action with
the pending special proceedings under Index No. 509214/2022, captioned as captioned as In
the Matter of the Application of SUSAN HUA CHEN, as a 50% Shareholder of At Angel
Gift Nail Spa III Inc., a domestic Corporation vs. JUN YAN GUAN a/k/a JAMES GUAN, as
a 50% Shareholder of At Angel Gift Nail Spa IIIInc., For Judicial Dissolution of At Angel
Gift Nail Spa III Inc. pursuant to Section 1104(a) of The Business Corporation Law.
5. This plenary derivative action is the lowest index number.
6. Both, the plenary derivative action and the special proceedings, are before the Honorable
Judge Reginald A. Boodie.
1 of 2
FILED: KINGS COUNTY CLERK 08/07/2022 09:20 PM INDEX NO. 506569/2022
NYSCEF DOC. NO. 80 RECEIVED NYSCEF: 08/07/2022
7. This plenary derivative action arises from a dispute between two partners for, other
among
partnership'
things, the Defendant's breach of her fiduciary duties and for conversion of the
profits for her own personal benefit. The corporations were formed by the partnership to help
manage the finances of the partnership's three nail salons and insulate them from liability.A
true copy the verified amended Complaint is annexed herein as Exhibit 1.
8. In special proceedings, the parties are seeking to the dissolve the partnership and its
corporations. A true copy of the verified Petition of Chen is annexed herein as Exhibit 2. A
true copy of the verified cross-Petition of Guan is annexed herein as Exhibit 3.
9. The parties have raised issues of fact concerning ownership of two of the three nail salons
and several of the captioned corporations. Itwould be conserve judicial economy and be
efficient for the Court to consolidate and hold a joint trial/hearing on the issues of fact in the
plenary action so as to then be able to make a wholistic determination on damages or the lack
thereof, and whether to grant or deny the pending Petitions to dissolve the partnership and/or
the corporation(s). See, Exhibit 1, 2 & 3. Consolidation will be not be prejudicial to the
Defendants in that itwould avoid unnecessary costs and delay. Currently one of the nail
salon's is closed while accruing rent arrears are being owed. See, Exhibit 4.
Wherefore, the Plaintiffs ask that the Court grant the Plaintiff's motion to consolidate this
plenary action and the special proceedings pursuant to CPLR 602.
Dated: Kings, New York
August 7, 2022
APIA, ESQ.
2 of 2
Document Filed Date
August 07, 2022
Case Filing Date
March 07, 2022
Category
Commercial Division
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FILED: KINGS COUNTY CLERK 08/07/2022 09:20 PM INDEX NO. 506569/2022 NYSCEF DOC. NO. 80 RECEIVED NYSCEF: 08/07/2022 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF KINGS Index No.: 506569/2022 _______________________________________________________________________Ç Jun Yan Guan, Individually and Derivatively on Behalf of Angel Gift Nail Spa Inc., Angel Gift Nail Spa II Inc., AFFIRMATION IN Angel Gift Nail Spa III Inc., Angel Gift Nail Spa IV Inc., SUPPORT At Angel Gift Nail Spa II Inc., At Angel Gift Nail Spa III Inc. Angel City Nail Spa, Inc. At Angel City Nail Spa, Inc. MOT. SEQ. 004 Plaintiffs, -against- Hua Chen a/1da Susan Hua Chen; Tao Lin; Jianping Dai; Angel Gift Nail Spa Inc.; Angel Gift Nail Spa II Inc.; Angel Gift Nail Spa III Inc.; Angel Gift Nail Spa IV Inc.; At Angel Gift Nail Spa II Inc.; At Angel Gift Nail Spa III Inc.; Angel City Nail Spa, Inc.; At Angel City Nail Spa, Inc.; Defendants. _______________________________________________________________________Ç ALFREDO TAPIA, ESQ., an attorney duly admitted to practice law before all the Courts of the State of New York, hereby affirms the following to be true under the penalties of perjury: 3. I am a member of THE TAPIA LAW FIRM, PLLC, attorneys for the Plaintiffs in the above- entitled action, and as such, I am fully familiar with all the facts and circumstances heretofore had herein. Plaintiffs' 4. I make this affirmation in support to motion to consolidate this plenary action with the pending special proceedings under Index No. 509214/2022, captioned as captioned as In the Matter of the Application of SUSAN HUA CHEN, as a 50% Shareholder of At Angel Gift Nail Spa III Inc., a domestic Corporation vs. JUN YAN GUAN a/k/a JAMES GUAN, as a 50% Shareholder of At Angel Gift Nail Spa IIIInc., For Judicial Dissolution of At Angel Gift Nail Spa III Inc. pursuant to Section 1104(a) of The Business Corporation Law. 5. This plenary derivative action is the lowest index number. 6. Both, the plenary derivative action and the special proceedings, are before the Honorable Judge Reginald A. Boodie. 1 of 2 FILED: KINGS COUNTY CLERK 08/07/2022 09:20 PM INDEX NO. 506569/2022 NYSCEF DOC. NO. 80 RECEIVED NYSCEF: 08/07/2022 7. This plenary derivative action arises from a dispute between two partners for, other among partnership' things, the Defendant's breach of her fiduciary duties and for conversion of the profits for her own personal benefit. The corporations were formed by the partnership to help manage the finances of the partnership's three nail salons and insulate them from liability.A true copy the verified amended Complaint is annexed herein as Exhibit 1. 8. In special proceedings, the parties are seeking to the dissolve the partnership and its corporations. A true copy of the verified Petition of Chen is annexed herein as Exhibit 2. A true copy of the verified cross-Petition of Guan is annexed herein as Exhibit 3. 9. The parties have raised issues of fact concerning ownership of two of the three nail salons and several of the captioned corporations. Itwould be conserve judicial economy and be efficient for the Court to consolidate and hold a joint trial/hearing on the issues of fact in the plenary action so as to then be able to make a wholistic determination on damages or the lack thereof, and whether to grant or deny the pending Petitions to dissolve the partnership and/or the corporation(s). See, Exhibit 1, 2 & 3. Consolidation will be not be prejudicial to the Defendants in that itwould avoid unnecessary costs and delay. Currently one of the nail salon's is closed while accruing rent arrears are being owed. See, Exhibit 4. Wherefore, the Plaintiffs ask that the Court grant the Plaintiff's motion to consolidate this plenary action and the special proceedings pursuant to CPLR 602. Dated: Kings, New York August 7, 2022 APIA, ESQ. 2 of 2