Preview
FILED: QUEENS COUNTY CLERK 09/12/2019
12/01/2022 09:45
08:54 AM
PM INDEX NO. 702766/2019
711145/2022
NYSCEF DOC. NO. 103
56 RECEIVED NYSCEF: 09/12/2019
12/01/2022
SHORT FORM ORDER
NEW YORK STATE SUPREME COURT - QUEENS COUNTY
PresenE: Honorable L r Livote IAS TERM, PART 33
Acting Supreme Court Justice Commerc ia 1
;; ;;.
Thomas
;;;;.;
cambino
;;-;;
and
;;;i;;;;;;;-;;---"
Antonio ordas,
Index No: 7 O2'? 66 / a9
as holders of one half (50t) of the
ouEstanding shares of sEock, and
suing individually and derivatively on
behalf, of IWASH SIP & SURF, INC.,
Petitioners,
Por an order of Judicial Motion Da|-e: 6/25/19
Dissol"ution of
IWASH SIP & SURF, INC Seq. No: 2
Pursuant to Sections 1104(a) (2) and
(3) of the Business CorPoration Law,
Respondent,
- and-
NLED
ARCADIO ROSELLI,
Re spondent ,
sEP 12 2019
-and-
COUNT'Y CIERK
UIENS COUNTY
ANTHONY ROSELLI ,
Nominal RespondenL.
The f ollowing papers numbered 1 t.o l-3 read on this motion by
RespondenE for an order:
vacating and fifting Ehe temporary restraining order signed
by Ehe Honorable Leonard Livote, J.S.C. on April 30, 2019 ("the
TRo"), and a Cross-Motion by petitioner for an Order
(A) Pursuant to Judiciary Law S753 (i)adjudging Respondent
Arcadio RoseIIi ("Arcadio" ) j.n conEempt for his will-fu1 non-
compliance with the Stipulation and Order for injuncLive relief
dated April 30, 2019 (the "Injunctive ReIief Order" ) which
Arcadiols counsel signed and this CourE ordered; (ii) punishing
Arcadio Roselli by tine, imprisonmenE or both; and (iii)
assessing Ehe cost of Ehis cross-motion against Arcadio RoseIli;
(B) Imposing sanctions against Arcadj-o for his misconduct
pursuant to 22 NYCRR Part 130,and
(C) Immediately removing Arcadio from handling Iwash's
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FILED: QUEENS COUNTY CLERK 09/12/2019
12/01/2022 09:45
08:54 AM
PM INDEX NO. 702766/2019
711145/2022
NYSCEF DOC. NO. 103
56 RECEIVED NYSCEF: 09/12/2019
12/01/2022
income, monies, revenue, bank accounEs and books and records.
PAPERS
NUMBERED
NoLice of Motion, Affirmation, Affidavits
and Exhibits..... ]--4
Cross Motion, Affirmation, Af f idavi ts
and Exhibits 5-8
Answering Affirmat.ions, Affidavits and
Eixhr_br ts 9-11
RepIy Affirmations, Affidavi!s and
_Eixhr.ba ts L2-L3
Other.
Upon the foregoj-ng, Ehe motion and the cross-moEion are
determined as fol Iows :
Pursuant to a stipulation and Order dated Aprj-I 30, 2019,
t.he following injunctive relief was ordered:
(ii) pursuant to BCL SS 1113 and 1115, for a preliminary
injuncEj-on enjoining Respondenc Arcadio Roselli ("Arcadio"), a
25? Iwash shareholder, who is in exclusive control of Iwash, from
conducting any business or transacEions on behalf of IWash
outside the ordinary course of business pending resolution of
this dissolution proceeding, as follows: (a) requiring Responden!
Arcadio Eo give Petit.ioners prior noEice of all transactions by
email or oEherwise sending daily lists to aIl shareholders,
including disbursements, proposed by Respondent Arcadio in
connection with IWash; (b) requiring Respondent Arcadio Lo seek
and obtaj-n permission of PeEitioners before making any
disbursemenEs from Iwash's accounEs or assets, or before entering
into any transactions on behalf of fWash; c) giving Petitioners
access, including keys, to t.he 76-02 21"r Avenue, East ElmhursE,
NY 11370 locatj-on of Iwash and any and aII income generaEing
machine s /devj-ce s (such as, buE not. limited Eo, laundry and dryer
machines) and/or any record keeping or income Eabulating
machi-nes/devices, in, at, or on the premises; and (d) gj-vj-ng
Pet.itioners access and provi-di-ng Thomas Gambino and Arcadio
RoseIIi fulI signatory powers to lwash' s bank accounts provided
t.hat all checks require said dual signatures; (iii) reguiring
Arcadio Roselli to reEurn to lwash any funds or other assets of
Iwash and t,o deposit such funds into Iwash's bank account.; (iv)
enjoining Arcadio Roselli from using any of Iwash's funds to pay
his aEtorneys' fees in defending this proceeding; (v) pursuant to
BCL S 624, and common 1aw, granting Petj-tioners the right to
j-nspect Iwash's corporate financial books and records wit.hin 14
days of Ehis order as seE forEh in the exhj-bits attached to the
Order to Show Cause.
Page 2 of l
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FILED: QUEENS COUNTY CLERK 09/12/2019
12/01/2022 09:45
08:54 AM
PM INDEX NO. 702766/2019
711145/2022
NYSCEF DOC. NO. 103
56 RECEIVED NYSCEF: 09/12/2019
12/01/2022
Respondencs have established t.hat the existj-ng Order is
unworkable. Accordingly, section (ii) (b) is amended to the ext.ent
t.hat. it. is,
Ordered, that Petitioner's permission to make disbursements
shaf] not be unreasonably withhefd.
Paying employee wages in cash wit.hout 1ega11y required
withholdings is not a legitimate business expense.
The cross-motion by Petitioner is denied on the grounds thaE
it is supported soIely by conclusory allegations.
Any oEher or further relief in the motion or cross-motion
Ehat is not specifically addressed is denied.
This consElEutes the order of the Court.
Dated: August 29, 20L9
Le onard ivote, A.,I .S.C
RLED
sEP l2 2019
c0uNtY CLERI(
c0utfIY
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Preview
FILED: QUEENS COUNTY CLERK 09/12/2019 12/01/2022 09:45 08:54 AM PM INDEX NO. 702766/2019 711145/2022 NYSCEF DOC. NO. 103 56 RECEIVED NYSCEF: 09/12/2019 12/01/2022 SHORT FORM ORDER NEW YORK STATE SUPREME COURT - QUEENS COUNTY PresenE: Honorable L r Livote IAS TERM, PART 33 Acting Supreme Court Justice Commerc ia 1 ;; ;;. Thomas ;;;;.; cambino ;;-;; and ;;;i;;;;;;;-;;---" Antonio ordas, Index No: 7 O2'? 66 / a9 as holders of one half (50t) of the ouEstanding shares of sEock, and suing individually and derivatively on behalf, of IWASH SIP & SURF, INC., Petitioners, Por an order of Judicial Motion Da|-e: 6/25/19 Dissol"ution of IWASH SIP & SURF, INC Seq. No: 2 Pursuant to Sections 1104(a) (2) and (3) of the Business CorPoration Law, Respondent, - and- NLED ARCADIO ROSELLI, Re spondent , sEP 12 2019 -and- COUNT'Y CIERK UIENS COUNTY ANTHONY ROSELLI , Nominal RespondenL. The f ollowing papers numbered 1 t.o l-3 read on this motion by RespondenE for an order: vacating and fifting Ehe temporary restraining order signed by Ehe Honorable Leonard Livote, J.S.C. on April 30, 2019 ("the TRo"), and a Cross-Motion by petitioner for an Order (A) Pursuant to Judiciary Law S753 (i)adjudging Respondent Arcadio RoseIIi ("Arcadio" ) j.n conEempt for his will-fu1 non- compliance with the Stipulation and Order for injuncLive relief dated April 30, 2019 (the "Injunctive ReIief Order" ) which Arcadiols counsel signed and this CourE ordered; (ii) punishing Arcadio Roselli by tine, imprisonmenE or both; and (iii) assessing Ehe cost of Ehis cross-motion against Arcadio RoseIli; (B) Imposing sanctions against Arcadj-o for his misconduct pursuant to 22 NYCRR Part 130,and (C) Immediately removing Arcadio from handling Iwash's Page 1 of 3 1 of 3 FILED: QUEENS COUNTY CLERK 09/12/2019 12/01/2022 09:45 08:54 AM PM INDEX NO. 702766/2019 711145/2022 NYSCEF DOC. NO. 103 56 RECEIVED NYSCEF: 09/12/2019 12/01/2022 income, monies, revenue, bank accounEs and books and records. PAPERS NUMBERED NoLice of Motion, Affirmation, Affidavits and Exhibits..... ]--4 Cross Motion, Affirmation, Af f idavi ts and Exhibits 5-8 Answering Affirmat.ions, Affidavits and Eixhr_br ts 9-11 RepIy Affirmations, Affidavi!s and _Eixhr.ba ts L2-L3 Other. Upon the foregoj-ng, Ehe motion and the cross-moEion are determined as fol Iows : Pursuant to a stipulation and Order dated Aprj-I 30, 2019, t.he following injunctive relief was ordered: (ii) pursuant to BCL SS 1113 and 1115, for a preliminary injuncEj-on enjoining Respondenc Arcadio Roselli ("Arcadio"), a 25? Iwash shareholder, who is in exclusive control of Iwash, from conducting any business or transacEions on behalf of IWash outside the ordinary course of business pending resolution of this dissolution proceeding, as follows: (a) requiring Responden! Arcadio Eo give Petit.ioners prior noEice of all transactions by email or oEherwise sending daily lists to aIl shareholders, including disbursements, proposed by Respondent Arcadio in connection with IWash; (b) requiring Respondent Arcadio Lo seek and obtaj-n permission of PeEitioners before making any disbursemenEs from Iwash's accounEs or assets, or before entering into any transactions on behalf of fWash; c) giving Petitioners access, including keys, to t.he 76-02 21"r Avenue, East ElmhursE, NY 11370 locatj-on of Iwash and any and aII income generaEing machine s /devj-ce s (such as, buE not. limited Eo, laundry and dryer machines) and/or any record keeping or income Eabulating machi-nes/devices, in, at, or on the premises; and (d) gj-vj-ng Pet.itioners access and provi-di-ng Thomas Gambino and Arcadio RoseIIi fulI signatory powers to lwash' s bank accounts provided t.hat all checks require said dual signatures; (iii) reguiring Arcadio Roselli to reEurn to lwash any funds or other assets of Iwash and t,o deposit such funds into Iwash's bank account.; (iv) enjoining Arcadio Roselli from using any of Iwash's funds to pay his aEtorneys' fees in defending this proceeding; (v) pursuant to BCL S 624, and common 1aw, granting Petj-tioners the right to j-nspect Iwash's corporate financial books and records wit.hin 14 days of Ehis order as seE forEh in the exhj-bits attached to the Order to Show Cause. Page 2 of l 2 of 3 FILED: QUEENS COUNTY CLERK 09/12/2019 12/01/2022 09:45 08:54 AM PM INDEX NO. 702766/2019 711145/2022 NYSCEF DOC. NO. 103 56 RECEIVED NYSCEF: 09/12/2019 12/01/2022 Respondencs have established t.hat the existj-ng Order is unworkable. Accordingly, section (ii) (b) is amended to the ext.ent t.hat. it. is, Ordered, that Petitioner's permission to make disbursements shaf] not be unreasonably withhefd. Paying employee wages in cash wit.hout 1ega11y required withholdings is not a legitimate business expense. The cross-motion by Petitioner is denied on the grounds thaE it is supported soIely by conclusory allegations. Any oEher or further relief in the motion or cross-motion Ehat is not specifically addressed is denied. This consElEutes the order of the Court. Dated: August 29, 20L9 Le onard ivote, A.,I .S.C RLED sEP l2 2019 c0uNtY CLERI( c0utfIY Page 3 of 3 3 of 3