On March 31, 2021 a
Letter,Correspondence
was filed
involving a dispute between
Napolitano, Jr., Arthur,
Saba, Charles M.,
and
A. Phab Investments, Ltd.,
Arb,
Banks, Anthony R.,
Bewell Organic Medicine Inc,
Hearn, Paul L.,
Zalucki, George,
for Business Litigation
in the District Court of Suffolk County.
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CIVIL ACTION COVER DOCKET so@ B L. S ‘Trial Court Of Massachusetts owlin Court Department County:
SHEET SUFFOLK
!
PLAINTIFF ‘DEFENDANT®)
Charles M. Saba and Art Napolitano (each directly Anthony R. Banks; Paul LiKearn, George
and derivatively on behalf of BeWell Organic Zalucki, A Phabjinyes#heritsyLtd., ARB
Medicine Inc.) (Scotland) Investinenteg tds
TTORNEY, FIRM NAME, ADDRESS AND TELEPHONE Board of Dar Overseers number “ATTORNEY (Ff known) 1 | aie
Paul Muniz (BOS64786) Howard Cooper (BBO 643842)
Donovan Hatem LLP iS Am
53 State Street - &th Floor
Boston, MA
Joseph Cacace (B80 672298)
Todd and Weld LLP
One Federal Steet - 27th Floor
Be
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oe
‘Tetephone: 617-406-4610 Boston, MA 021: ero w
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Origin Code Original Complaint t
B el ne 1
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TYPE OF ACTION AND TRACK DESIGNATION (See reverse side) CODE NO. TYPE OF ACTION (specify) TRACK Is FATS AJURY CASE? *
Shareholder Derivative @)f}Yes [No - eee -. hoy wee -
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‘The following is a full and detailed statement of the facts on which plaintiff relies to determine eligibility in to The Business Litigation Session,
Please kindly let this serve as the Plaintiffs‘ Amended Civil Action Cover Sheet .
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This is a dispute regarding the internal governance of a closely held Massachtisetts corporation, named
BeWell Organic Medicine Inc. Plaintiffs Charles Saba and Art Napolitano are bringing direct and
derivative claims against the Defendants.
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The Distpute arises, based on the facts that, Defendants Hearn and Banks, through their respective
investment entitites, ignored a validly binding contract between the Parties whichjset forth a 3/4
supermajoirty shareholder voting requirement. Defendants, subsequently changed the composition of
the Board of Directors, fired the current C.E.O., and instituted a number of other changes.
Plaintiffs have submitted this Amended Civil Action Cover Sheet in order to inforrh the Court that there is
a related Civil Action. After filing this matter, Defendants Paul Hearn, Anthony |Banks, A Phab
Investments Ltd., and ARB (Scotland) Investment, Ltd, filed their own lawsuit with the Court. That suit is
2184CV0745-BLS2.
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* A Special Tracking Order shall be created by the Presiding Justice of the Business Litigation Session at the Rule 16 Conference.
SpE
PLEASE IDENTIFY, BY CASE NUMBER, NAME AND COUNTY, ANY RELATED ACTION PENDING IN THE SUPERIOR COURT DEPARTMENT.
Thereby certify that I have complied with the requirements of Rule 5 of the § friform Rules dn Dispute Resolution (SC Rule 1:18)
requiring that I provide my clients with information about court-connected ices and discuss { them the advantages and
disadvantages of the various methods.” Signature of Attorney of Record,
DATE:-att00 "
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Document Filed Date
April 14, 2021
Case Filing Date
March 31, 2021
Category
Business Litigation
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1 : 1 | ' 0 mn ' 4 CIVIL ACTION COVER DOCKET so@ B L. S ‘Trial Court Of Massachusetts owlin Court Department County: SHEET SUFFOLK ! PLAINTIFF ‘DEFENDANT®) Charles M. Saba and Art Napolitano (each directly Anthony R. Banks; Paul LiKearn, George and derivatively on behalf of BeWell Organic Zalucki, A Phabjinyes#heritsyLtd., ARB Medicine Inc.) (Scotland) Investinenteg tds TTORNEY, FIRM NAME, ADDRESS AND TELEPHONE Board of Dar Overseers number “ATTORNEY (Ff known) 1 | aie Paul Muniz (BOS64786) Howard Cooper (BBO 643842) Donovan Hatem LLP iS Am 53 State Street - &th Floor Boston, MA Joseph Cacace (B80 672298) Todd and Weld LLP One Federal Steet - 27th Floor Be ae IL oe oe ‘Tetephone: 617-406-4610 Boston, MA 021: ero w AS Of * AA sagt mo Origin Code Original Complaint t B el ne 1 ze! a | wv ! TYPE OF ACTION AND TRACK DESIGNATION (See reverse side) CODE NO. TYPE OF ACTION (specify) TRACK Is FATS AJURY CASE? * Shareholder Derivative @)f}Yes [No - eee -. hoy wee - 4 i 4 0 i ‘The following is a full and detailed statement of the facts on which plaintiff relies to determine eligibility in to The Business Litigation Session, Please kindly let this serve as the Plaintiffs‘ Amended Civil Action Cover Sheet . 1 | This is a dispute regarding the internal governance of a closely held Massachtisetts corporation, named BeWell Organic Medicine Inc. Plaintiffs Charles Saba and Art Napolitano are bringing direct and derivative claims against the Defendants. i | The Distpute arises, based on the facts that, Defendants Hearn and Banks, through their respective investment entitites, ignored a validly binding contract between the Parties whichjset forth a 3/4 supermajoirty shareholder voting requirement. Defendants, subsequently changed the composition of the Board of Directors, fired the current C.E.O., and instituted a number of other changes. Plaintiffs have submitted this Amended Civil Action Cover Sheet in order to inforrh the Court that there is a related Civil Action. After filing this matter, Defendants Paul Hearn, Anthony |Banks, A Phab Investments Ltd., and ARB (Scotland) Investment, Ltd, filed their own lawsuit with the Court. That suit is 2184CV0745-BLS2. - |. | IL * A Special Tracking Order shall be created by the Presiding Justice of the Business Litigation Session at the Rule 16 Conference. SpE PLEASE IDENTIFY, BY CASE NUMBER, NAME AND COUNTY, ANY RELATED ACTION PENDING IN THE SUPERIOR COURT DEPARTMENT. Thereby certify that I have complied with the requirements of Rule 5 of the § friform Rules dn Dispute Resolution (SC Rule 1:18) requiring that I provide my clients with information about court-connected ices and discuss { them the advantages and disadvantages of the various methods.” Signature of Attorney of Record, DATE:-att00 " 1 # 8 { N I 0