On February 14, 2024 a
Motion-Secondary
was filed
involving a dispute between
Linsay Villareal,
Siddarth Gupta,
and
Flowerhouse Ny Llc,
Gregory Tannor,
Jeffrey Schultz,
Michael Silverman,
Ny Farm Holdco Llc,
Sam Phelps,
for Special Proceedings - CPLR Article 75 (Arbitration) - Commercial Division
in the District Court of New York County.
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FILED: NEW YORK COUNTY CLERK 02/14/2024 04:26 PM INDEX NO. 650805/2024
NYSCEF DOC. NO. 3 RECEIVED NYSCEF: 02/14/2024
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF NEW YORK
-------------------------------------------------------------------X
SIDDARTH GUPTA and LINSAY VILLAREAL, Index No. _______________
Petitioners,
-against- EMERGENCY
AFFIIRMATION IN SUPPORT
JEFFREY SCHULTZ, GREGORY TANNOR, SAM OF PETITIONERS’ ORDER
PHELPS, FLOWERHOUSE NY LLC, MICHAEL TO SHOW CAUSE
SILVERMAN, and NY FARM HOLDCO LLC,
Respondents.
-----------------------------------------------------------------X
DON ABRAHAM, an attorney duly licensed to practice law before the Courts of the
State of New York, does hereby affirm the following subject to the penalties of perjury pursuant
to CPLR §2106:
1. I am a partner of the law firm of Bronster LLP, attorneys for Petitioners in this
action.
2. I submit this affirmation in support of Petitioners’ application for a TRO and a
preliminary injunction, to temporarily enjoin and restrain Respondents, in aid of an arbitration to
be commenced, as follows:
a. From transferring, removing, using or otherwise dispensing with any assets of
FLOWERHOUSE NY LLC (also referred to herein as the “Company”),
including any cannabis, cash, inventory, equipment or intellectual property in
a manner that is not consistent with the ordinary course of the Company’s
business,
b. precluding Respondents from interfering with SIDDARTH GUPTA’s
authority as Manager under the Company’s Amended and Restated Operating
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FILED: NEW YORK COUNTY CLERK 02/14/2024 04:26 PM INDEX NO. 650805/2024
NYSCEF DOC. NO. 3 RECEIVED NYSCEF: 02/14/2024
Agreement, including but not limited to reinstating him as a Manager,
reinstating his email accounts, returning company property taken from him,
and giving SIDDARTH GUPTA full and complete access to the Company’s
books and records; and
c. removing MICHAEL SILVERMAN from the Company Board because he
was illegally placed on the Board without any authority under the Company’s
governing Operating Agreement.
3. Petitioners require immediate relief because Petitioner, SIDDARTH GUPTA
(“GUPTA”), has been illegally removed as a Manager from the Company and replaced by
Respondent, MICHAEL SILVERMAN (“SILVERMAN”), in an illegal fashion so that
SILVERMAN can engage in self-dealing without any oversight by GUPTA as set forth in the
GUPTA Affirmation.
4. If GUPTA’S illegal removal as a Manager of the Company and SILVERMAN’S
illegal appointment as a Manager of the Company is permitted to subsist for any extended
period, SILVERMAN’S plan to starve the Company of cash as part of his self-dealing scheme as
set forth in the GUPTA Affirmation will irreparably harm the good will of the Company, cause
the Company to potentially shut its operations and cause GUPTA an irreparable loss where he is
in danger of not being able to recoup his substantial investment in the Company and lose his
large equity position in the Company. Additionally, any prolonged period where GUPTA is
illegally shut out of the Company’s management and access to its books and records will likely
cause any arbitration award by Petitioners to be rendered ineffectual.
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FILED: NEW YORK COUNTY CLERK 02/14/2024 04:26 PM INDEX NO. 650805/2024
NYSCEF DOC. NO. 3 RECEIVED NYSCEF: 02/14/2024
5. Without the guidance of this Court, Petitioners’ rights will be severely prejudiced,
and GUPTA stands to lose his entire business investment as a result of Respondents’ illegal
activity.
6. This Court must grant the injunctive relief and temporary restraining order sought
in Petitioners’ application to prevent harm to Petitioners until the order to show cause can be
determined.
7. In accordance with 22 N.Y.C.R.R. §202.7, I have notified Respondents of the
time, date, and place of this application via email on today’s date, February 14, 2024, which is
sufficient to permit Respondents an opportunity to appear in response to the application.
8. Petitioners have made no previous request for the relief requested herein.
9. WHEREFORE, I respectfully request that the Court grant Petitioners’ order to
show cause in its entirety and award such other and further relief as this Court deems
appropriate.
Dated: New York, New York
February 14, 2024
_______/s/ Don Abraham____________
Don Abraham
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Document Filed Date
February 14, 2024
Case Filing Date
February 14, 2024
Category
Special Proceedings - CPLR Article 75 (Arbitration) - Commercial Division
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FILED: NEW YORK COUNTY CLERK 02/14/2024 04:26 PM INDEX NO. 650805/2024 NYSCEF DOC. NO. 3 RECEIVED NYSCEF: 02/14/2024 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK -------------------------------------------------------------------X SIDDARTH GUPTA and LINSAY VILLAREAL, Index No. _______________ Petitioners, -against- EMERGENCY AFFIIRMATION IN SUPPORT JEFFREY SCHULTZ, GREGORY TANNOR, SAM OF PETITIONERS’ ORDER PHELPS, FLOWERHOUSE NY LLC, MICHAEL TO SHOW CAUSE SILVERMAN, and NY FARM HOLDCO LLC, Respondents. -----------------------------------------------------------------X DON ABRAHAM, an attorney duly licensed to practice law before the Courts of the State of New York, does hereby affirm the following subject to the penalties of perjury pursuant to CPLR §2106: 1. I am a partner of the law firm of Bronster LLP, attorneys for Petitioners in this action. 2. I submit this affirmation in support of Petitioners’ application for a TRO and a preliminary injunction, to temporarily enjoin and restrain Respondents, in aid of an arbitration to be commenced, as follows: a. From transferring, removing, using or otherwise dispensing with any assets of FLOWERHOUSE NY LLC (also referred to herein as the “Company”), including any cannabis, cash, inventory, equipment or intellectual property in a manner that is not consistent with the ordinary course of the Company’s business, b. precluding Respondents from interfering with SIDDARTH GUPTA’s authority as Manager under the Company’s Amended and Restated Operating 1 1 of 3 FILED: NEW YORK COUNTY CLERK 02/14/2024 04:26 PM INDEX NO. 650805/2024 NYSCEF DOC. NO. 3 RECEIVED NYSCEF: 02/14/2024 Agreement, including but not limited to reinstating him as a Manager, reinstating his email accounts, returning company property taken from him, and giving SIDDARTH GUPTA full and complete access to the Company’s books and records; and c. removing MICHAEL SILVERMAN from the Company Board because he was illegally placed on the Board without any authority under the Company’s governing Operating Agreement. 3. Petitioners require immediate relief because Petitioner, SIDDARTH GUPTA (“GUPTA”), has been illegally removed as a Manager from the Company and replaced by Respondent, MICHAEL SILVERMAN (“SILVERMAN”), in an illegal fashion so that SILVERMAN can engage in self-dealing without any oversight by GUPTA as set forth in the GUPTA Affirmation. 4. If GUPTA’S illegal removal as a Manager of the Company and SILVERMAN’S illegal appointment as a Manager of the Company is permitted to subsist for any extended period, SILVERMAN’S plan to starve the Company of cash as part of his self-dealing scheme as set forth in the GUPTA Affirmation will irreparably harm the good will of the Company, cause the Company to potentially shut its operations and cause GUPTA an irreparable loss where he is in danger of not being able to recoup his substantial investment in the Company and lose his large equity position in the Company. Additionally, any prolonged period where GUPTA is illegally shut out of the Company’s management and access to its books and records will likely cause any arbitration award by Petitioners to be rendered ineffectual. 2 2 of 3 FILED: NEW YORK COUNTY CLERK 02/14/2024 04:26 PM INDEX NO. 650805/2024 NYSCEF DOC. NO. 3 RECEIVED NYSCEF: 02/14/2024 5. Without the guidance of this Court, Petitioners’ rights will be severely prejudiced, and GUPTA stands to lose his entire business investment as a result of Respondents’ illegal activity. 6. This Court must grant the injunctive relief and temporary restraining order sought in Petitioners’ application to prevent harm to Petitioners until the order to show cause can be determined. 7. In accordance with 22 N.Y.C.R.R. §202.7, I have notified Respondents of the time, date, and place of this application via email on today’s date, February 14, 2024, which is sufficient to permit Respondents an opportunity to appear in response to the application. 8. Petitioners have made no previous request for the relief requested herein. 9. WHEREFORE, I respectfully request that the Court grant Petitioners’ order to show cause in its entirety and award such other and further relief as this Court deems appropriate. Dated: New York, New York February 14, 2024 _______/s/ Don Abraham____________ Don Abraham 3 3 of 3