Preview
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
1 Samuel Ray (SBN 308921)
Colla & Ray LLP
2 1561 Powell Street
San Francisco, California 94133
3 (415) 579-1414
sam@collaray.com
4 Attorney for Court Appointed Partition Referee
5
THE SUPERIOR COURT OF THE STATE OF CALIFORNIA
6 IN AND FOR THE COUNTY OF SAN MATEO
(Unlimited Civil Jurisdiction)
7
8 JAMES HARRY LIGHTFOOT and CASE NO. 23-CIV-00921
TAMMIE ANNE LIGHTFOOT, Co-
9 Trustees of the LIGHTFOOT LIVING
TRUST, under agreement dated the 13th DECLARATION OF JOHN E.
day of May, 2020; TROY A. STEIN, an MCINERNEY, III IN SUPPORT OF
10 MOTION FOR ORDER: (1) APPROVING
individual; TROY A. STEIN, Trustee of
the GLORIA STEIN TRUST 2019; REFEREE’S FINAL REPORT OF SALE
11 OF REAL PROPERTY BY PRIVATE SALE
AND DISCHARGE OF REFEREE; (2)
12 Plaintiffs, APPROVING REFEREE’S
RECOMMENDATION RE ACCOUNTING,
13 ALLOWANCE, AND COMPENSATORY
v.
ADJUSTMENT; (3) APPROVING
14 ED A. STEIN; All Persons Unknown REFEREE’S APPLICATION FOR FEES;
Claiming Any Legal or Equitable Right, (4) APPROVING REFEREE’S
15 Title, Estate, Lien, or Interest in or to the
Properties Described in the Complaint ACCOUNTING.
16 Adverse to Plaintiffs’ Title or Any Cloud
on Plaintiffs’ title Thereto; and DOES 1-
10, inclusive; Date: August 12, 2024
17
Time: 2:00 PM
18 Defendants. Dept: Department 23 – Courtroom 8A
Judge: Hon. V. Raymond Swope
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DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL
REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION
23-CIV-00921
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
1 I, JOHN E. MCINERNEY III, declare under penalty of perjury that the following is
2 true and correct:
3 1. Declarant was appointed Referee in this matter on December 7, 2023. The conditions
4 of the appointment and authority of the Referee are set forth in the Stipulation and
5 Order for the Appointment of Referee to Sell Real Property filed with the Clerk of the
6 Superior Court of San Mateo on December 11, 2023 (herein after the “Order”).
7 2. Paragraph Six of the Order empowered the Declarant to sell the real property located
8 at 332 Rockwood Drive, South San Francisco, CA 94080 (the “Subject Property or
9 the “Property”) without court approval or confirmation.
10 3. Paragraph 8 of the Order provided that Defendant Ed Stein was to vacate the Subject
11 Property and that the parties were to remove any remaining personal property within
12 21 days thereafter.
13 4. On January 8, 2024, the Subject Property had been vacated and most of the personal
14 property had been removed. Declarant met with counsel at the Property, examined
15 the Property, and the keys were turned over to Declarant. At that time counsel and
16 Declarant agreed that the Property was not in “sellable” condition. Counsel and
17 Declarant reached an agreement that through counsel the Parties would pay for the
18 repairs and work needed to bring the Property to sellable condition under Declarant’s
19 authority and oversight. Counsel emphasized their desire that work be completed as
20 soon as possible, and the Property brought to market.
21 5. Declarant evaluated the minimum needs and immediately undertook to organize a
22 crew which performed the following scope of work under Declarant’s supervision:
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DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL
REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION
23-CIV-00921
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
1 a. Repair sheetrock ceiling which had collapsed from water intrusion, including
2 installation of new sheetrock where needed, taping, sanding and finishing;
3 b. Removal and hauling of dilapidated appliances and abandoned items of
4 personal property;
5 c. Stabilize iron entry railings;
6 d. Painting of the complete exterior;
7 e. Painting of the complete interior;
8 f. Purchase and installation of kitchen appliances;
9 g. Repair damaged hardwood flooring and refinishing, sanding, staining, and
10 sealing hardwood floors throughout;
11 h. Removal of storm debris;
12 i. Evaluation of report of dry rot damage under front stairs; and
13 j. Cleaning of the bathroom and kitchen, and installation of cabinet hardware in
14 preparation for sale.
15 6. Declarant retained Michael C. Miller of Coldwell Banker to list and sell the Subject
16 Property. Declarant worked with Mr. Miller in preparation of a disclosure booklet
17 used to market the Property, studied comparable sales in the vicinity to establish the
18 value of the property, and prepared and implemented a strategy to obtain the highest
19 price for the Subject Property.
20 7. The foregoing repairs and preparation for sale were completed on February 7, 2024.
21 A decision was made not to show the Property the following Sunday, which was Super
22 Bowl Sunday.
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DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL
REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION
23-CIV-00921
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
1 8. The Property was placed in the San Mateo Multiple Listing Service on Sunday
2 afternoon February 11, 2024, with a listing price of $979,000 based on the age and
3 condition of the Property, need for further renovation, comparable sales in the area,
4 and to induce competitive bidding.
5 9. Between February 11 and 22 2024 the property was held open, shown by appointment
6 and also via SUPRAKEY access to approximately 175 persons. Mr. Miller distributed
7 55 disclosure books to interested parties. Based on the level of interest, Declarant and
8 Mr. Miller decided to call for offers on Friday February 23, 2024 at 3:00 pm.
9 10. Declarant received twelve (12) offers ranging from $975,000 to $1.2 Million
10 (ultimately 4 at $1.2MM). Declarant and Mr. Miller worked with buyers’ agents on
11 Friday and Saturday the 24th and ratified an offer at $1.2 million, all cash, no
12 contingencies, and a seven (7) day close of escrow.
13 11. Escrow closed on March 6, 2024. A true and correct copy of the closing statement is
14 attached hereto as Exhibit 1. Net sales proceeds to Declarant were $839,605.80.
15 12. Pursuant to paragraph 18 of the Order, Declarant was authorized to negotiate of
16 referral fee from the listing broker to be credited against Declarant’s fees. Declarant
17 negotiated a referral fee of 25% amounting to $9,000.00 which Declarant credited to
18 sellers’ account as shown on the accompanying closing statement.
19 13. During the pendency of Declarant’s appointment as Referee it appeared he would be
20 unable to deliver clear title insofar as a prior order of the court in a related estate
21 proceeding was defective. Declarant worked with the title department of First
22 American Title to overcome the defect and deliver clear title to buyers without delay
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DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL
REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION
23-CIV-00921
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
1 or further court proceedings.
2 14. Declarant worked with counsel to establish a negotiated reimbursement procedure for
3 funds advanced by the Parties to pay for the repairs, maintenance and related
4 expenditures incurred by Declarant in preparation of the property for sale, and
5 insurance and mortgage payments made during such period. Those reimbursements
6 are shown on the proposed Order of Distribution.
7 15. As permitted in the Order, Declarant employed Colla & Ray LLP to assist Declarant
8 in the preparation of court filings and documents at the rate of $475 per hour. Fees and
9 expense incurred by Declarant with Colla & Ray LLP amount to $7,362.50 in fees and
10 $465.23 in Court costs, for which Declarant seeks approval to pay from the retained
11 sales proceeds. Attached hereto as Exhibit 2 is a true and correct copy of the invoice
12 from Colla & Ray LLP.
13 16. Pursuant to paragraph 19 of the Order Referee is to file an accounting of his time and
14 expenses with his Final Report. Attached hereto as Exhibit 3 is a true and correct
15 copy of Declarant’s record of time spent in this matter and the amount owed Declarant
16 at the rate of $500 per hour as provided in the Order.
17 17. Pursuant to Paragraph 20 of the Order, Declarant was to deposit all amounts from the
18 sale of the Subject Property into a separate insured account. Attached hereto as
19 Exhibit 4 is a true and correct copy of Declarant’s account with First Republic Bank
20 showing a balance of $ $839,605.80. which matches the amount of net proceeds to
21 Declarant shown on Exhibit 1, the Closing Statement.
22 18. Pursuant to paragraph 19 of the Order the Court reserved jurisdiction to award Referee
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DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL
REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION
23-CIV-00921
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
1 a greater or lesser amount of Referee’s hourly rate in consideration of full, fair and
2 final payment for Referee’s services. In exercising such jurisdiction and determination
3 Declarant requests the Court take into account the cost efficiencies delivered as a result
4 of the Referee’s experience and judgment exercised in this assignment, extraordinary
5 effort, skill and speed employed to obtain the results which included a sales price 10%
6 higher than the most recent comparable sale in November 2023 directly across the
7 street from the subject property which was fully remodeled and larger than the subject
8 property, and that $500/ hour is significantly lower than Declarant’s usual billing rate
9 of $850/hour. A true and correct copy of Declarant’s billing rate sheet is attached
10 hereto as Exhibit 5.
11 19. Declarant certifies that no distributions or payments have been made from the sales
12 proceeds and the entire balance is available for distribution as follows:
13 a. Gross amount available for distribution $839,605.80
14 b. Payment to Colla & Ray LLP for attorneys’ fees of $7,362.50.
15 c. Payment to Colla & Ray LLP for $465.23 in Court filing fees.
16 d. Payment to Declarant of Referee’s fees of $14,250.00.
17 e. Adjustment of Referee’s fees as determined by the Court.
18 f. Remaining balance distributed to the parties according to their interests, or as
19 Ordered by the Court.
20 20. Except for distribution of net proceeds, Referee has completed all duties and
21 obligations under the Order and requests the approved and accept the foregoing
22 accounting, authorize the proposed payments and distributions, and discharge Referee
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DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL
REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION
23-CIV-00921
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
1 effective upon his payment of the foregoing amounts.
2 Executed in San Francisco, California this 11th day of March, 2024.
3
4
5 ______________________
6 John E. McInerney III
7 Partition Referee
8
9 Dated: March 11, 2024
10 _____________________________
John E. McInerney III
11 Court Appointed Partition Referee
12
_____________________________
13
Samuel Ray
14 Attorney for Court Appointed Partition
Referee
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DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL
REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION
23-CIV-00921
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
EXHIBIT 1
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
American Land Title Association ALTA Settlement Statement - Seller
Adopted 05-01-2015
File No.: 3809-7069620 First American Title Company
Printed: 03/06/2024, 8:45 AM
Officer/Escrow Officer: Patty Franks/PF One Embarcadero Center, Suite 1150 • San Francisco, CA 94111
Phone: (415)771-8168 Fax: (866)407-2083
Settlement Location:
Final Settlement Statement
One Embarcadero Center, Suite 1150, San
Francisco, CA 94111
Property Address: 332 Rockwood Drive, South San Francisco, CA 94080
Buyer: Jon C. Brown and Connie JoAnn Brown, as Trustees; Dalton B. Brown
Seller: Troy A. Stein, Successor Trustee; Tammie Anne Lightfoot and James Harry Lightfoot, Co-Trustees; Troy A. Stein; Ed A. Stein; John E.
McInerney, III, Referee
Lender:
Settlement Date: 03/06/2024
Disbursement Date: 03/06/2024
Seller
Description Debit Credit
Financial
Sale Price 1,200,000.00
Prorations/Adjustments
County Taxes 03/06/24 to 07/01/24 @$2,948.37/semi 1,883.68
Seller credit Buyer - Sewer Lateral Clearance 8,600.00
Commission
Real Estate Commission to Coldwell Banker 36,000.00
Coldwell Banker Credit to Seller 9,000.00
Listing Agent Credit $9,000.00
Real Estate Commission to Golden Gate Sotheby's International Realty 30,000.00
Government Recording and Transfer Charges
County Documentary Transfer Tax to San Mateo County Recorder 1,320.00
Payoff(s) and Payment(s)
Provident Central Credit Union
Principal Balance to Provident Central Credit Union 268,548.25
Statement/Forwarding Fee to Provident Central Credit Union 30.00
Reconveyance Fee to Provident Central Credit Union 61.00
Late Fees Due to Provident Central Credit Union 83.53
Fax/Statement Fee to Provident Central Credit Union 3.00
Accrued Interest to Provident Central Credit Union 298.08
CA Bldg Homes and Jobs Act Fee to Provident Central Credit Union 75.00
Miscellaneous
Reimburse Markoff Termite Inspection to Mike Miller 600.00
Environmental Report to Property ID 99.00
Copyright 2015 American Land Title Association. File # 3809-7069620
All rights reserved Page 1 of 2 Printed on 03/06/2024 at 8:45 AM
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
Seller
Description Debit Credit
Lightfoot Trust - 3 1/3% Withholding to Franchise Tax Board 8,880.01
Troy A. Stein - 3 1/3% Withholding to Franchise Tax Board 8,880.01
Sheetrock, Garage Door, Painting to Erick V Painting 7,800.00
Install cabinets knobs & dispose palm fronds to Express Cleaning Services & POC-S $285.00
Maintenance
First Republic Bank - Referee Account to John McInerney, Referee 839,605.80
Subtotals 1,210,883.68 1,210,883.68
Due From/To Seller
Totals 1,210,883.68 1,210,883.68
Copyright 2015 American Land Title Association. File # 3809-7069620
All rights reserved Page 2 of 2 Printed on 03/06/2024 at 8:45 AM
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
EXHIBIT 2
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
Colla & Ray LLP
1561 Powell Street
San Francisco, CA 94133
415-579-1414
Partition Referee John McInerney Balance $7,827.73
Invoice # 01424
Invoice Date March 11, 2024
Payment Terms Due on Receipt
Due Date March 11, 2024
James Harry Lightfoot, et al. v. Ed A. Stein
For services rendered between
January 02, 2024 and March 11, 2024
Time Entries
Date EE Activity Description Rate Hours Line Total
01/02/2024 SC Document Review Review documents; Draft Oath of Referee. $475.00 1.50 $712.50
Email co-counsel; call and email court re hearing
03/01/2024 SC Document Drafting $475.00 1.40 $665.00
date; review stipulation and order; draft pleadings.
SC Draft pleadings; email court and other parties re
03/03/2024 Document Drafting $475.00 1.60 $760.00
hearing.
03/04/2024 SC Document Drafting Draft pleadings. $475.00 2.00 $950.00
Document
03/05/2024 SC Revise pleadings. $475.00 0.60 $285.00
Preparation
SC Document
03/06/2024 Revise pleadings and incorporate exhibits. $475.00 1.60 $760.00
Preparation
SC Emails with co-counsel, upload pleadings for
03/07/2024 Correspondence $475.00 0.20 $95.00
review.
Document Review and edits to receivership motion; review of
03/08/2024 SR $475.00 2.40 $1,140.00
Preparation prior pleadings; correspondence with Client.
Review of case file and email to Partition Referee
03/11/2024 SR Document Drafting $475.00 1.00 $475.00
re: filing of motion for approval/discharge.
Document
03/11/2024 SR Drafting and edits to Referee's motion. $475.00 2.00 $950.00
Preparation
Document Additional edits to receivership motion; telephone
03/11/2024 SR $475.00 1.20 $570.00
Preparation call with Client.
Totals: 15.50 $7,362.50
Expenses
Date EE Activity Description Cost Quantity Line Total
Expense - Superior
03/11/2024 SR One Legal - First Appearance Fee. $465.23 1.0 $465.23
Court Filing Fee
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
Expense Total: $465.23
Terms & Conditions: Time Entry Sub-Total: $7,362.50
Payments by check may be mailed to the address noted on the top left of this invoice. Please Expense Sub-Total: $465.23
pay by paper check to avoid merchant processing fees.3% interest will be applied to expenses Sub-Total: $7,827.73
incurred by the firm on behalf of the Client. 3% late fee will be applied to invoices that are
overdue in excess of one month, for each month they are overdue.**
Total: $7,827.73
Amount Paid: $0.00
Balance Due: $7,827.73
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
EXHIBIT 3
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
Stein/Lightfoot Timesheet
12/14/23 0.25 Email from Mr. Weinberg and review Order Appointing Referee
12/28/23 0.25 Email exchanges (3) with counsel re meeting and hand off; T/c broker
01/02/24 0.25 Discussion with CollaRay re preparation of oath of office
01/03/24 0.25. Email exchanges (7) with counsel re meeting at property
01/03/24 0.25 Order Preliminary Title Report (PTR) from FATCO
01/04/24 0.25 Meet Judge Ryan to sign Oath of Office
01/05/24 0.25 Review PTR and transmit to counsel and broker
01/08/24 1.25. Travel to 332 Rockwood; inspect property with counsel and broker; deliver
Oath of Office to Mr. Weinberg for filing
01/09/24 0.5. Arrangements with broker for lockbox and pest inspection; arrangements
for carpet and appliance removal
01/09/24 0.5 Emails (5) with FATCO and counsel re Heggstad Petition; insurance; and
mortgage and utility bills; T/c with painter re drywall repairs/replacement
01/10/24 0.25. Review painter’s proposal and transmit to counsel
01/11/24 0.75. Review and forward pest report; discussion with Mr. Miller re report;
review insurance declarations and emails from counsel; review 6 emails from
FATCO/counsel re trust issues
01/12/24 0.5 Transmit photos to Counsel; 9 email exchanges with counsel; T/Cs clarifying
instructions to painter to commence work and to hauler re personal property
and carpet/ad removal
01/14/24 0.5. Research 332 Rockwood value on real estate media sites; review online
information on 319 Rockwood sale; research Brentwood subdivision; online
search for available comps: nothing on the market
01/19/24 1.0 Inspect progress and meeting with painter; evaluate floor condition and
appliances; t/c and email with floor refinisher re proposal and work schedule; t/c
appliance distributor re replacement appliances and installation date; progress
memo to counsel
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DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
02/01/24 0.5 Order updated prelim from FATCO; status check on floor
repairs/refinishing; coordination of final cleaning crew for 2/7; t/c
with broker re listing package and first open house
02/02/24 0.5 Prepare and transmit referee’s disclosure to broker; multiple emails with
counsel
02/05/24 0.5 Multiple emails with FATCO and counsel re clearing title issue; t/c with
broker re listing documents
02/07//24 0.25 Call from cleaning company; prepare/transmit status report to counsel
and broker
02/08.24 0.25 Call from painter; email to counsel re payments
02/09/24 0.5 Call from broker; review photos; contact painter for touch up and cleaner
for additional storm debris removal; email to counsel re re-invoicing for painter
and marketing plan and pricing
02/11/24 0.5 Call from broker re confirmation of pricing; review and execute listing
and disclosure package
02/12/24 0.75 Discussion with broker re initial showings, and Realtor lockbox; call from
maintenance company re bill and scheduling additional storm debris removal;
call from painter re completion of touch up; 2 memo to counsel; review and
forward invoices from cleaning company
02/14/24 0.5 Review and execute additional disclosure documents; review final disclosure
package; T/C with broker re lack of PTR for package, showings to date and
requests for disclosure package; proposed offer date
02/15/24 0.25 review and respond to Mr. Stein’s email
02/16/24 1.0 T/c escrow officer; multiple emails with counsel; online review of estate
court order re title issue; email to FTCO re procuring updated title report and
clearing title issues
02/17/24 0.25 Multiple emails with broker re obtaining sere lateral inspection
02/18/24 0.5 T/c broker re open house turnout, disclosure book requests, and plan to
take offers; and update email to counsel
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DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
02/20/24 1.0 Review and circulate updated preliminary title report to counsel and
broker; emails to/from counsel re offer date; t/c from broker re continuous
showings and disclosure book requests; email from painter; email to/from
FATCO re removal of exception 9
02/23/24 2.25 Review eleven (11) offers to purchase with broker; analysis and
recommendation re top four (4) offers to counsel; T/c from broker re potential
late 12th offer
02/24/24 2.5 Multiple t/cs with broker re receipt of 12th offer and negotiation strategy
to raise under-bidders offer to top position; review 12th offer; email escrow
officer re getting pay off demand; review underbidders’ resubmitted offer; email
summary of negotiations and actions to counsel; further t/Cs with broker;
Docusign 54 page offer and attachments and circulate accepted offer to counsel
1.5 T/conf with Colla Ray re retention agreement and preparation of court
filings and documents for Motion; draft chronology for Declaration of Referee’s
Report and Certification
02/25/24 0.25 Email exchanges with counsel
02/26/24 0.5 Emails to/fr escrow officer and execute and return pay off demand;
multiple emails among counsel, principals and escrow officer coordinating pay
off demand and related information
0.75 To/from First Republic Bank and open new account for 332 Rockwood
02/27/24 0.5 10 emails re escrow coordination among P. Franks and counsel
02/28/24 0.5 12 emails re escrow coordination among P. Franks and counsel
02/29/21 0.25 5 escrow coordination emails with P. Franks.
03/01/24 0.5 Review and docusign additional deal documents; correspondence re
payment instructions and wire transfer at COE
03/02/24 0.25 Instructions to broker re extension of close of escrow pending receipt of
demand from lender
03/04/24 1.5 T/c FATCO re lender demand issue and closing papers; t/c from broker re
extension of COE pending receipt of lender demand; t/conf with Referee counsel
re difficulty with hearing date; correspondence to counsel re hearing date issues
and solutions; further emails with FATCO and counsel re funding and closing
issues; email court clerk re hearing dates; emails re receipt of payoff demand
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DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
and review payoff demand; emails re vendor payments; review/edit draft court
filings
03/05/24 1.25 travel to/fr appointment at FATCO; review and execute deed, settlement
statement and closing instructions.
03/07/24 0.25 Emails between counsel re potential stipulation re sales proceeds
03/08/24 0.5 T/c with Mr. Sheflo; emails among counsel re potential conf call; T/C to
Referee counsel re completion of court filings
03/11/24 0.5 Review and execute declaration and report; emails and t/c with Referee
counsel re filings and hearing date.
28.5 hours @ $500/hour = $14,250
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EXHIBIT 4
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
EXHIBIT 5
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D
Preview
DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 1 Samuel Ray (SBN 308921) Colla & Ray LLP 2 1561 Powell Street San Francisco, California 94133 3 (415) 579-1414 sam@collaray.com 4 Attorney for Court Appointed Partition Referee 5 THE SUPERIOR COURT OF THE STATE OF CALIFORNIA 6 IN AND FOR THE COUNTY OF SAN MATEO (Unlimited Civil Jurisdiction) 7 8 JAMES HARRY LIGHTFOOT and CASE NO. 23-CIV-00921 TAMMIE ANNE LIGHTFOOT, Co- 9 Trustees of the LIGHTFOOT LIVING TRUST, under agreement dated the 13th DECLARATION OF JOHN E. day of May, 2020; TROY A. STEIN, an MCINERNEY, III IN SUPPORT OF 10 MOTION FOR ORDER: (1) APPROVING individual; TROY A. STEIN, Trustee of the GLORIA STEIN TRUST 2019; REFEREE’S FINAL REPORT OF SALE 11 OF REAL PROPERTY BY PRIVATE SALE AND DISCHARGE OF REFEREE; (2) 12 Plaintiffs, APPROVING REFEREE’S RECOMMENDATION RE ACCOUNTING, 13 ALLOWANCE, AND COMPENSATORY v. ADJUSTMENT; (3) APPROVING 14 ED A. STEIN; All Persons Unknown REFEREE’S APPLICATION FOR FEES; Claiming Any Legal or Equitable Right, (4) APPROVING REFEREE’S 15 Title, Estate, Lien, or Interest in or to the Properties Described in the Complaint ACCOUNTING. 16 Adverse to Plaintiffs’ Title or Any Cloud on Plaintiffs’ title Thereto; and DOES 1- 10, inclusive; Date: August 12, 2024 17 Time: 2:00 PM 18 Defendants. Dept: Department 23 – Courtroom 8A Judge: Hon. V. Raymond Swope 19 20 21 22 23 1 DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION 23-CIV-00921 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 1 I, JOHN E. MCINERNEY III, declare under penalty of perjury that the following is 2 true and correct: 3 1. Declarant was appointed Referee in this matter on December 7, 2023. The conditions 4 of the appointment and authority of the Referee are set forth in the Stipulation and 5 Order for the Appointment of Referee to Sell Real Property filed with the Clerk of the 6 Superior Court of San Mateo on December 11, 2023 (herein after the “Order”). 7 2. Paragraph Six of the Order empowered the Declarant to sell the real property located 8 at 332 Rockwood Drive, South San Francisco, CA 94080 (the “Subject Property or 9 the “Property”) without court approval or confirmation. 10 3. Paragraph 8 of the Order provided that Defendant Ed Stein was to vacate the Subject 11 Property and that the parties were to remove any remaining personal property within 12 21 days thereafter. 13 4. On January 8, 2024, the Subject Property had been vacated and most of the personal 14 property had been removed. Declarant met with counsel at the Property, examined 15 the Property, and the keys were turned over to Declarant. At that time counsel and 16 Declarant agreed that the Property was not in “sellable” condition. Counsel and 17 Declarant reached an agreement that through counsel the Parties would pay for the 18 repairs and work needed to bring the Property to sellable condition under Declarant’s 19 authority and oversight. Counsel emphasized their desire that work be completed as 20 soon as possible, and the Property brought to market. 21 5. Declarant evaluated the minimum needs and immediately undertook to organize a 22 crew which performed the following scope of work under Declarant’s supervision: 23 2 DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION 23-CIV-00921 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 1 a. Repair sheetrock ceiling which had collapsed from water intrusion, including 2 installation of new sheetrock where needed, taping, sanding and finishing; 3 b. Removal and hauling of dilapidated appliances and abandoned items of 4 personal property; 5 c. Stabilize iron entry railings; 6 d. Painting of the complete exterior; 7 e. Painting of the complete interior; 8 f. Purchase and installation of kitchen appliances; 9 g. Repair damaged hardwood flooring and refinishing, sanding, staining, and 10 sealing hardwood floors throughout; 11 h. Removal of storm debris; 12 i. Evaluation of report of dry rot damage under front stairs; and 13 j. Cleaning of the bathroom and kitchen, and installation of cabinet hardware in 14 preparation for sale. 15 6. Declarant retained Michael C. Miller of Coldwell Banker to list and sell the Subject 16 Property. Declarant worked with Mr. Miller in preparation of a disclosure booklet 17 used to market the Property, studied comparable sales in the vicinity to establish the 18 value of the property, and prepared and implemented a strategy to obtain the highest 19 price for the Subject Property. 20 7. The foregoing repairs and preparation for sale were completed on February 7, 2024. 21 A decision was made not to show the Property the following Sunday, which was Super 22 Bowl Sunday. 23 3 DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION 23-CIV-00921 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 1 8. The Property was placed in the San Mateo Multiple Listing Service on Sunday 2 afternoon February 11, 2024, with a listing price of $979,000 based on the age and 3 condition of the Property, need for further renovation, comparable sales in the area, 4 and to induce competitive bidding. 5 9. Between February 11 and 22 2024 the property was held open, shown by appointment 6 and also via SUPRAKEY access to approximately 175 persons. Mr. Miller distributed 7 55 disclosure books to interested parties. Based on the level of interest, Declarant and 8 Mr. Miller decided to call for offers on Friday February 23, 2024 at 3:00 pm. 9 10. Declarant received twelve (12) offers ranging from $975,000 to $1.2 Million 10 (ultimately 4 at $1.2MM). Declarant and Mr. Miller worked with buyers’ agents on 11 Friday and Saturday the 24th and ratified an offer at $1.2 million, all cash, no 12 contingencies, and a seven (7) day close of escrow. 13 11. Escrow closed on March 6, 2024. A true and correct copy of the closing statement is 14 attached hereto as Exhibit 1. Net sales proceeds to Declarant were $839,605.80. 15 12. Pursuant to paragraph 18 of the Order, Declarant was authorized to negotiate of 16 referral fee from the listing broker to be credited against Declarant’s fees. Declarant 17 negotiated a referral fee of 25% amounting to $9,000.00 which Declarant credited to 18 sellers’ account as shown on the accompanying closing statement. 19 13. During the pendency of Declarant’s appointment as Referee it appeared he would be 20 unable to deliver clear title insofar as a prior order of the court in a related estate 21 proceeding was defective. Declarant worked with the title department of First 22 American Title to overcome the defect and deliver clear title to buyers without delay 23 4 DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION 23-CIV-00921 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 1 or further court proceedings. 2 14. Declarant worked with counsel to establish a negotiated reimbursement procedure for 3 funds advanced by the Parties to pay for the repairs, maintenance and related 4 expenditures incurred by Declarant in preparation of the property for sale, and 5 insurance and mortgage payments made during such period. Those reimbursements 6 are shown on the proposed Order of Distribution. 7 15. As permitted in the Order, Declarant employed Colla & Ray LLP to assist Declarant 8 in the preparation of court filings and documents at the rate of $475 per hour. Fees and 9 expense incurred by Declarant with Colla & Ray LLP amount to $7,362.50 in fees and 10 $465.23 in Court costs, for which Declarant seeks approval to pay from the retained 11 sales proceeds. Attached hereto as Exhibit 2 is a true and correct copy of the invoice 12 from Colla & Ray LLP. 13 16. Pursuant to paragraph 19 of the Order Referee is to file an accounting of his time and 14 expenses with his Final Report. Attached hereto as Exhibit 3 is a true and correct 15 copy of Declarant’s record of time spent in this matter and the amount owed Declarant 16 at the rate of $500 per hour as provided in the Order. 17 17. Pursuant to Paragraph 20 of the Order, Declarant was to deposit all amounts from the 18 sale of the Subject Property into a separate insured account. Attached hereto as 19 Exhibit 4 is a true and correct copy of Declarant’s account with First Republic Bank 20 showing a balance of $ $839,605.80. which matches the amount of net proceeds to 21 Declarant shown on Exhibit 1, the Closing Statement. 22 18. Pursuant to paragraph 19 of the Order the Court reserved jurisdiction to award Referee 23 5 DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION 23-CIV-00921 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 1 a greater or lesser amount of Referee’s hourly rate in consideration of full, fair and 2 final payment for Referee’s services. In exercising such jurisdiction and determination 3 Declarant requests the Court take into account the cost efficiencies delivered as a result 4 of the Referee’s experience and judgment exercised in this assignment, extraordinary 5 effort, skill and speed employed to obtain the results which included a sales price 10% 6 higher than the most recent comparable sale in November 2023 directly across the 7 street from the subject property which was fully remodeled and larger than the subject 8 property, and that $500/ hour is significantly lower than Declarant’s usual billing rate 9 of $850/hour. A true and correct copy of Declarant’s billing rate sheet is attached 10 hereto as Exhibit 5. 11 19. Declarant certifies that no distributions or payments have been made from the sales 12 proceeds and the entire balance is available for distribution as follows: 13 a. Gross amount available for distribution $839,605.80 14 b. Payment to Colla & Ray LLP for attorneys’ fees of $7,362.50. 15 c. Payment to Colla & Ray LLP for $465.23 in Court filing fees. 16 d. Payment to Declarant of Referee’s fees of $14,250.00. 17 e. Adjustment of Referee’s fees as determined by the Court. 18 f. Remaining balance distributed to the parties according to their interests, or as 19 Ordered by the Court. 20 20. Except for distribution of net proceeds, Referee has completed all duties and 21 obligations under the Order and requests the approved and accept the foregoing 22 accounting, authorize the proposed payments and distributions, and discharge Referee 23 6 DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION 23-CIV-00921 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 1 effective upon his payment of the foregoing amounts. 2 Executed in San Francisco, California this 11th day of March, 2024. 3 4 5 ______________________ 6 John E. McInerney III 7 Partition Referee 8 9 Dated: March 11, 2024 10 _____________________________ John E. McInerney III 11 Court Appointed Partition Referee 12 _____________________________ 13 Samuel Ray 14 Attorney for Court Appointed Partition Referee 15 16 17 18 19 20 21 22 23 7 DECLARATION OF JOHN E. MCINERNEY III IN SUPPORT OF APPROVAL OF REFEREE'S FINAL REPORT, ACCOUNTING, DISCHARGE AND DISTRIBUTION 23-CIV-00921 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D EXHIBIT 1 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D American Land Title Association ALTA Settlement Statement - Seller Adopted 05-01-2015 File No.: 3809-7069620 First American Title Company Printed: 03/06/2024, 8:45 AM Officer/Escrow Officer: Patty Franks/PF One Embarcadero Center, Suite 1150 • San Francisco, CA 94111 Phone: (415)771-8168 Fax: (866)407-2083 Settlement Location: Final Settlement Statement One Embarcadero Center, Suite 1150, San Francisco, CA 94111 Property Address: 332 Rockwood Drive, South San Francisco, CA 94080 Buyer: Jon C. Brown and Connie JoAnn Brown, as Trustees; Dalton B. Brown Seller: Troy A. Stein, Successor Trustee; Tammie Anne Lightfoot and James Harry Lightfoot, Co-Trustees; Troy A. Stein; Ed A. Stein; John E. McInerney, III, Referee Lender: Settlement Date: 03/06/2024 Disbursement Date: 03/06/2024 Seller Description Debit Credit Financial Sale Price 1,200,000.00 Prorations/Adjustments County Taxes 03/06/24 to 07/01/24 @$2,948.37/semi 1,883.68 Seller credit Buyer - Sewer Lateral Clearance 8,600.00 Commission Real Estate Commission to Coldwell Banker 36,000.00 Coldwell Banker Credit to Seller 9,000.00 Listing Agent Credit $9,000.00 Real Estate Commission to Golden Gate Sotheby's International Realty 30,000.00 Government Recording and Transfer Charges County Documentary Transfer Tax to San Mateo County Recorder 1,320.00 Payoff(s) and Payment(s) Provident Central Credit Union Principal Balance to Provident Central Credit Union 268,548.25 Statement/Forwarding Fee to Provident Central Credit Union 30.00 Reconveyance Fee to Provident Central Credit Union 61.00 Late Fees Due to Provident Central Credit Union 83.53 Fax/Statement Fee to Provident Central Credit Union 3.00 Accrued Interest to Provident Central Credit Union 298.08 CA Bldg Homes and Jobs Act Fee to Provident Central Credit Union 75.00 Miscellaneous Reimburse Markoff Termite Inspection to Mike Miller 600.00 Environmental Report to Property ID 99.00 Copyright 2015 American Land Title Association. File # 3809-7069620 All rights reserved Page 1 of 2 Printed on 03/06/2024 at 8:45 AM DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D Seller Description Debit Credit Lightfoot Trust - 3 1/3% Withholding to Franchise Tax Board 8,880.01 Troy A. Stein - 3 1/3% Withholding to Franchise Tax Board 8,880.01 Sheetrock, Garage Door, Painting to Erick V Painting 7,800.00 Install cabinets knobs & dispose palm fronds to Express Cleaning Services & POC-S $285.00 Maintenance First Republic Bank - Referee Account to John McInerney, Referee 839,605.80 Subtotals 1,210,883.68 1,210,883.68 Due From/To Seller Totals 1,210,883.68 1,210,883.68 Copyright 2015 American Land Title Association. File # 3809-7069620 All rights reserved Page 2 of 2 Printed on 03/06/2024 at 8:45 AM DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D EXHIBIT 2 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D Colla & Ray LLP 1561 Powell Street San Francisco, CA 94133 415-579-1414 Partition Referee John McInerney Balance $7,827.73 Invoice # 01424 Invoice Date March 11, 2024 Payment Terms Due on Receipt Due Date March 11, 2024 James Harry Lightfoot, et al. v. Ed A. Stein For services rendered between January 02, 2024 and March 11, 2024 Time Entries Date EE Activity Description Rate Hours Line Total 01/02/2024 SC Document Review Review documents; Draft Oath of Referee. $475.00 1.50 $712.50 Email co-counsel; call and email court re hearing 03/01/2024 SC Document Drafting $475.00 1.40 $665.00 date; review stipulation and order; draft pleadings. SC Draft pleadings; email court and other parties re 03/03/2024 Document Drafting $475.00 1.60 $760.00 hearing. 03/04/2024 SC Document Drafting Draft pleadings. $475.00 2.00 $950.00 Document 03/05/2024 SC Revise pleadings. $475.00 0.60 $285.00 Preparation SC Document 03/06/2024 Revise pleadings and incorporate exhibits. $475.00 1.60 $760.00 Preparation SC Emails with co-counsel, upload pleadings for 03/07/2024 Correspondence $475.00 0.20 $95.00 review. Document Review and edits to receivership motion; review of 03/08/2024 SR $475.00 2.40 $1,140.00 Preparation prior pleadings; correspondence with Client. Review of case file and email to Partition Referee 03/11/2024 SR Document Drafting $475.00 1.00 $475.00 re: filing of motion for approval/discharge. Document 03/11/2024 SR Drafting and edits to Referee's motion. $475.00 2.00 $950.00 Preparation Document Additional edits to receivership motion; telephone 03/11/2024 SR $475.00 1.20 $570.00 Preparation call with Client. Totals: 15.50 $7,362.50 Expenses Date EE Activity Description Cost Quantity Line Total Expense - Superior 03/11/2024 SR One Legal - First Appearance Fee. $465.23 1.0 $465.23 Court Filing Fee DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D Expense Total: $465.23 Terms & Conditions: Time Entry Sub-Total: $7,362.50 Payments by check may be mailed to the address noted on the top left of this invoice. Please Expense Sub-Total: $465.23 pay by paper check to avoid merchant processing fees.3% interest will be applied to expenses Sub-Total: $7,827.73 incurred by the firm on behalf of the Client. 3% late fee will be applied to invoices that are overdue in excess of one month, for each month they are overdue.** Total: $7,827.73 Amount Paid: $0.00 Balance Due: $7,827.73 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D EXHIBIT 3 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D Stein/Lightfoot Timesheet 12/14/23 0.25 Email from Mr. Weinberg and review Order Appointing Referee 12/28/23 0.25 Email exchanges (3) with counsel re meeting and hand off; T/c broker 01/02/24 0.25 Discussion with CollaRay re preparation of oath of office 01/03/24 0.25. Email exchanges (7) with counsel re meeting at property 01/03/24 0.25 Order Preliminary Title Report (PTR) from FATCO 01/04/24 0.25 Meet Judge Ryan to sign Oath of Office 01/05/24 0.25 Review PTR and transmit to counsel and broker 01/08/24 1.25. Travel to 332 Rockwood; inspect property with counsel and broker; deliver Oath of Office to Mr. Weinberg for filing 01/09/24 0.5. Arrangements with broker for lockbox and pest inspection; arrangements for carpet and appliance removal 01/09/24 0.5 Emails (5) with FATCO and counsel re Heggstad Petition; insurance; and mortgage and utility bills; T/c with painter re drywall repairs/replacement 01/10/24 0.25. Review painter’s proposal and transmit to counsel 01/11/24 0.75. Review and forward pest report; discussion with Mr. Miller re report; review insurance declarations and emails from counsel; review 6 emails from FATCO/counsel re trust issues 01/12/24 0.5 Transmit photos to Counsel; 9 email exchanges with counsel; T/Cs clarifying instructions to painter to commence work and to hauler re personal property and carpet/ad removal 01/14/24 0.5. Research 332 Rockwood value on real estate media sites; review online information on 319 Rockwood sale; research Brentwood subdivision; online search for available comps: nothing on the market 01/19/24 1.0 Inspect progress and meeting with painter; evaluate floor condition and appliances; t/c and email with floor refinisher re proposal and work schedule; t/c appliance distributor re replacement appliances and installation date; progress memo to counsel 1 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 02/01/24 0.5 Order updated prelim from FATCO; status check on floor repairs/refinishing; coordination of final cleaning crew for 2/7; t/c with broker re listing package and first open house 02/02/24 0.5 Prepare and transmit referee’s disclosure to broker; multiple emails with counsel 02/05/24 0.5 Multiple emails with FATCO and counsel re clearing title issue; t/c with broker re listing documents 02/07//24 0.25 Call from cleaning company; prepare/transmit status report to counsel and broker 02/08.24 0.25 Call from painter; email to counsel re payments 02/09/24 0.5 Call from broker; review photos; contact painter for touch up and cleaner for additional storm debris removal; email to counsel re re-invoicing for painter and marketing plan and pricing 02/11/24 0.5 Call from broker re confirmation of pricing; review and execute listing and disclosure package 02/12/24 0.75 Discussion with broker re initial showings, and Realtor lockbox; call from maintenance company re bill and scheduling additional storm debris removal; call from painter re completion of touch up; 2 memo to counsel; review and forward invoices from cleaning company 02/14/24 0.5 Review and execute additional disclosure documents; review final disclosure package; T/C with broker re lack of PTR for package, showings to date and requests for disclosure package; proposed offer date 02/15/24 0.25 review and respond to Mr. Stein’s email 02/16/24 1.0 T/c escrow officer; multiple emails with counsel; online review of estate court order re title issue; email to FTCO re procuring updated title report and clearing title issues 02/17/24 0.25 Multiple emails with broker re obtaining sere lateral inspection 02/18/24 0.5 T/c broker re open house turnout, disclosure book requests, and plan to take offers; and update email to counsel 2 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D 02/20/24 1.0 Review and circulate updated preliminary title report to counsel and broker; emails to/from counsel re offer date; t/c from broker re continuous showings and disclosure book requests; email from painter; email to/from FATCO re removal of exception 9 02/23/24 2.25 Review eleven (11) offers to purchase with broker; analysis and recommendation re top four (4) offers to counsel; T/c from broker re potential late 12th offer 02/24/24 2.5 Multiple t/cs with broker re receipt of 12th offer and negotiation strategy to raise under-bidders offer to top position; review 12th offer; email escrow officer re getting pay off demand; review underbidders’ resubmitted offer; email summary of negotiations and actions to counsel; further t/Cs with broker; Docusign 54 page offer and attachments and circulate accepted offer to counsel 1.5 T/conf with Colla Ray re retention agreement and preparation of court filings and documents for Motion; draft chronology for Declaration of Referee’s Report and Certification 02/25/24 0.25 Email exchanges with counsel 02/26/24 0.5 Emails to/fr escrow officer and execute and return pay off demand; multiple emails among counsel, principals and escrow officer coordinating pay off demand and related information 0.75 To/from First Republic Bank and open new account for 332 Rockwood 02/27/24 0.5 10 emails re escrow coordination among P. Franks and counsel 02/28/24 0.5 12 emails re escrow coordination among P. Franks and counsel 02/29/21 0.25 5 escrow coordination emails with P. Franks. 03/01/24 0.5 Review and docusign additional deal documents; correspondence re payment instructions and wire transfer at COE 03/02/24 0.25 Instructions to broker re extension of close of escrow pending receipt of demand from lender 03/04/24 1.5 T/c FATCO re lender demand issue and closing papers; t/c from broker re extension of COE pending receipt of lender demand; t/conf with Referee counsel re difficulty with hearing date; correspondence to counsel re hearing date issues and solutions; further emails with FATCO and counsel re funding and closing issues; email court clerk re hearing dates; emails re receipt of payoff demand 3 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D and review payoff demand; emails re vendor payments; review/edit draft court filings 03/05/24 1.25 travel to/fr appointment at FATCO; review and execute deed, settlement statement and closing instructions. 03/07/24 0.25 Emails between counsel re potential stipulation re sales proceeds 03/08/24 0.5 T/c with Mr. Sheflo; emails among counsel re potential conf call; T/C to Referee counsel re completion of court filings 03/11/24 0.5 Review and execute declaration and report; emails and t/c with Referee counsel re filings and hearing date. 28.5 hours @ $500/hour = $14,250 4 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D EXHIBIT 4 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D EXHIBIT 5 DocuSign Envelope ID: AFE8279F-3465-4232-9368-DCB5CD3C538D