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FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462
NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024
SUPREME COURT OF THE STATE OF NEW YORK
COUNTY OF SULLIVAN
________________________________________________X
BARUCH TABAK, Index No. E2022-2462
Petitioner, AFFIRMATION OF
PAULA LOPEZ IN
OPPOSITION TO
-against- PETITION TO CONFIRM
JACOB JACOBOWITZ,
Respondent.
________________________________________________X
PAULA LOPEZ, an attorney duly admitted to practice law before the Courts of the State
of New York, affirms the following under the penalties of perjury:
1. I am a member of Allyn & Fortuna LLP, attorneys for Intervenor OHEL ELOZER
d/b/a BE’ER HATORAH (hereafter “Ohel Elozer”). I respectfully submit this Affirmation in
opposition to Petitioner’s application to confirm the Rabbinical Ruling dated February 23, 2022
(“Rabbinical Ruling”), on the grounds that the Rabbinical Ruling which Petitioner Baruch Tabak
seeks to confirm should be vacated pursuant to CPLR § 7511(b)(2) (i) and (ii) in that the Rabbinical
Court exceeded its authority and issued a ruling that violates public policy, and Ohel Elozer was
not a party to the arbitration agreement, or a participant in the arbitration proceeding that resulted
in the issuance of the Rabbinical Ruling; and (2) granting Intervenor such other and further relief
as the court may deem just and proper. A copy of the Rabbinical Ruling that was attached to the
Petition is annexed hereto as Exhibit “A.”
2. I am fully familiar with the facts set forth herein unless stated upon information
and belief, and as to those matters, I believe them to be true. The basis for my information and
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belief is: based on discussions with my client and a review of information and documents related
to this matter.
3. Ohel Elozer is a Religious Corporation and the owner of the real property located
at 1 Leroy Road, Town of Fallsburg, in Sullivan County (“Leroy Property”). Petitioner seeks to
confirm a Rabbinical Ruling which sets forth the rights and obligations of parties to a Lease
Agreement dated September 14, 2020 applicable to the Leroy Property (the “Lease”).
4. It is Ohel Elozer’s position that the Lease is void and unenforceable because it was
never authorized or approved by its Board of Trustees/Directors and it purports to lease the primary
asset of a religious corporation for a period in excess of 5 years without first obtaining court
approval, in violation of Religious Corporations Law (“RCL”) § 12 (1) and Not-For-Profit Law
(“NPL”) §511.
5. As such, the rabbinical court exceeded its authority in attempting to enforce a Lease
that is void ab initio. Furthermore, the Rabbinical Ruling is unenforceable as against Ohel Elozer,
the owner of the Leroy Property, because Ohel Elozer was neither a party to the arbitration
agreement nor a participant in the arbitration proceedings that resulted in the Rabbinical Ruling
Petitioner now seeks to confirm.
Factual Background
Ohel Elozer is a Religious Corporation
6. Ohel Elozer, is a New York Religious Corporation, duly incorporated on October
21, 2003. See Ex. “B” Porges Aff.1 Since 2003, the Congregation has continuously operated and
existed as a religious corporation comprised of members of the Orthodox Jewish Community.
1
References to “Porges Aff.” refer to the Affirmation of Leah Porges dated April 2, 2024.
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7. The Congregation’s primary asset consists of the Leroy Property. In September
2020, at the time the purported Lease was entered into, the Congregation’s Trustees and Board
Members consisted of Lipot Landau, Moshe Fried and Leah Porges (hereinafter the “Board”).
(Porges Aff. at ¶19).
8. Pursuant to the Congregation’s By-Laws, a quorum and majority vote of Board
Members is required to approve any act of the Corporation. See Ex. “E” to Porges Aff.
The Lease is Invalid Under the Congregation’s By-Laws and New York’s Religious
Corporations Law
9. It appears from the Lease that respondent Jacob Jacobowitz (“Jacobowitz”) claimed
to sign the Lease on behalf of Yeshiva Be’er Hatorah, leasing the Leroy Property to Petitioner
Baruch Tabak for effectively 10 years, from 2020 to 2025, with an option to renew for five years.
See Ex. “C” to Porges Aff.
10. Mr. Jacobowitz was not authorized by the Congregation to enter into the Lease.
There was no vote approving the transaction as required by Ohel Elozer’s By-Laws. Moreover,
the Lease was not approved by the Attorney General or the court as required by statute. Such
procedures have been followed by Ohel Elozer in obtaining financing for the Leroy Property and
were clearly not adhered to in connection with the Lease. (Porges Aff. at ¶¶ 26-27).
11. Additionally, Jacobowitz was not authorized to enter into an agreement to arbitrate
on behalf of Ohel Elozer. (Porges Aff. at ¶¶ 12-13).
12. Ohel Elozer, who was not named as a Respondent in this proceeding and was not a
party to the arbitration proceedings, learned about the instant confirmation proceeding in May
2023 from Jacob Jacobowitz. (Porges Aff. at ¶7).
13. Ohel Elozer by Order to Show Cause moved to intervene in this proceeding and to
vacate the judgment and order confirming the arbitration award. Simultaneously with the filing of
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the Order to Show Cause, Ohel Elozer commenced an action captioned Ohel Elozer d/b/a Be’er
Hatorah v. Baruch Tabak in the Supreme Court, Sullivan County (Index No. E2023-1339) seeking,
inter alia, an order declaring the Lease Agreement void and unenforceable under Religious
Corporations Law § 12(1).
14. Ohel Elozer’s motion to intervene was granted by Judge Kevin R. Bryant on
October 6, 2023 and the remainder of the relief sought by Ohel Elozer was held in abeyance
pending further proceedings.
15. By Order dated March 15, 2024, Hon. Meagan Galligan, granted Ohel Elozer’s
motion to vacate the judgment confirming the Rabbinical Ruling and directed Ohel Elozer to file
its Answer to the Petition within 20 days.
The Petition to Confirm the Rabbinical Ruling Should be Denied
Pursuant to C.P.L.R. § 7511 (b)(2) (i) and (ii)
16. Petitioner commenced this proceeding for an order confirming the Rabbinical
Ruling pursuant to C.P.L.R. §7510, which states the following:
The court shall confirm an award upon application of a party made within one
year after its delivery to them, unless the award is vacated or modified upon a
ground specified in section seventy-five hundred eleven of this article.
See C.P.L.R. § 7510.
17. Courts have construed the last phrase of C.P.L.R. § 7510 to mean that a party does
not have to make a motion under C.P.L.R. §7511 within 90 days of when the award was rendered
to vacate or modify it, but can wait until a petition to confirm the award is made under C.P.L.R. §
7510, and oppose the petition on the grounds set forth in C.P.L.R. § 7511. See accompanying
Memorandum of Law.
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18. A party may oppose an application to confirm an arbitration award, even if the
ninety-day period has expired, on the same grounds for vacatur or modification set forth in
C.P.L.R. §7511. See accompanying Memorandum of Law.
19. C.P.L.R. § 7511 (b) (2) states that,
[t]he award shall be vacated on the application of a party who neither participated
in the arbitration nor was served with a notice of intention to arbitrate if the court
finds, that: (i) the rights of that party were prejudiced by one of the grounds
specified in paragraph one; or (ii) a valid agreement to arbitrate was not made; or
(iii) the agreement to arbitrate had not been complied with; or (iv) the arbitrated
claim was barred by limitations under subdivision (b) of section 7502.
(Emphasis added.) See accompanying Memorandum of Law.
20. The grounds for vacating or modifying under C.P.L.R. §7511 (b)(1) include
instances where an arbitrator exceeded his power. See accompanying Memorandum of Law.
21. Ohel Elozer, as a non-party to the arbitration proceeding, opposes confirmation of
the Rabbinical Ruling under C.P.LR. § 7511 (b)(2) (i) in that the Rabbinical Court exceeded its
authority in rendering an award enforcing a Lease for property owned by a religious corporation
that does not comply with the corporation’s by-laws or the requirements of RPL § 12 and NPL
§511 and, therefore, public policy precludes the Rabbinical Ruling, which purports to enforce the
terms of the Lease and provides related relief under an unenforceable Lease, and under C.P.LR. §
7511 (b)(2) (ii), in that Ohel Elozer was neither a party to the arbitration agreement nor participant
in the arbitration proceedings. See accompanying Memorandum of Law.
The Lease was Void Ab Initio and Violates Public Policy Precluding Confirmation of
the Arbitration Award under C.P.L.R. § 7511 (b) (2) (i)
22. “It is well-settled that an arbitrator ‘exceed[s] his power’ under the meaning of the
statute where his ‘award violates a strong public policy, is irrational or clearly exceeds a
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specifically enumerated limitation on the arbitrator’s power.’” See accompanying Memorandum
of Law.
23. While, generally, judicial review of arbitration awards is limited, Courts have
recognized that “the broadest of arbitration agreements cannot oust our courts from their role in
the enforcement of major State policies, especially those embodied in statutory form.” See
accompanying Memorandum of Law.
24. New York maintains a statutory requirement that conveyances and leases exceeding
5-years of real property owned by a religious corporation require judicial approval pursuant to
Religious Corporations Law Section 12 and Not-For-Profit Corporation Law Section 511. The
Rabbinical Ruling before this court is contrary to the public policy in this state and ignores the
statutory requirements under RCL § 12 and NFP § 511. See accompanying Memorandum of Law.
25. New York’s Religious Corporations Law, § 12 (1), obligates a religious corporation
to apply for and obtain approval from the Court and/or Attorney General before leasing real
property for a term exceeding five years. See accompanying Memorandum of Law.
26. Not-For-Profit law § 511-a permits application to the Attorney General in lieu of
court approval. As a religious corporation, Ohel Elozer is required to comply with the statutory
requirements set forth in Religious Corporations Law §12(1) and/or Not-For-Profit law § 511-a in
order to create a legally enforceable lease. See accompanying Memorandum of Law.
27. While a court’s review of arbitration awards is limited, this Court has the right and
duty to ensure the safeguards afforded by RCL §12 are complied with and deny Petitioner’s
application to confirm the Rabbinical Ruling where it is clear on its face that the Lease it deems
enforceable does not meet the statutory requirements under RCL § 12. See accompanying
Memorandum of Law.
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28. The Rabbinical Ruling seeks to enforce a Lease that was neither approved by the
Attorney General nor the court, as required by statutory law created for the protection of religious
corporations and their members. In rendering a ruling that deems a void contract enforceable, the
rabbinical court exceeded its authority and its ruling cannot be confirmed. See accompanying
Memorandum of Law.
Ohel Elozer Did Not Enter into the Lease
29. A further basis for vacating the Rabbinical Ruling is because the Lease is invalid
and not authorized by Ohel Elozer's Board of Trustees, as the Board did not authorize the
transaction in accordance with its By-Laws. See accompanying Memorandum of Law.
30. Moreover, in September 2020, when Jacobowitz signed the Lease, he was not a
member of the Board of Directors, which consisted of only Lipot Landau, Moshe Fried and Leah
Porges. See Porges Aff., ¶19.
31. Lastly, as discussed in the affidavit of Leah Porges, Ohel Elozer is aware of and
has previously made sure to follow the requirements of Religious Corporations Law §12(1), when
engaging in transactions requiring court approval. (Porges Aff. at ¶¶26-30). The procedure was
not followed in connection with the Lease because the transaction was not authorized by the Board.
32. Since learning of the Lease, Ohel Elozer has determined that the Lease goes against
its interests and would adversely affect its ownership rights in the Leroy Property as it would result
in Ohel Elozer the right of possession for essentially ten years and would amount to an injustice to
Ohel Elozer’s members and the public.
33. As such, the public policy behind the requirements of RCL §12(1) warrants vacatur
of the Rabbinical Ruling in order to protect Ohel Elozer from being bound to an invalid Lease that
goes against its interest.
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The Arbitration Award Should be Vacated Pursuant to CPLR § 7511(b)(2)(ii)
because Ohel Elozer was Neither a Party to the Arbitration Agreement
or a Participant in the Arbitration Proceedings
34. Pursuant to C.P.L.R. §7511 (b)(2)(ii) “[t]he award shall be vacated on the
application of a party who neither participated in the arbitration nor was served with a notice of
intention to arbitrate if the court finds that … a valid agreement to arbitrate was not made.” See
C.P.L.R. §7511 (b)(2)(ii). See Accompanying Memorandum of Law.
35. The arbitration agreement was purportedly entered into by Petitioner and Jacob
Jacobowitz and the only parties who participated in the arbitration proceedings were the two
individuals. This is further confirmed by the fact that Ohel Elozer was not named as a party to the
confirmation proceeding commenced by petitioner Baruch Tabak.
36. Ohel Elozer, as a party who did not participate in the arbitration proceedings, and
who is the owner of the property affected by the Rabbinical Ruling, has the right to oppose
confirmation under C.P.L.R. §7511 (b)(2)(ii).
37. As discussed in Leah Porges’s affirmation, Ohel Elozer was completely unaware
of the arbitration and never signed an agreement to arbitrate. Moreover, Jacobowitz was not
authorized by the Board, as is required pursuant to corporate procedure, to enter into an arbitration
agreement on behalf of Ohel Elozer. See Porges Aff. ¶12-14, 33-34.
38. Jacobowitz did not have the authority to unilaterally bind Ohel Elozer to any
arbitration proceedings under either the corporation’s By-Laws or New York Religious
Corporation Law. See Accompanying Memorandum of Law.
39. Since the alleged agreement to submit the Lease dispute to arbitration was not
signed, authorized, or even known of by Ohel Elozer, it is therefore invalid and unenforceable
against it. See Accompanying Memorandum of Law.
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40. Since it cannot be shown that a valid agreement to arbitrate exists between
Petitioner and Obel Elozer, the Rabbincal Ruling determining the enforceability of the Lease was
improperly rendered, not enforceable against Ohel Elozer and cannot be confirmed.
41. For the reasons stated herein, Ohel Elozer respectfully requests that this Court (1)
deny Petitioner's petition to confirm the Rabbinical Ruling; (2) vacate the Rabbinical Ruling
pursuant to C.P.L.R. §7511 (b)(2) (i) and (ii); and (3) grant such other and further relief as this
Court deems just, proper and equitable.
Dated: April 3, 2024
New York, New York
ALLYN TU LLP
By:
Pa Lopez
orneys Movant-Intervenor el Elozer
d/b/a Be'er Hatorah
400 Madison Avenue, Suite 10D
New York, New York 10017
(212) 213-8844
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WORD COUNT CERTIFICATION
I hereby certify pursuant to Part 202.8-b of the Uniform Civil Rules for the Supreme
Court & the County Court that, according to the word count tool on Microsoft Word, the total
number of words in this Affirmation, excluding the caption, and signature block, is 2361 words.
Dated: New York, New York
April 3, 2024 ALLYN & FORTUNA, LLP
By: ___/s/_______________________
Paula Lopez. Esq.
Attorneys Intervenor Ohel Elozer d/b/a Be’er
Hatorah
400 Madison Avenue, Suite 10D
New York, New York 10017
Tel: (212) 213-8844
Email: plopez@allynfortuna.com
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FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF SULLIVAN ________________________________________________X BARUCH TABAK, Index No. E2022-2462 Petitioner, AFFIRMATION OF PAULA LOPEZ IN OPPOSITION TO -against- PETITION TO CONFIRM JACOB JACOBOWITZ, Respondent. ________________________________________________X PAULA LOPEZ, an attorney duly admitted to practice law before the Courts of the State of New York, affirms the following under the penalties of perjury: 1. I am a member of Allyn & Fortuna LLP, attorneys for Intervenor OHEL ELOZER d/b/a BE’ER HATORAH (hereafter “Ohel Elozer”). I respectfully submit this Affirmation in opposition to Petitioner’s application to confirm the Rabbinical Ruling dated February 23, 2022 (“Rabbinical Ruling”), on the grounds that the Rabbinical Ruling which Petitioner Baruch Tabak seeks to confirm should be vacated pursuant to CPLR § 7511(b)(2) (i) and (ii) in that the Rabbinical Court exceeded its authority and issued a ruling that violates public policy, and Ohel Elozer was not a party to the arbitration agreement, or a participant in the arbitration proceeding that resulted in the issuance of the Rabbinical Ruling; and (2) granting Intervenor such other and further relief as the court may deem just and proper. A copy of the Rabbinical Ruling that was attached to the Petition is annexed hereto as Exhibit “A.” 2. I am fully familiar with the facts set forth herein unless stated upon information and belief, and as to those matters, I believe them to be true. The basis for my information and 1 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 belief is: based on discussions with my client and a review of information and documents related to this matter. 3. Ohel Elozer is a Religious Corporation and the owner of the real property located at 1 Leroy Road, Town of Fallsburg, in Sullivan County (“Leroy Property”). Petitioner seeks to confirm a Rabbinical Ruling which sets forth the rights and obligations of parties to a Lease Agreement dated September 14, 2020 applicable to the Leroy Property (the “Lease”). 4. It is Ohel Elozer’s position that the Lease is void and unenforceable because it was never authorized or approved by its Board of Trustees/Directors and it purports to lease the primary asset of a religious corporation for a period in excess of 5 years without first obtaining court approval, in violation of Religious Corporations Law (“RCL”) § 12 (1) and Not-For-Profit Law (“NPL”) §511. 5. As such, the rabbinical court exceeded its authority in attempting to enforce a Lease that is void ab initio. Furthermore, the Rabbinical Ruling is unenforceable as against Ohel Elozer, the owner of the Leroy Property, because Ohel Elozer was neither a party to the arbitration agreement nor a participant in the arbitration proceedings that resulted in the Rabbinical Ruling Petitioner now seeks to confirm. Factual Background Ohel Elozer is a Religious Corporation 6. Ohel Elozer, is a New York Religious Corporation, duly incorporated on October 21, 2003. See Ex. “B” Porges Aff.1 Since 2003, the Congregation has continuously operated and existed as a religious corporation comprised of members of the Orthodox Jewish Community. 1 References to “Porges Aff.” refer to the Affirmation of Leah Porges dated April 2, 2024. 2 2 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 7. The Congregation’s primary asset consists of the Leroy Property. In September 2020, at the time the purported Lease was entered into, the Congregation’s Trustees and Board Members consisted of Lipot Landau, Moshe Fried and Leah Porges (hereinafter the “Board”). (Porges Aff. at ¶19). 8. Pursuant to the Congregation’s By-Laws, a quorum and majority vote of Board Members is required to approve any act of the Corporation. See Ex. “E” to Porges Aff. The Lease is Invalid Under the Congregation’s By-Laws and New York’s Religious Corporations Law 9. It appears from the Lease that respondent Jacob Jacobowitz (“Jacobowitz”) claimed to sign the Lease on behalf of Yeshiva Be’er Hatorah, leasing the Leroy Property to Petitioner Baruch Tabak for effectively 10 years, from 2020 to 2025, with an option to renew for five years. See Ex. “C” to Porges Aff. 10. Mr. Jacobowitz was not authorized by the Congregation to enter into the Lease. There was no vote approving the transaction as required by Ohel Elozer’s By-Laws. Moreover, the Lease was not approved by the Attorney General or the court as required by statute. Such procedures have been followed by Ohel Elozer in obtaining financing for the Leroy Property and were clearly not adhered to in connection with the Lease. (Porges Aff. at ¶¶ 26-27). 11. Additionally, Jacobowitz was not authorized to enter into an agreement to arbitrate on behalf of Ohel Elozer. (Porges Aff. at ¶¶ 12-13). 12. Ohel Elozer, who was not named as a Respondent in this proceeding and was not a party to the arbitration proceedings, learned about the instant confirmation proceeding in May 2023 from Jacob Jacobowitz. (Porges Aff. at ¶7). 13. Ohel Elozer by Order to Show Cause moved to intervene in this proceeding and to vacate the judgment and order confirming the arbitration award. Simultaneously with the filing of 3 3 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 the Order to Show Cause, Ohel Elozer commenced an action captioned Ohel Elozer d/b/a Be’er Hatorah v. Baruch Tabak in the Supreme Court, Sullivan County (Index No. E2023-1339) seeking, inter alia, an order declaring the Lease Agreement void and unenforceable under Religious Corporations Law § 12(1). 14. Ohel Elozer’s motion to intervene was granted by Judge Kevin R. Bryant on October 6, 2023 and the remainder of the relief sought by Ohel Elozer was held in abeyance pending further proceedings. 15. By Order dated March 15, 2024, Hon. Meagan Galligan, granted Ohel Elozer’s motion to vacate the judgment confirming the Rabbinical Ruling and directed Ohel Elozer to file its Answer to the Petition within 20 days. The Petition to Confirm the Rabbinical Ruling Should be Denied Pursuant to C.P.L.R. § 7511 (b)(2) (i) and (ii) 16. Petitioner commenced this proceeding for an order confirming the Rabbinical Ruling pursuant to C.P.L.R. §7510, which states the following: The court shall confirm an award upon application of a party made within one year after its delivery to them, unless the award is vacated or modified upon a ground specified in section seventy-five hundred eleven of this article. See C.P.L.R. § 7510. 17. Courts have construed the last phrase of C.P.L.R. § 7510 to mean that a party does not have to make a motion under C.P.L.R. §7511 within 90 days of when the award was rendered to vacate or modify it, but can wait until a petition to confirm the award is made under C.P.L.R. § 7510, and oppose the petition on the grounds set forth in C.P.L.R. § 7511. See accompanying Memorandum of Law. 4 4 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 18. A party may oppose an application to confirm an arbitration award, even if the ninety-day period has expired, on the same grounds for vacatur or modification set forth in C.P.L.R. §7511. See accompanying Memorandum of Law. 19. C.P.L.R. § 7511 (b) (2) states that, [t]he award shall be vacated on the application of a party who neither participated in the arbitration nor was served with a notice of intention to arbitrate if the court finds, that: (i) the rights of that party were prejudiced by one of the grounds specified in paragraph one; or (ii) a valid agreement to arbitrate was not made; or (iii) the agreement to arbitrate had not been complied with; or (iv) the arbitrated claim was barred by limitations under subdivision (b) of section 7502. (Emphasis added.) See accompanying Memorandum of Law. 20. The grounds for vacating or modifying under C.P.L.R. §7511 (b)(1) include instances where an arbitrator exceeded his power. See accompanying Memorandum of Law. 21. Ohel Elozer, as a non-party to the arbitration proceeding, opposes confirmation of the Rabbinical Ruling under C.P.LR. § 7511 (b)(2) (i) in that the Rabbinical Court exceeded its authority in rendering an award enforcing a Lease for property owned by a religious corporation that does not comply with the corporation’s by-laws or the requirements of RPL § 12 and NPL §511 and, therefore, public policy precludes the Rabbinical Ruling, which purports to enforce the terms of the Lease and provides related relief under an unenforceable Lease, and under C.P.LR. § 7511 (b)(2) (ii), in that Ohel Elozer was neither a party to the arbitration agreement nor participant in the arbitration proceedings. See accompanying Memorandum of Law. The Lease was Void Ab Initio and Violates Public Policy Precluding Confirmation of the Arbitration Award under C.P.L.R. § 7511 (b) (2) (i) 22. “It is well-settled that an arbitrator ‘exceed[s] his power’ under the meaning of the statute where his ‘award violates a strong public policy, is irrational or clearly exceeds a 5 5 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 specifically enumerated limitation on the arbitrator’s power.’” See accompanying Memorandum of Law. 23. While, generally, judicial review of arbitration awards is limited, Courts have recognized that “the broadest of arbitration agreements cannot oust our courts from their role in the enforcement of major State policies, especially those embodied in statutory form.” See accompanying Memorandum of Law. 24. New York maintains a statutory requirement that conveyances and leases exceeding 5-years of real property owned by a religious corporation require judicial approval pursuant to Religious Corporations Law Section 12 and Not-For-Profit Corporation Law Section 511. The Rabbinical Ruling before this court is contrary to the public policy in this state and ignores the statutory requirements under RCL § 12 and NFP § 511. See accompanying Memorandum of Law. 25. New York’s Religious Corporations Law, § 12 (1), obligates a religious corporation to apply for and obtain approval from the Court and/or Attorney General before leasing real property for a term exceeding five years. See accompanying Memorandum of Law. 26. Not-For-Profit law § 511-a permits application to the Attorney General in lieu of court approval. As a religious corporation, Ohel Elozer is required to comply with the statutory requirements set forth in Religious Corporations Law §12(1) and/or Not-For-Profit law § 511-a in order to create a legally enforceable lease. See accompanying Memorandum of Law. 27. While a court’s review of arbitration awards is limited, this Court has the right and duty to ensure the safeguards afforded by RCL §12 are complied with and deny Petitioner’s application to confirm the Rabbinical Ruling where it is clear on its face that the Lease it deems enforceable does not meet the statutory requirements under RCL § 12. See accompanying Memorandum of Law. 6 6 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 28. The Rabbinical Ruling seeks to enforce a Lease that was neither approved by the Attorney General nor the court, as required by statutory law created for the protection of religious corporations and their members. In rendering a ruling that deems a void contract enforceable, the rabbinical court exceeded its authority and its ruling cannot be confirmed. See accompanying Memorandum of Law. Ohel Elozer Did Not Enter into the Lease 29. A further basis for vacating the Rabbinical Ruling is because the Lease is invalid and not authorized by Ohel Elozer's Board of Trustees, as the Board did not authorize the transaction in accordance with its By-Laws. See accompanying Memorandum of Law. 30. Moreover, in September 2020, when Jacobowitz signed the Lease, he was not a member of the Board of Directors, which consisted of only Lipot Landau, Moshe Fried and Leah Porges. See Porges Aff., ¶19. 31. Lastly, as discussed in the affidavit of Leah Porges, Ohel Elozer is aware of and has previously made sure to follow the requirements of Religious Corporations Law §12(1), when engaging in transactions requiring court approval. (Porges Aff. at ¶¶26-30). The procedure was not followed in connection with the Lease because the transaction was not authorized by the Board. 32. Since learning of the Lease, Ohel Elozer has determined that the Lease goes against its interests and would adversely affect its ownership rights in the Leroy Property as it would result in Ohel Elozer the right of possession for essentially ten years and would amount to an injustice to Ohel Elozer’s members and the public. 33. As such, the public policy behind the requirements of RCL §12(1) warrants vacatur of the Rabbinical Ruling in order to protect Ohel Elozer from being bound to an invalid Lease that goes against its interest. 7 7 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 The Arbitration Award Should be Vacated Pursuant to CPLR § 7511(b)(2)(ii) because Ohel Elozer was Neither a Party to the Arbitration Agreement or a Participant in the Arbitration Proceedings 34. Pursuant to C.P.L.R. §7511 (b)(2)(ii) “[t]he award shall be vacated on the application of a party who neither participated in the arbitration nor was served with a notice of intention to arbitrate if the court finds that … a valid agreement to arbitrate was not made.” See C.P.L.R. §7511 (b)(2)(ii). See Accompanying Memorandum of Law. 35. The arbitration agreement was purportedly entered into by Petitioner and Jacob Jacobowitz and the only parties who participated in the arbitration proceedings were the two individuals. This is further confirmed by the fact that Ohel Elozer was not named as a party to the confirmation proceeding commenced by petitioner Baruch Tabak. 36. Ohel Elozer, as a party who did not participate in the arbitration proceedings, and who is the owner of the property affected by the Rabbinical Ruling, has the right to oppose confirmation under C.P.L.R. §7511 (b)(2)(ii). 37. As discussed in Leah Porges’s affirmation, Ohel Elozer was completely unaware of the arbitration and never signed an agreement to arbitrate. Moreover, Jacobowitz was not authorized by the Board, as is required pursuant to corporate procedure, to enter into an arbitration agreement on behalf of Ohel Elozer. See Porges Aff. ¶12-14, 33-34. 38. Jacobowitz did not have the authority to unilaterally bind Ohel Elozer to any arbitration proceedings under either the corporation’s By-Laws or New York Religious Corporation Law. See Accompanying Memorandum of Law. 39. Since the alleged agreement to submit the Lease dispute to arbitration was not signed, authorized, or even known of by Ohel Elozer, it is therefore invalid and unenforceable against it. See Accompanying Memorandum of Law. 8 8 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 40. Since it cannot be shown that a valid agreement to arbitrate exists between Petitioner and Obel Elozer, the Rabbincal Ruling determining the enforceability of the Lease was improperly rendered, not enforceable against Ohel Elozer and cannot be confirmed. 41. For the reasons stated herein, Ohel Elozer respectfully requests that this Court (1) deny Petitioner's petition to confirm the Rabbinical Ruling; (2) vacate the Rabbinical Ruling pursuant to C.P.L.R. §7511 (b)(2) (i) and (ii); and (3) grant such other and further relief as this Court deems just, proper and equitable. Dated: April 3, 2024 New York, New York ALLYN TU LLP By: Pa Lopez orneys Movant-Intervenor el Elozer d/b/a Be'er Hatorah 400 Madison Avenue, Suite 10D New York, New York 10017 (212) 213-8844 9 9 of 10 FILED: SULLIVAN COUNTY CLERK 04/03/2024 01:28 PM INDEX NO. E2022-2462 NYSCEF DOC. NO. 52 RECEIVED NYSCEF: 04/03/2024 WORD COUNT CERTIFICATION I hereby certify pursuant to Part 202.8-b of the Uniform Civil Rules for the Supreme Court & the County Court that, according to the word count tool on Microsoft Word, the total number of words in this Affirmation, excluding the caption, and signature block, is 2361 words. Dated: New York, New York April 3, 2024 ALLYN & FORTUNA, LLP By: ___/s/_______________________ Paula Lopez. Esq. Attorneys Intervenor Ohel Elozer d/b/a Be’er Hatorah 400 Madison Avenue, Suite 10D New York, New York 10017 Tel: (212) 213-8844 Email: plopez@allynfortuna.com 10 of 10