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At A Special Term of the Court, Part ___
held at Buffalo, New York on the
day of September, 2021.
PRESENT: HON. , J.S.C.
Justice Presiding
STATE OF NEW YORK :COUNTY OF ERIE
SUPREME COURT
PAUL ZINTER,
Petitioner, ORDER TO SHOW CAUSE
vs. Index No.
GALLE MEMORIAL STUDIO, INC.,
and RICHARD ZINTER,
Respondents,
UPON the reading of the annexed Verified Petition, verified by PAUL ZINTER, holding
a 25% of the shareholder interest in the Respondent Corporation, GALLE MEMORIAL
STUDIO, Inc., dated August 24, 2021, for the removal of Respondent, Richard Zinter, pursuant
to Business Corporation Law §716(c) and §720(a)(1)(A)&(B) and an accounting of the property
and assets of the Corporation pursuant to §720(a)(1), and due deliberation having been given, it
is hereby
ORDERED, that allpersons interested in Galle Memorial Studio, Inc. show cause at a
Special Term of the New York State Supreme Court, to be held in and for the County of Erie,
Part , 25 Delaware Avenue, Buffalo, New York, on _, 2021 at
a.m., which is more than four weeks after the granting of this Order, or as soon thereafter
as counsel may be heard, why an Order should not be granted awarding the relief requested in the
Verified Petition, to wit; the removal of Richard Zinter and an accounting of the Corporation's
property and assets which have been taken by Richard Zinter; and itis further
ORDERED, that pursuant to BCL §§1113 and 1115 restraining, enjoining and
prohibiting the Corporation, and RICHARD ZINTER, and all other directors, and officers,
except authorized by this Court, from (a) exercising any corporate powers outside the ordinary
course of business, including issuance or transfer of shares of the Corporation, passage of any
resolutions, supplementation of the corporate records, appointment of any directors and/or
amendment to the documents providing for ownership, governance and/or administration of the
Corporation, entry of any agreements exceeding $1,000.00 with any vendors and/or lessors, entry
of employment agicemcuus and issuance of bonuses to employees; (b) paying out or otherwise
transferring, delivering, assigning or encumbering other than in the course of ordinary business
any property, assets, or monies of the Corporation, including but not limited to payments to
cover tax liabilities of shareholders; and (c) paying out or utherwise transferring, delivering,
assigning, or encumbering any property, assets, or monies of the Corporation to or in favor of
RICHARD ZINTER, any member of their families, any business owned by Richard Zinter, or
any business owned by an immediate family members of Richard Zinter; and itis further
ORDERED, that a copy of this Order be served upon Respondent Richard Zinter
personally, at least ten (10) days prior to the date of the hearing specified above, or by mailing a
copy of the order, postage prepaid, at least twenty (20) days prior to the date of the hearing
specified above to the person to be served at his/her last known address.
DATED: Buffalo, New York
_, 2021
HON. , J.S.C.
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At A Special Term of the Court, Part ___ held at Buffalo, New York on the day of September, 2021. PRESENT: HON. , J.S.C. Justice Presiding STATE OF NEW YORK :COUNTY OF ERIE SUPREME COURT PAUL ZINTER, Petitioner, ORDER TO SHOW CAUSE vs. Index No. GALLE MEMORIAL STUDIO, INC., and RICHARD ZINTER, Respondents, UPON the reading of the annexed Verified Petition, verified by PAUL ZINTER, holding a 25% of the shareholder interest in the Respondent Corporation, GALLE MEMORIAL STUDIO, Inc., dated August 24, 2021, for the removal of Respondent, Richard Zinter, pursuant to Business Corporation Law §716(c) and §720(a)(1)(A)&(B) and an accounting of the property and assets of the Corporation pursuant to §720(a)(1), and due deliberation having been given, it is hereby ORDERED, that allpersons interested in Galle Memorial Studio, Inc. show cause at a Special Term of the New York State Supreme Court, to be held in and for the County of Erie, Part , 25 Delaware Avenue, Buffalo, New York, on _, 2021 at a.m., which is more than four weeks after the granting of this Order, or as soon thereafter as counsel may be heard, why an Order should not be granted awarding the relief requested in the Verified Petition, to wit; the removal of Richard Zinter and an accounting of the Corporation's property and assets which have been taken by Richard Zinter; and itis further ORDERED, that pursuant to BCL §§1113 and 1115 restraining, enjoining and prohibiting the Corporation, and RICHARD ZINTER, and all other directors, and officers, except authorized by this Court, from (a) exercising any corporate powers outside the ordinary course of business, including issuance or transfer of shares of the Corporation, passage of any resolutions, supplementation of the corporate records, appointment of any directors and/or amendment to the documents providing for ownership, governance and/or administration of the Corporation, entry of any agreements exceeding $1,000.00 with any vendors and/or lessors, entry of employment agicemcuus and issuance of bonuses to employees; (b) paying out or otherwise transferring, delivering, assigning or encumbering other than in the course of ordinary business any property, assets, or monies of the Corporation, including but not limited to payments to cover tax liabilities of shareholders; and (c) paying out or utherwise transferring, delivering, assigning, or encumbering any property, assets, or monies of the Corporation to or in favor of RICHARD ZINTER, any member of their families, any business owned by Richard Zinter, or any business owned by an immediate family members of Richard Zinter; and itis further ORDERED, that a copy of this Order be served upon Respondent Richard Zinter personally, at least ten (10) days prior to the date of the hearing specified above, or by mailing a copy of the order, postage prepaid, at least twenty (20) days prior to the date of the hearing specified above to the person to be served at his/her last known address. DATED: Buffalo, New York _, 2021 HON. , J.S.C.