lNED ON 1141201
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK
JAE HEE HYUN, individually and as a member of BULLDOG ONE REAL ESTATE COMPANY, LLC, suing on behalf of herself and all other members of BULLDOG ONE REAL ESTATE COMPANY, LLC similarly situated and in the right of BULLDOG ONE REAL ESTATE COMPANY, LLC,
X 1-__1_----------____--------------------~---------------------
Plaintiffs,
-against-
SYNGBUM KIM, DEAN S. LARKEY, CHOON YOUNG KIM, and BULLDOG ONE REAL ESTATE COMPANY, LLC,
TO THE ABOVE-NAMED DEFENDANTS:
L
Index No.
Date Purchased:
SUMMONS
Plaintiff designates New York County as the venue on the basis that a in^^^^^ at issue
JAN 8 4 2910
YOU ARE HEREBY SUMMONED to answer thq+complaint in this action, and to serve a
copy of your answer, or if the complaint is not served with this summons, to serve a notice of
appearance on the plaintiffs attorneys, within twenty (20) days after the service of this summons,
exclusive of the day of service, or within thirty (30) days after completion of service where service
is made in any other manner than by personal delivery within the state. In case of your failure to
appear or answer, judgment will be taken against you by default for the relief demanded in the
complaint.
New York County is designated as the place of trial on the basis that a substantial part of the
property at issue is located within the county.
1
Supreme Court Records OnLine Library - page 1 of 14
FILED: NEW YORK COUNTY CLERK 03/09/2010 INDEX NO. 600003/2010
NYSCEF DOC. NO. 1 RECEIVED NYSCEF: 03/09/2010
시크릿 오
브 코
리아
안 치 용
Dated: New York, New York December 31,2009
Yours, etc.,
CULLEN AND DYKMAN LLP
By:
44 Wall Street, 1 7‘h Floor New York, New York 10005 (2 12) 732-2000
To: Mr. Syiigbuin Kim 10 East 40t” Street, Suite 2105 New York, New York 10016
Mr. Dean S. Larkey 7 Penn Plaza, Suite 222 New York, New York 10001
Mr. Choon Young Kim 50 Walker Avenue Closter, New Jersey 07624
Bulldog One Real Estate Company, LLC 1585 Palisades Avenue Fort Lee, New Jersey 07024
2
Supreme Court Records OnLine Library - page 2 of 14
시크릿 오
브 코
리아
안 치 용
SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK
JAE HEE HYUN, individually and as a member of BULLDOG ONE REAL ESTATE COMPANY, LLC, suing on behalf of herself and all other members of BULLDOG ONE REAL ESTATE COMPANY, LLC similarly situated and in the right of BULLDOG ONE REAL ESTATE COMPANY, LLC,
X ___________________-______f_ l___________- - - - - - - - - - - - - - - - - - - - - - -~~~~~
Plaintiff,
Index No.
COMPLAINT
-against-
SYNGBUM KIM, DEAN S. LARKEY, CHOON YOUNG KIM, and BULLDOG ONE REAL ESTATE COMPANY, LLC,
Plaintiff, Jae Hee Hyun, by her attorneys, Cullen and Dykman LLP, as and for her
complaint, individually and as a member of Bulldog One Real Estate Company, LLC,
respectfully alleges, upon information and belief, the following:
1. Plaintiff, Jae Hee Hyun (“Hyun”), an individual residing in Seoul, South Korea
and a member of defendant Bulldog One Real Estate Company, LLC. Hyun, brings this action
against the defendants on behalf of herself and all other members of the defendant Bulldog One
Real Estate Company, LLC similarly situated and in the right of the company.
2. Defendant, Syngbum Kim (“S. Kim”), is an individual residing at 24 Port
Imperial, Apartment 100, West New York, New Jersey 07093 with an office address of 10 East
40‘h Street, Suite 2105, New York, New York 10016. S. Kim is a managing member of Bulldog
One Real Estate Company, LLC.
1
Supreme Court Records OnLine Library - page 3 of 14
시크릿 오
브 코
리아
안 치 용
3. Defendant, Dean S. Larkey (“Larkey”), is an individual residing at 2 Longford Ct,
Warren, New Jersey 07059 with an office address of 7 Penn Plaza, Suite 222, New York, New
York 10001. Larkey is a managing member of Bulldog One Real Estate Company, LLC.
4. Defendant, Choon Young Kim (“C. Kim”), is an individual residing at 50 Walker
Avenue, Closter, New Jersey 07624 and a managing member of Bulldog One Real Estate
Company, LLC.
5 . Defendant, Bulldog One Real Estate Company, LLC (“Bulldog”), is a Delaware
liinited liability company doing business in the State of New York with a principal place of
business at 1585 Palisades Avenue, Fort Lee, New Jersey 07024. Bulldog is the owner of the
property known as 362 West 127‘” Street, New York, New York (the “Property”).
JURISDICTION AND VENUE
6. Jurisdiction is founded upon Article 3 of the Civil Practice Law and Rules
(“CPLR”). Pursuant to Article 5 of the CPLR, plaintiff designates New York County as the
place of trial as a substantial part of the property at issue is located within the county.
PRELIMINARY STATEMENT
7. Hyun was fraudulently induced by defendants to enter into certain agreements and
to deliver $350,000.00 to them, in reliance upon their false representations that (a) they had made
capital contributions to Bulldog totaling $350,000.00 and $1,000,000.00 in funding was available
from additional members and (b) they had the skill, ability and intention to convert the Property
to residential condominiums and sell the units at a substantial profit within one year. In fact,
defendants had not made the capital contributions, had not secured $1,000,000.00 in funding, and
did not have the skill, ability, or intention to convert the Property to condominiums and sell
them. Plaintiff, therefore, seeks rescission of the agreement and the return of her $350,000.00.
2
Supreme Court Records OnLine Library - page 4 of 14
시크릿 오
브 코
리아
안 치 용
8. In addition, the defendants failed to maintain records for Bulldog and have
diverted and wasted company assets. Despite due demand, the defendants have failed to account
to Hyun regarding the disposition of her $350,000.00 and the other assets of the company.
Accordingly, Hyun and Bulldog are entitled to an accounting and Bulldog is entitled to damages
in the amount of all assets that have been wrongfully or fraudulently diverted or wasted.
FACTUAL BACKGROUND
9. In or about July 2005, Hyun was introduced to S. Kim, a real estate developer and
dentist, who was involved in a condominium conversion project in New York.
10. To induce Hyun to invest, the defendants gave Hyun an Investment Summary,
dated July 27, 2005 (the “Investment Summary”).
11. The defendants represented they had the skill, ability, and intention to construct a
five-story residential condominium building on the Property and that the condominiums would
be offered for sale by May 2006.
12. The defendants also represented that they had made capital contributions to
Bulldog totaling $350,000.00 as follows:
(a) $250,000.00 from S. Kim;
(b) $50,000.00 from Larkey; a
(b) $50,000.00 from C. Kim.
1
13, The defendants further represented that an additional $1,000,000.00 in funding
was available from other members.
14. At the time the representations were made, the defendants knew that they were
false, knew that Hyun would rely on the misrepresentations, and made the misrepresentations to
induce Hyun to pay $350,000.00 for an interest in Bulldog.
3
Supreme Court Records OnLine Library - page 5 of 14
시크릿 오
브 코
리아
안 치 용
15. In fact, the defendants did not make personal capital contributions, have available
the $1 million as represented, or have the skill, ability, or intention to construct and sell
condominiums on the Property.
16. In reliance on the defendants’ misrepresentations, on or about November 16,
2005, Hyun and S. Kim entered into a Purchase Agreement (the “Purchase Agreement”), by
which S. Kim assigned to Hyun a 15% membership interest in Bulldog in exchange for Hyun’s
capital payment of $350,000.00. Hyun also signed the Operating Agreement of Bulldog (the
“Operating Agreement”), that was already executed by the defendants.
17. The Operating Agreement provides that the managing members of Bulldog are S.
Kim, Larkey and C. Kim and that the purpose of Bulldog is to improve the Property with
residential units and to sell the units.
18. Despite their representations, defendants did not make the capital payments in
Bulldog, did not have available funding from additional members, and did not have the skill,
ability, or intention to convert the Property to condominiums.
19. Despite repeated requests, Hyun has not been provided with documentary proof
that company assets have been used for the intended purposes, that the defendants made any
capital payments, that capital contributions from additional members were available, or that any
action was taken for development of the Property.
20.
21,
Instead, the defendants diverted and wasted company assets.
Pursuant to the Operating Agreement, Bulldog shall maintain accurate records of
all transactions, including separate books and accounts for each member, and each member shall
have the right to audit, examine, and copy the books of account, certificate of formation, minutes
of any meeting, tax returns and other information regarding the affairs of Bulldog.
4
Supreme Court Records OnLine Library - page 6 of 14
시크릿 오
브 코
리아
안 치 용
22. In addition, the Operating Agreement requires Bulldog to provide all members
with annual financial statements.
23. In September 2009, Hyun, through her attorneys, Park & Associates, demanded
copies of Bulldog’s books and records.
24. Defendants failed to provide Hyun with closing documents regarding the purchase
of the Property, books and accounts for each member, books and records of the company,
minutes of any meetings, annual financial reports, bank statements and timely or complete tax
ret urns.
25. Hyun has repeatedly demanded return of her $350,000.00 capital payment and
copies of all financial records documenting the management and income and expenses of the
company. Defendants have refused and failed to provide the accountings or return plaintiffs
$350,000.00.
AS AND FOR A FIRST CAUSE OF ACTION (Rescission)
26. Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1
tlirough 25 with the same force and effect as though fully set forth herein.
27 . To induce Hyun to purchase a $350,000.00 interest in Bulldog, the defendants
falsely represented that defendants paid $350,000.00 in capital and $1 million was available from
other members, that they had the skill, ability and intention to convert the Property to residential
condominiums within one year.
28. At the time the defendants made the misrepresentations to Hyun, they knew or
should have known that the misrepresentations were false and that Hyun would rely on them.
29. Relying upon the misrepresentations and believing them to be true, Hyun paid
$350,000.00 to defendants for a 15% interest in Bulldog.
S
Supreme Court Records OnLine Library - page 7 of 14
시크릿 오
브 코
리아
안 치 용
. .
30. Defendants have hiled and refused to return plaintiff‘s $350,000.00 despite
repeated demands by the plaintiff.
31. Due to defendants’ fraud, misrepresentations and inducement by fraud, Hyun is
entitled to a rescission of the agreements and the return of her $350,000.00, plus interest. Hyun
has also incurred significant attorneys’ fees and costs in connection with the instant lawsuit, the
final amount which will be determined at trial.
AS AND FOR A SECOND CAUSE OF ACTION (Constructive Trust)
32. Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1
through 3 1 with the same force and effect as though fully set forth herein.
33. Hyun and the defendants are members of Bulldog, enjoying a trusting and
confidential relationship.
34. Hyun invested in Bulldog in reliance on the confidential and trusting relationship
between Hyun and the defendants and in reliance on the defendants’ representations that the
conipariy assets would be used to convert the Property to residential condominiums for sale.
35. Instead, in violation of the trust and confidence placed in them by Hyun, the
defendants diverted and wasted company assets and deceived plaintiff regarding the operation of
Bulldog.
36. Despite due demand, the defendants have failed to account to plaintiff for
company assets and expenditures.
37. Accordingly, Hyun seeks the imposition of a constructive trust on the Property.
6
Supreme Court Records OnLine Library - page 8 of 14
시크릿 오
브 코
리아
안 치 용
*
AS AND FOR A THIRD CAUSE OF ACTION (Breach of Contract)
38. Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1
through 37 with the same force and effect as though fully set forth herein.
39. The defendants failed and neglected to perform the conditions of the agreements,
including, but not limited to failure to convert the Property to residential units for sale, to
maintain company books and records, and to account to plaintiff.
40. In addition, the defendants diverted and wasted company assets, including making
an unauthorized loan to an unknown third party.
41. As a result of defendants’ breach of contract, Hyun has been damaged in an
amount to be determined at trial, but no less than $350,000.00, plus interest. Hyun has also
incurred significant attorneys’ fees and costs in connection with the instant lawsuit, the final
amount which will be determined at trial.
AS AND FOR A FOURTH CAUSE OF ACTION (Fraud and Misrepresentation)
42. Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1
through 41 with the same force and effect as though fully set forth herein.
43. As a result of defendants’ fraud, Hyun has been damaged in an amount to be
determined at trial, but no less than $350,000.00, plus interest. Hyun has also incurred
significant attorneys’ fees and costs in connection with the instant lawsuit, the final amount
which will be determined at trial.
7
Supreme Court Records OnLine Library - page 9 of 14
시크릿 오
브 코
리아
안 치 용
AS AND FOR A FIFTH CAUSE OF ACTION (Conversion)
44. Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1
through 43 with the same force and effect as though fully set forth herein.
45. As a resiilt of the defendants’ conversion, Hyun and Bulldog have been damaged
in an amoiint to be determined at trial, but no less than $350,000.00. Hyun has also incurred
significant attorneys’ fees and costs in connection with the instant lawsuit, the final amount
which will be determined at trial.
AS AND FOR A SIXTH CAUSE OF ACTION (Accounting)
46. Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1
through 45 with the same force and effect as though fully set forth herein.
47. The defendants are required to maintain accurate records of all transactions of
Bulldog and the members have a right to examine same.
48.
statements.
49.
The defendants are also required to provide members with annual financial
The defendants have diverted and wasted company assets, including making an
unauthorized loan to an unknown third party.
50. Despite due demand, defendants have failed, neglected and refused and still
refuse to render to Hyun an accounting of the disposition of the company assets, income and
expenses from 2005 to the present.
5 1. Hyun has no adequate remedy at law.
Supreme Court Records OnLine Library - page 10 of 14
시크릿 오
브 코
리아
안 치 용
AS AND FOR A SEVENTH CAUSE OF ACTION (Breach of Fiduciary Duty)
52. Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1
through 5 1 with the same force and effect as though fully set forth herein.
53. The defendants owed Hyun and Bulldog a fiduciary duty as managing members
ol‘ the company.
54. The defendants breached their fiduciary duty to Hyun and Bulldog by diverting
and wasting company assets.
5 5 . As a result of defendants’ breach of fiduciary duty, Hyun and Bulldog have been
damaged in an amount to be determined at trial, but no less than $350,000.00. Hyun has also
incurred significant attorneys’ fees and costs in connection with the instant lawsuit, the final
amount which will be determined at trial.
AS AND FOR AN EIGHTH CAUSE OF ACTION (Piercing the Corporate Veil)
56. Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1
through 55 with the same force and effect as though fully set forth herein.
57. The defendants have and have had complete dominion and control over Bulldog,
having organized, managed and controlled Bulldog.
5 8 . The defendants conducted the business of Bulldog in disregard of its company
formalities in a manner that suits their own personal convenience, including but not limited to,
diverting and wasting company assets, including making an unauthorized loan to an unknown
third party.
59. By virtue of the foregoing, Bulldog acted as the alter ego of the defendants who
are, therefore, personally responsible to Hyun for the obligations of Bulldog and should be held
9
Supreme Court Records OnLine Library - page 11 of 14
시크릿 오
브 코
리아
안 치 용
personally liable fa the damages to Hyun in an am unt to be determined at trial, but no less than
Hyun has also incurred significant attorneys’ fees and costs in $350,000.00, plus interest.
connection with the instant lawsuit, the final amount which will be determined at trial.
WHEREFORE, plaintiff demands judgment as follows:
(a) against defendants for monetary damages in an amount to be determined at trial,
but no less than $350,000.00, plus interest from November 16,2005;
(b)
(c)
declaring the Purchase Agreement and Operating Agreement void and rescinded;
compelling defendants Syngbum Kim, Dean S. Larkey and Choon Young Kim to
account for all money and property of defendant Bulldog One Real Estate Company, LLC which
has come into their hands and for any expenditures made by them from the money and property
of the defendant Bulldog;
(d) granting defendant Bulldog One Real Estate Company, LLC judgment against
defendants Syngbum Kim, Dean S. Larkey and Choon Young Kim in the amount of any money
or property of Bulldog found to have been wrongfully or fraudulently disbursed or diverted or
which has in any manner been lost or wasted; and
(e) against defendants for costs and disbursements of this action and reasonable
attorneys’ fees.
Dated: New York, New York December 3 1,2009
CULLEN AND DYKMAN LLP
By:
New York, New York 10005 (2 12) 732-2000
10
Supreme Court Records OnLine Library - page 12 of 14
시크릿 오
브 코
리아
안 치 용
c
To: Mr. Syngbum Kim 10 East 40‘” Street, Suite 2105 New York, New York 10016
Mr. Dean S. Larkey 7 Penn Plaza, Suite 222 New York, New York 10001
Mr. Choon Young Kim SO Walker Avenue Closter, New Jersey 07624
Bulldog One Real Estate Company, LLC 1585 Palisades Avenue Fort Lee, New Jersey 07024
11
Supreme Court Records OnLine Library - page 13 of 14
시크릿 오
브 코
리아
안 치 용