Showing posts with label Craig R. Weis Esq.. Show all posts
Showing posts with label Craig R. Weis Esq.. Show all posts

Sunday, August 11, 2024

When Developers Fail To Qualify.


You will remember the discovery in April of this year that the neighboring State of New Jersey had revoked “Piermont Developers Limited Liability Company” - for reason of that LLC’s failure to file its annual reports for over a seven-year period from 2017 to 2024:
https://unhandpiermont.blogspot.com/2024/04/piermont-developers-llc-does-not-even.html
 
That discovery of course made “Piermont Developers Limited Liability Company” scramble to put in its back filings, thereby identifying “new” LLC owner Frank DeCarlo, on paper, in the process:
https://unhandpiermont.blogspot.com/2024/05/frank-decarlo-and-craig-weis-purge.html
 
“Piermont Developers Limited Liability Company” even appears to have made up for some back tax payments in Orangetown’s “Delinquency Tracking System”:
https://unhandpiermont.blogspot.com/2024/05/the-tax-delinquency-tracking-system-and.html
 
Yet it appears that “Piermont Developers Limited Liability Company” missed something else. Something else important.
 
You see, New York State law considers non-New York LLCs to be “foreign” LLCs. In other words, for New York purposes, a New Jersey LLC is a “foreign” LLC - even if you can yell at it from your Town of Orangetown backyard across the state line.
 
Here is the New York statute on point – Section 802 of the New York LLC law:





More importantly, New York State law requires that a foreign LLC seeking to do business in New York, register with New York State by filing an “Application for Authority”. It’s really a tax thing:
https://dos.ny.gov/application-authority-foreign-limited-liability-companies
 
Here is what a New York “Application for Authority” is supposed to look like:



A foreign LLC’s failure to file an Application for Authority in New York State, means that the foreign LLC has no authority to do business in New York State until that default is cured.
 
Moreover, a foreign LLC that fails to file an Application for Authority and then does business in New York State, may well find itself with a tax problem with the New York State Tax Commission – otherwise known as the “New York State Department of Taxation and Finance”. You see, New York State really likes to get paid taxes by entities that transact business in the State of New York.
 
In order to successfully file its “Application for Authority” with New York State, the foreign LLC must first obtain the written consent of the New York State Tax Commission. That usually requires the foreign LLC to make or show tax filings to the New York State Tax Commission, going back to the first date upon which the foreign LLC did business in New York State. You see, New York State really likes to get paid taxes retroactively, when it is discovered that a foreign LLC may have skirted the requirement to pay New York State taxes for one or more years. 

Even if the foreign LLC has drawn-in no income from its New York activities yet, the foreign LLC is still required to show papers to the New York State Tax Commission and obtain a written Tax Commission Consent. It can turn out to be an arduous and multi-step process which lawyers and clients alike would often prefer to avoid. But the process is not optional, discretionary with the LLC, or in any sense hortatory otherwise. It is mandatory. Compulsory.
 
All that said, if your Internet browser allows you, have a careful look at the searchable database on the New York State Department of State (NYSDOS) Internet website:
https://dos.ny.gov/corporation-and-business-entity-search-database
https://apps.dos.ny.gov/publicInquiry/
 
If the above links give you any trouble, you may need to use “Microsoft Edge” and not “Chrome”. In any event, the search-screen should look like this:


Recently, I searched “Piermont Developers” in this database as both an entity name and a trade name. No reference to “Piermont Developers” came up:


Sure, there were plenty of other "Piermont" references in the database. Yet none were “Piermont Developers Limited Liability Company”:









According to my contact at NYSDOS, if the foreign LLC does not show up in that NYSDOS Internet database, then that foreign LLC never filed an Application for Authority with New York State. Of course, if anyone has any documentation proving otherwise, then my fax machine is (212) 410-2380, it has paper in it, and it is ready to receive. Just be careful. Here is the NYSDOS response back to me when NYSDOS itself searched its own records for “Piermont Developers Limited Liability Company”:

Do not be surprised if someone acting on behalf of “Piermont Developers Limited Liability Company” now asserts that the LLC purposefully didn’t file their Application for Authority with New York State yet, because their project at 447-477 Piermont Avenue has yet to be fully approved by the Village of Piermont yet, construction has not yet commenced, and therefore the LLC has yet to commence conducting business in New York State.
 
Of course, such an argument would be specious.
 
First of all, we know that Piermont Developers Limited Liability Company has been doing business in New York State since the April 2024-filed litigation in New City naming the LLC as a party-defendant:
https://unhandpiermont.blogspot.com/2024/04/newsflash-piermont-new-york-residents.html
 
We can go even farther back than that, though. Phil Griffin of Piermont clearly acknowledged in writing that “Piermont Developers” was doing business in New York State as of 2023:
https://unhandpiermont.blogspot.com/2024/04/here-it-is-piermont-landing-poa-and.html
 
And wait a minute. You know as well as I do that “Piermont Developers Limited Liability Company” was doing business in New York State as early as November 9, 2021, when this Zoning Petition was filed through its New York counsel Zarin & Steinmetz:
https://cms9files1.revize.com/piermont/document_center/Department/Planning%20&%20Zoning%20Board/Planning%20Board/Plan_Board_Documents/2022/5-9-22/Piermont%20Developers%20LLC%20Package.pdf
 
Come to think of it, “Piermont Developers Limited Liability Company” was doing business in New York when the Zarin & Steinmetz law firm was retained on this project to begin with - and I think it is fair to say that Zarin & Steinmetz likely did not take on the representation pro bono. A letter of engagement or a retainer agreement would have been required to have been exchanged between lawyer and client, likely prior to November 9, 2021.
 
Oh - wait another minute. Come to think of it, both Piermont’s Phil Griffin and Craig R. Weis Esq. acknowledged in signed writing that “Piermont Developers Limited Liability Company” was doing business in New York State as early as 2019. In the case of Craig Weis, Craig represented the LLC at the time, meaning that this below-linked document serves as a client admission to that fact:
https://unhandpiermont.blogspot.com/2024/04/phil-craig-buddies.html
 
That’s roughly five years ago. That's right. “Piermont Developers Limited Liability Company” has done business in New York State for at least five years.
 
The thing is, to qualify to do business in New York State, “Piermont Developers Limited Liability Company” will need to file an “Application for Authority” in New York State. This in turn means that “Piermont Developers Limited Liability Company” will need to admit in writing to the New York State Tax Commission that the LLC has been doing business in New York State since at least 2019 - in order to obtain the Tax Commission Consent which is the prerequisite for that Application for Authority filing. As I read it, that's yet another confession of a multi-year default - like this one:
https://unhandpiermont.blogspot.com/2024/04/piermont-developers-llc-does-not-even.html
https://unhandpiermont.blogspot.com/2024/05/frank-decarlo-and-craig-weis-purge.html
. . . but worse.

You are probably wondering how and why Piermont Mayor Bruce Tucker and his merry band of pranksters in Piermont Village "government" could have possibly missed the fact that “Piermont Developers Limited Liability Company” is not qualified to do business in New York State. After all, the Zoning Petition dates back to 2021. Are they inept? Corrupted?

Try both.

And I will again leave it to you, the reader, to answer the question of what we call any high-priced representative of “Piermont Developers Limited Liability Company” who files papers and makes arguments on behalf of that LLC before any village hall or in any New York proceeding - also apparently without even bothering to check whether “Piermont Developers Limited Liability Company” ever filed an Application for Authority in New York State, much less ever clearing the path for the filing of the Application for Authority with the New York State Tax Commission.

As for Frankie DeCarlo? Have pity on him and fuggedaboudit. He was a little tied up in Jersey.

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Saturday, August 10, 2024

Takin' It To The Street.

 

 
To: All Municipal Bond Professionals – Wall Street, And Elsewhere
From: John J. Tormey III, Esq.
Date: Saturday, August 10, 2024
Re: Village of Piermont, New York Municipal Bonds - Currently Rated By Standard & Poor’s.
 
Distribution:
futurenow@futurenet.com (Moneyweek)                            
info@troweprice.com (T. Rowe Price)
MarketSupervision-US@ice.com (Intercontinental Exchange)    
michael.scarchilli@arizent.com (The Bond Buyer/Arizent)
MSRBSupport@msrb.org (Municipal Securities Rulemaking Board/MSRB)
mutualfunds@usnews.com (US News and World Report)
press@dotdash.com (Investopedia)
research@sifma.org (Securities Industry and Financial Markets Association/SIFMA)
support@barrons.com (Barron’s)
by web-form and mail: (Fidelity Investments)
by web-form and mail: (JP Morgan Private Bank)
by web-form and mail: (Merrill Lynch Wealth Management)
by web-form and mail: (municipalbonds.com)
 
I am a New York attorney residing in the Town of Orangetown and the County of Rockland. I write as a concerned citizen - and as a known adversary to the Village of Piermont, New York, its current Mayor Bruce Tucker, and their egregious environmental practices.
 
The Village of Piermont is also located within the Town of Orangetown, New York. Piermont used to be the most beautiful and picturesque of all the Hudson River communities in my view. Through use of a studiously-opaque village government, though, Piermont Mayor Bruce Tucker and the Village of Piermont government are now in the process of trying to sell-out the village to shady real estate developers threatening taxpaying residents with serious environmental harm, when Tucker and the rest of Village Hall really should be working to remediate the constant flooding in Piermont instead. Some Piermont residents have even taken to re-building on stilts because of the flooding.
 
My request is that bondholders and their representatives and affiliates please carefully re-examine and re-analyze any current bond rating upon which they may be relying in connection with Piermont, New York – and also consider the within information in connection with future bond purchase decisions. I base this request upon the following specific reasons, with citations:
 
Reason #1: Mayor Bruce Tucker and the Village of Piermont, New York just announced a drastic six-point-nine percent (6.9%) tax increase after first voting to exceed the otherwise-applicable tax cap. See “Incorporated Village or Piermont, Board of Trustees Meeting”, April 16, 2024 Minutes, at:
https://cms9files1.revize.com/piermont/document_center/Agendas%20&%20Minutes/2024/Minutes/BOT%20Meeting%20Minutes%20April%2016%202024.pdf
https://unhandpiermont.blogspot.com/2024/08/watch-as-mayor-bruce-tucker-blows-away.html
https://unhandpiermont.blogspot.com/2024/08/piermont-do-you-speak-succubus.html
 
Reason #2: Since Year 2017, Piermont Mayor Bruce Tucker has put the Village of Piermont into a negative Net Position of US$7,600,000+ into the hole - from an original US$800,000 surplus. Tucker has purposefully redistributed the wealth of unsuspecting village residents into crushing and overstuffed long-term pension and other obligations, thereby mortgaging the collective futures of future generations of Piermont residents:
https://unhandpiermont.blogspot.com/2024/07/he-spent-it.html
https://unhandpiermont.blogspot.com/2024/08/piermont-do-you-speak-succubus.html
 
Reason #3: In a recent July 30, 2024 “interview” with well-known local planted propaganda publication the Rockland County Business Journal (RCBJ), Piermont Mayor Bruce Tucker nevertheless admitted to Piermont’s current financial distress for which he obviously did not adequately plan:
 
“‘[E]verything hit at once’, the mayor said. ‘We’re dealing with sticker shock on insurances, inflation, [sic] huge retirement mandates by New York State’.”
https://unhandpiermont.blogspot.com/2024/08/piermont-do-you-speak-succubus.html
https://rcbizjournal.com/2024/07/30/piermont-mayor-bruce-tucker-talks-about-controversy-engulfing-his-village/
 
Reason #4: When questioned if he would use a portion of a puzzling US$3,210,196 “unassigned Fund Balance” (presumably) to offset the new and imminent tax hit to Piermont taxpaying residents, Mayor Tucker replied that he would only be using US$216,000 of that Fund Balance because, in his words:
 
“Bond counsel recommends not to take from the fund balance because it will affect the Village’s credit rating. [Emphasis supplied]. The credit rating decides the rate of interest the Village will pay on Bond (Capital) items. Currently the Villages[sic] S&P rating is AA+.”
 
See “Incorporated Village or Piermont, Board of Trustees Meeting”, April 16, 2024 Minutes, at:
https://cms9files1.revize.com/piermont/document_center/Agendas%20&%20Minutes/2024/Minutes/BOT%20Meeting%20Minutes%20April%2016%202024.pdf
https://unhandpiermont.blogspot.com/2024/08/watch-as-mayor-bruce-tucker-blows-away.html
 
Aside from the fact that Mayor Tucker thereby waived the privilege of confidential attorney-client communications when he was unwise and ill-advised enough to read the advice of “Bond Counsel” into the public record - Mayor Tucker’s own admission of his intentional manipulation of taxpayer funds to make the bond landscape appear rosier than it actually is, should be called out and acknowledged as deception by a public official. I ask that you please review the full text of the above-linked April 16, 2024 Board of Trustees Meeting Minutes for a full review of Mayor Tucker’s unabashed artifice in this regard.
 
Reason #5: Piermont Village Hall made a recent “decision” to finally release and upload to the Village of Piermont website, the multiple years’ worth of Village financial statements which Village Hall had previously sought to conceal from Piermont residents since Year 2020:
https://unhandpiermont.blogspot.com/2024/07/tell-it-to-tom.html
https://unhandpiermont.blogspot.com/2024/07/pay-no-attention-to-garmento-behind_13.html
https://www.piermont-ny.gov/government/clerks_office/financial_audits.php#outer-452
 
Reason #6: In similar vein, Piermont Village Hall purposefully failed to timely file its financial information with the Office of the New York State Comptroller (OSC), thereby preventing anyone from ever seeing Piermont’s “Fiscal Score”, “Environmental Score”, and “Health Designation” for Fiscal Year 2023 in the “Fiscal Stress Monitoring System” within the Comptroller’s website:
https://wwe1.osc.state.ny.us/localgov/fiscalmonitoring/fsms.cfm
https://unhandpiermont.blogspot.com/2024/07/that-time-when-bruce-tucker-sandbagged.html
https://unhandpiermont.blogspot.com/2024/07/crouching-tiger-hidden-garmento.html
 
This apparently has become an unfortunately familiar tactic by other financially distressed municipalities in Rockland County, New York.
 
In summary, it is my belief that, at minimum, the innocent bondholders and their representatives and affiliates who have relied upon any prior Piermont bond rating, will want to examine and review the Piermont Village Hall shenanigans that Piermont residents have suffered through during the six-and-one-half years of Bruce Tucker’s malignant mayoral reign. The time to do that is now, before Piermont Mayor Bruce Tucker tries to raise their taxes again, or sells-out the Village to another irresponsible real estate developer again. Come to think of it, it would also be a good idea to re-evaluate any Piermont municipal bond purchase decisions before the next unfortunate flood.
 
Very truly yours,
 
John J. Tormey III, Esq.
Resident of the Town of Orangetown, New York

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Thursday, July 11, 2024

FURTHER-REVISED: The Village Of Piermont, New York Photo-Directory.

"He also wants to make the Village’s website friendlier. 'There should be a picture of each official on it', he says, 'so if you see them on the street you can say [H]ello'".
 
- Piermont Mayor Bruce Tucker, in his own words (Source: The Piermont Newsletter, Published by the Piermont Civic Association, Fall 2017).


FURTHER-REVISED: THE VILLAGE OF PIERMONT NY PHOTO-DIRECTORY

The "Mayor", Trustees, and The Village Board

"Mayor" Bruce Tucker, of The Village of Piermont, New York.
Phone: 1-845-359-1258, extension 304.
Fax: 1-845-359-0466.
btucker@piermont-ny.gov
------------------------------------------------------------------------

Deputy Mayor Mark Blomquist, of the Village of Piermont, New York.
Phone: 1-845-359-1258, extension 304.
Fax: 1-845-359-0466.
mblomquist@piermont-ny.gov
------------------------------------------------------------------------

EX-Trustee Robert Burns, of the Village of Piermont, New York.
------------------------------------------------------------------------

Newly-minted Trustee Christine McAndrews of the Village of Piermont, New York - and former member of the Planning Board of the Village of Piermont, New York.
Phone: 1-845-359-1258.
CCatania@piermont-ny.gov
--------------------------------------------------------------------------

Trustee Nathan Mitchell, of the Village of Piermont, New York.
Chair, Piermont Waterfront Resiliency Commission.
Phone: 1-845-359-1258.
Fax: 1-845-359-0466.
NMitchell@piermont-ny.gov
------------------------------------------------------------------------

Trustee Michael E. Wright, of the Village of Piermont, New York.
Phone: 1-845-359-1258.
Fax: 1-845-359-0466.
mwright@piermont-ny.gov
------------------------------------------------------------------------

Village Of Piermont Government Staff

Jennifer DeYorgi Maher - Clerk, and Treasurer, of the Village of Piermont, New York.
Phone: 1-845-359-1258, extension 303.
Fax: 1-845-359-0466.
clerk@piermont-ny.gov
------------------------------------------------------------------------

Michele Marzo, Deputy Clerk – Treasurer, of the Village of Piermont, New York.
Phone: 1-845-359-1258, extension 302.
Fax: 1-845-359-0466.
deputyclerk@piermont-ny.gov
------------------------------------------------------------------------

Sylvia Carbonell, Clerk, of the Village of Piermont, New York.
Phone: 1-845-359-1258, Option 1.
Fax: 1-845-359-0466.
receptionist@piermont-ny.gov
------------------------------------------------------------------------

Maggie Cavanaugh, Clerk – Building Department, of the Village of Piermont, New York.
Phone: 1-845-359-1258, Option 4.
Fax: 1-845-359-0466.
buildingclerk@piermont-ny.gov
------------------------------------------------------------------------

Charles (Charlie) Schaub, Building Inspector, of the Village of Piermont, New York.
Phone: 1-845-359-1258, Option 4.
Fax: 1-845-359-0466.
building@piermont-ny.gov
------------------------------------------------------------------------

Joe Knizeski, Assistant Building Inspector, of the Village of Piermont, New York.
Phone: 1-845-359-1258, Option 4.
Fax: 1-845-359-0466.
building@piermont-ny.gov
------------------------------------------------------------------------

Village Of Piermont Planning Board
 
Christian Catania, Clerk to the Boards, of the Village of Piermont, New York.
Phone: 1-845-359-1258
CCatania@piermont-ny.gov
------------------------------------------------------------------------


David Levy – Newly-minted Planning Board Chair of the Village of Piermont, New York.
Phone: 1-845-359-1258.
CCatania@piermont-ny.gov
------------------------------------------------------------------------
Daniel Spitzer, EX-Planning Board Chair of the Village of Piermont, New York.
------------------------------------------------------------------------

Ed Nelson – Member, Planning Board of the Village of Piermont, New York.
Phone: 1-845-359-1258.
CCatania@piermont-ny.gov
------------------------------------------------------------------------

Jerry Warshaw – Member, Planning Board, of the Village of Piermont, New York.
Phone: 1-845-359-1258.
CCatania@piermont-ny.gov
------------------------------------------------------------------------

Kim Stiefel - Member, Planning Board of the Village of Piermont, New York.
Phone: 1-845-359-1258.
CCatania@piermont-ny.gov
------------------------------------------------------------------------

Don Guyton – Member, Planning Board of the Village of Piermont, New York.
Phone: 1-845-359-1258.
CCatania@piermont-ny.gov
------------------------------------------------------------------------


Village Of Piermont Zoning Board Of Appeal (ZBA)

Usha Wright – Chair, Zoning Board of Appeal (ZBA) of the Village of Piermont, New York.
Phone: 1-845-359-1258.
usha.wright@gmail.com
------------------------------------------------------------------------

Walter Cain – Member, Zoning Board of Appeal (ZBA) of the Village of Piermont, New York.
Phone: 1-845-359-1258.
usha.wright@gmail.com
------------------------------------------------------------------------

Peter T. Metzler – Member, Zoning Board of Appeal (ZBA) of the Village of Piermont, New York.
Phone: 1-845-359-1258.
usha.wright@gmail.com
------------------------------------------------------------------------

Dr. Philip Tierno – Member, Zoning Board of Appeal (ZBA) 
Phone: 1-845-359-1258.
usha.wright@gmail.com
------------------------------------------------------------------------

Greg Manzione – Member, Zoning Board of Appeal (ZBA) of the Village of Piermont, New York.
Phone: 1-845-359-1258.
usha.wright@gmail.com
------------------------------------------------------------------------

Rochelle Spooner - Alternate Member, Zoning Board of Appeal (ZBA) of the Village of Piermont, New York.
Phone: 1-845-359-1258.
usha.wright@gmail.com
------------------------------------------------------------------------

Kevin Timoney - Alternate Member, Zoning Board of Appeal (ZBA) of the Village of Piermont, New York.
Phone: 1-845-359-1258.
usha.wright@gmail.com
------------------------------------------------------------------------

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