Bolender v. Ronin Prop. Partners, LLC

• Decision Date: 30 January 2019
• Docket Number: Index No. 2776/13,2016–02169
• Citation: Bolender v. Ronin Prop. Partners, LLC, 168 A.D.3d 1032, 93 N.Y.S.3d 123 (N.Y. App. Div. 2019)
• Parties: Courtney BOLENDER, et al., Respondents, v. RONIN PROPERTY PARTNERS, LLC, et al., Appellants.
• Court: New York Supreme Court — Appellate Division

168 A.D.3d 1032

93 N.Y.S.3d 123

Courtney BOLENDER, et al., Respondents,

v.RONIN PROPERTY PARTNERS, LLC, et al., Appellants.

2016–02169

Index No. 2776/13

Supreme Court, Appellate Division, Second Department, New York.

Argued—March 29, 2018

January 30, 2019

The Law Firm of William G. Sayegh, P.C., Carmel, N.Y. (Robert A. Weis of counsel), for appellants.

Joseph J. Haspel, Goshen, NY, for respondents.

ALAN D. SCHEINKMAN, P.J., JEFFREY A. COHEN, COLLEEN D. DUFFY, FRANCESCA E. CONNOLLY, JJ.

DECISION & ORDER

ORDERED that the judgment is reversed insofar as appealed from, on the law and the facts, with costs, the cause of action to impose an equitable lien on the subject real property is dismissed, and the matter is remitted to the Supreme Court, Putnam County, for the entry of an appropriate amended judgment, inter alia, declaring that the plaintiff Courtney Bolender has no equitable interest in the subject real property.

In 2005, the plaintiff Courtney Bolender (hereinafter the wife) and the defendant Gani Bajraktari (hereinafter the husband) were married. In August 2006, the defendant Ronin Property Partners, LLC (hereinafter Ronin), was formed for the purpose of purchasing and managing property located at 199 Starr Ridge Road in Brewster (hereinafter the subject property). Although the members of Ronin were the husband, the husband's father, and the husband's three siblings, the husband's father contributed the majority of the capital, and no marital funds were used to start the company. In October 2006, Ronin purchased the subject property for $ 1,150,000, and entered into a $ 3,025,000 loan agreement to finance part of the purchase price as well as the construction of a 50–stall equestrian center on the subject property.

During the construction period, the wife formed the plaintiff CB Walker Stables, LLC (hereinafter CB Walker Stables). In the summer of 2008, the wife and the husband moved from an apartment into the newly constructed manager's residence on the subject property. Shortly thereafter, CB Walker Stables opened for business at the subject property. The business included, among other things, leasing individual stalls for approximately $ 1,400 per month. In September 2008, CB Walker Stables began depositing sums into Ronin's checking account to cover the operating expenses of the subject property. There was no written agreement between Ronin and CB Walker Stables, and the amount of the sums deposited varied. The husband's father also deposited sums into Ronin's checking account, as there were shortfalls between the amount deposited by CB Walker Stables and the operating expenses.

On March 8, 2012, the husband and the wife, each represented by independent counsel, executed a stipulation of settlement, which was incorporated but not merged into a judgment of divorce dated April 16, 2012. The stipulation of settlement provided that the wife could continue to reside at the subject property and operate CB Walker Stables while the terms of a lease were negotiated; however, if an agreement was not reached, the wife and CB Walker Stables would have to vacate the subject property by July 31, 2013. The stipulation of settlement contained a provision in which the husband and the wife released each other from all claims, except, insofar as relevant here, the release "should not be construed to limit, enlarge or otherwise effect in any manner whatsoever, any Agreements entered into between corporate or other business entities in which the parties hereto are officers, stockholders, members or otherwise." The parties acknowledged that "corporate entities of which each is a shareholder and/or officer and/or member are in the process of negotiating an Agreement whereby the Wife will continue to reside in the marital residence as a corporate tenant which will also be authorized and responsible to manage the business at that location." The parties further acknowledged that "said corporate agreement is independent" of the stipulation of settlement and neither agreement was "contingent or dependent upon the other."

After lease negotiations fell apart, Ronin informed CB Walker Stables that unless CB Walker Stables paid rent and arrears totaling the sum of $ 189,380 by December 15, 2013, it must vacate the subject property by December 31, 2013.

On December 16, 2013, the wife and CB Walker Stables commenced this action against Ronin and the husband, alleging that the husband had promised the wife that she would own the subject property five years after it was purchased. In their amended complaint, the plaintiffs sought the imposition of a constructive trust or, in the alternative, the imposition of an equitable lien on the subject property, as well as injunctive relief enjoining the defendants from commencing eviction proceedings and declaratory relief. A nonjury trial was held on 17 days over a five-month period, and the plaintiffs continued to occupy the subject property while the action was pending upon the condition that they deposit certain sums into an escrow account. In a decision following the nonjury trial, the Supreme Court determined that the plaintiffs were entitled to an equitable lien on the subject property in the principal sum of $ 1,142,030.92, which reflected the amount the plaintiffs deposited into Ronin's checking account minus the fair market rental value of the subject property. Thereafter, a judgment was entered, inter alia, imposing the equitable lien, declaring that the wife has an equitable interest in the subject property, and directing that the plaintiffs could remain in possession of the subject property until March 31, 2016. The defendants appeal from so much of the judgment as imposed an equitable lien on the subject...