Real Estate Company Coup–The Ousted President Hired Adam Leitman Bailey to Restore Order and Regain His Managing Member Powers and Fight Off Investors Successfully
In early August 2023, Adam Leitman Bailey picked up a phone call from a prospective new client, the managing member of a real estate investment and development company. The potential client’s tale was most dire:
“I have been kicked out of the company I started. They shut off my email. A letter has been sent out that I am no longer with the company. They have cut off access to my bank accounts. I need your help.”
The leading coupist’s motivation came from the economic times of the day. Due to the real estate slump, everyone at the company had to undergo a salary reduction. But the coup’s leader refused and instead teamed up with a minority investor that had only a 20 percent interest in the company. The coup’s leader made an agreement with such investor under which the investor would provide the coupist with money and protection, including payment of the coupist’s legal fees.
Many companies, like those of the potential client, had taken out loans when times were good, but now were ailing and in distress and could not withstand internal civil disobedience.
Adam Leitman Bailey, P.C. took the case and strategized that it would only sue the leading dissenter, not the full group carrying out the coup or the minority investor. This would allow the judge to have a clear path to focus on restoring our client to power without dealing with the minority investor’s problems with our client or the other employees’ role in the coup, as we needed some of these employees to return, and suing them would not have facilitated achieving our goal in getting our client back to work.
As lawyers, Adam Leitman Bailey, P.C. set some records. Adam Leitman Bailey, P.C. worked day and night to get the legal papers – a complaint and a motion for a preliminary injunction – done, putting maximum effort into the affidavits and memorandum of law in support of the motion, but the key to the case was the record speed with which we were able to have our first hearing before a judge after purchasing our index number and filing the complaint and motion.
Adam Leitman Bailey, P.C. electronically filed our Order to Show Cause for emergency action, and then Mr. Bailey called the law clerk, explaining our situation and that our client was in grave peril and may go out of business if we could not get in front of a judge immediately.
Mr. Bailey had also broken the rules regarding Orders to Show Cause—every other Order to Show Cause he had written to be accepted in his almost 30 years since graduating law school always set out a pattern that a judge would sign setting out a future date for argument. Our submission reached the ultimate decision on the merits at the first hearing, which Mr. Bailey knew would be rejected by the clerk’s office. Hence, he walked the clerk into his world of the case and explained why Mr. Bailey needed it this way and how he would take full blame for the work. It worked. Our case was promptly assigned to a judge. That judge was on vacation, so we were given the covering judge, who seemed to be expecting us.
Justice Joel M. Cohen was not only one of the finest judges in the entire court system, but he had been a corporate lawyer at a prestigious law firm for an entire career before retiring from private practice. He reads all documents and corporate documents before the oral argument, has an even temperament, and could not be better for this case which is entirely based on agreements.
Mr. Bailey walked into the courtroom and handed up the Order to Show Cause. Almost a half hour later, Justice Cohen asked Mr. Bailey to contact his adversaries and ask them to appear. They did not believe that they had to appear the same day the Order to Show Cause was filed. Mr. Bailey mentioned that to the judge, who told Mr. Bailey to tell them they were ordered to come to the court.
Opposing counsel finally told Mr. Bailey that they were at home, and Justice Cohen said he would permit them to argue via Microsoft Teams, a videoconferencing application that is similar to Zoom.
By the next morning, all attorneys had appeared in person and the oral argument continued. A decision had been rendered from the bench that day. Adam Leitman Bailey’s client had won on all accounts unanimously, getting everything he had asked for. He had been named managing partner in charge of the company affairs. The order restored his email, office space, control of his website and bank accounts, and the ability to hire employees and run his office. On later dates, Adam Leitman Bailey won two other motions restoring all services and allowing our client full control over the bank accounts.
Adam Leitman Bailey and Brandon Zlotnick appeared for Adam Leitman Bailey, P.C. in this case. Adam Leitman Bailey appeared in court and argued the case for the firm.