lNED ON 1141201

FILED: NEW YORK COUNTY CLERK 03/09/2010

NYSCEF DOC. NO. 1
L

INDEX NO. 600003/2010 RECEIVED NYSCEF: 03/09/2010

SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK

1-__1_----------____--------------------~---------------------

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, Plaintiffs, -againstSYNGBUM KIM, DEAN S. LARKEY, CHOON YOUNG KIM, and BULLDOG ONE REAL ESTATE COMPANY, LLC,

Index No. Date Purchased:

SUMMONS

Plaintiff designates New York County as the venue on the basis that a

in^^^^^
JAN 8 4 2910

at issue

TO THE ABOVE-NAMED DEFENDANTS:

YOU ARE HEREBY SUMMONED to answer thq+complaintin 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.

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Dated: New York, New York December 31,2009 Yours, etc.,

CULLEN AND DYKMAN LLP

By:
44 Wall Street, 17hFloor New York, New York 10005 (2 12) 732-2000

To:

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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

SUPREME COURT OF THE STATE OF NEW YORK COUNTY OF NEW YORK

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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, Plaintiff, -against-

Index No. COMPLAINT

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.

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.

Imperial, Apartment 100, West New York, New Jersey 07093 with an office address of 10 East
40h Street, Suite 2105, New York, New York 10016. S. Kim is a managing member of Bulldog

One Real Estate Company, LLC.

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SYNGBUM KIM, DEAN S. LARKEY, CHOON YOUNG KIM, and BULLDOG ONE REAL ESTATE COMPANY, LLC,

Plaintiff, Jae Hee Hyun (Hyun), an individual residing in Seoul, South Korea

Defendant, Syngbum Kim (S. Kim), is an individual residing at 24 Port

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.

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).

6.

(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.

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.

7.

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JURISDICTION AND VENUE

Jurisdiction is founded upon Article 3 of the Civil Practice Law and Rules

PRELIMINARY STATEMENT

Hyun was fraudulently induced by defendants to enter into certain agreements and

Defendant, Bulldog One Real Estate Company, LLC (Bulldog), is a Delaware

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

dentist, who was involved in a condominium conversion project in New York.

10.

dated July 27, 2005 (the Investment Summary). 11.

five-story residential condominium building on the Property and that the condominiums would be offered for sale by May 2006.

12.

Bulldog totaling $350,000.00 as follows:

13,

was available from other members.

14.

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.

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(a)

To induce Hyun to invest, the defendants gave Hyun an Investment Summary,

The defendants represented they had the skill, ability, and intention to construct a

The defendants also represented that they had made capital contributions to

$250,000.00 from S. Kim;

(b) (b)

$50,000.00 from Larkey; a 1

$50,000.00 from C. Kim.

The defendants further represented that an additional $1,000,000.00 in funding

At the time the representations were made, the defendants knew that they were

9.

In or about July 2005, Hyun was introduced to S. Kim, a real estate developer and

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 Hyuns

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.

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.

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.

capital payments, that capital contributions from additional members were available, or that any action was taken for development of the Property.
20.

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.

that company assets have been used for the intended purposes, that the defendants made any

21,

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The Operating Agreement provides that the managing members of Bulldog are S.

Despite their representations, defendants did not make the capital payments in

Despite repeated requests, Hyun has not been provided with documentary proof

Instead, the defendants diverted and wasted company assets. Pursuant to the Operating Agreement, Bulldog shall maintain accurate records of

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 Bulldogs 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,

ret urns.

25.

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.

26.

tlirough 25 with the same force and effect as though fully set forth herein.

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.

should have known that the misrepresentations were false and that Hyun would rely on them.
29.

$350,000.00 to defendants for a 15% interest in Bulldog.

S
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27.

Hyun has repeatedly demanded return of her $350,000.00 capital payment and

AS AND FOR A FIRST CAUSE OF ACTION (Rescission)

Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1

To induce Hyun to purchase a $350,000.00 interest in Bulldog, the defendants

At the time the defendants made the misrepresentations to Hyun, they knew or

Relying upon the misrepresentations and believing them to be true, Hyun paid

minutes of any meetings, annual financial reports, bank statements and timely or complete tax

30.

Defendants have hiled and refused to return plaintiffs $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. (Constructive Trust)

through 3 1 with the same force and effect as though fully set forth herein.
33.

confidential relationship.
34.

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.

defendants diverted and wasted company assets and deceived plaintiff regarding the operation of Bulldog.
36.

company assets and expenditures.

37.

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32.

Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1

Hyun and the defendants are members of Bulldog, enjoying a trusting and

Hyun invested in Bulldog in reliance on the confidential and trusting relationship

Instead, in violation of the trust and confidence placed in them by Hyun, the

Despite due demand, the defendants have failed to account to plaintiff for

Accordingly, Hyun seeks the imposition of a constructive trust on the Property.

AS AND FOR A SECOND CAUSE OF ACTION

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.

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.

42.

through 41 with the same force and effect as though fully set forth herein.

determined at trial, but no less than $350,000.00, plus interest.

43.

As a result of defendants breach of contract, Hyun has been damaged in an

AS AND FOR A FOURTH CAUSE OF ACTION (Fraud and Misrepresentation)

Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1

As a result of defendants fraud, Hyun has been damaged in an amount to be

Hyun has also incurred

significant attorneys fees and costs in connection with the instant lawsuit, the final amount which will be determined at trial.

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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.

46.

through 45 with the same force and effect as though fully set forth herein.

47.

Bulldog and the members have a right to examine same.

48.

statements.

unauthorized loan to an unknown third party.

50.

refuse to render to Hyun an accounting of the disposition of the company assets, income and expenses from 2005 to the present.
5 1.

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49.

Hyun has no adequate remedy at law.

AS AND FOR A SIXTH CAUSE OF ACTION (Accounting)

Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1

The defendants are required to maintain accurate records of all transactions of

The defendants are also required to provide members with annual financial

The defendants have diverted and wasted company assets, including making an

Despite due demand, defendants have failed, neglected and refused and still

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.

55.

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.

56.

through 55 with the same force and effect as though fully set forth herein.

having organized, managed and controlled Bulldog.

58.

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.

are, therefore, personally responsible to Hyun for the obligations of Bulldog and should be held
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57.

59.

(Piercing the Corporate Veil)

As a result of defendants breach of fiduciary duty, Hyun and Bulldog have been

AS AND FOR AN EIGHTH CAUSE OF ACTION

Plaintiff repeats and reiterates each and every allegation contained in paragraphs 1

The defendants have and have had complete dominion and control over Bulldog,

The defendants conducted the business of Bulldog in disregard of its company

By virtue of the foregoing, Bulldog acted as the alter ego of the defendants who

personally liable fa the damages to Hyun in an am unt 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. 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)

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)

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

attorneys fees. Dated: New York, New York December 3 1,2009 CULLEN AND DYKMAN LLP By:

(e)

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10

(c)

compelling defendants Syngbum Kim, Dean S. Larkey and Choon Young Kim to

granting defendant Bulldog One Real Estate Company, LLC judgment against

against defendants for costs and disbursements of this action and reasonable

declaring the Purchase Agreement and Operating Agreement void and rescinded;

New York, New York 10005 (2 12) 732-2000

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

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