Shit Storm

The “fun” continues.

Attorney Bill Magrane sent the following email to Jeff Krause:

Jeff I am very troubled by the content of the attached “Certificate etc.” (Exhibit 1)  vis a vis the possible bad faith filing of the referenced bankruptcy by your law firm and Mackinac .
As you must know, and as Kelly Ng recites in Exhibit 1, Mr. Ng was only ever “a Manager” not “the Manager” of B-4 Partners, LLC at any time, and certainly as of  September 12, 2011, when he signed Exhibit 1 in that admittedly non-exclusive capacity.  (See, e.g.,  Exhibit 2 [consisting of the Limited Liability Company Operating Agreement of B-4 Partners, LLC” dated January 1, 2002 as amended through December 3, 2008].)
Under Exhibit 2, “Major Decisions” regarding B-4 Partners, LLC’s business operations have always required the vote of both of the two Managers of B-4 Partners, LLC, to wit, as of September 12, 2011, of both Kelly Ng and Walter Ng.  (See Exhibit 2 at page 10, section 4.2(a)(iv) [governing major decisions to “manage any Company Properties  [including]. . . dispos[ing] of all or substantially all of the assets of [B-4 Partners, LLC].]”)
Again as you must know, Walter Ng never at any time consented/ratified having B-4 Partners, LLC as the sole member and sole manager of R.E. Loans, LLC authorize Mackinac or you to cause R.E. Loans, LLC to ever file for bankruptcy.
Rather, Mr. Walter Ng was the debtor in possession in a Chapter11 bankruptcy trustee that was in place on September 12, 2011, and there is nothing in the Walter Ng bankruptcy bankruptcy file to suggest Walter Ng was even asked, let alone ever consented to such an extraordinary thing as having B-4 Partners, LL–of which he, Mr. Walter Ng was then one of the only two Managers–authorize Mr. Weissenborn of Mackinac to, in turn,  cause R.E. Loans, LLC to file for bankruptcy, whether in the Northern District of Texas or anywhere else.
NOTE:  there is nothing in Exhibit 2 which appears to me to have even attempted to have deprived Mr. Walter Ng (and now, as of last month, his Chapter 7 bankruptcy trustee) of his continuing status as “a Manager” of B-4 Partners, LLC, thus rendering Kelly Ng’s unilateral consent as another such “a Manager” clearly ultra vires, both ab initio and/or au courant.  This (as far as my reading of Exhibit 2 is concerned at least) is in contrast to what Exhibit 2 provides vis a vis Mr. Ng’s purported change in status as a Member (rather than as a Manager) of B-4 Partners, LLC as triggered by his bankruptcy. (See Exhibit 2 at page 23, at sections 8.6 and 8.12.)
There are numerous cases dismissing voluntary LLC bankruptcy cases where Managers such as Kelly Ng act without the requisite consent of those other persons required by a relevant Operating Agreement to consent to such a bankruptcy filing under said relevant Operating Agreements. I attach a most recent example of this decisional case law holding this to be the case as Exhibit 3.
As you well know, and based on a long and very satisfactory relationship with other of your Stutman law partners, I am a great fan of your law firm.  I therefore assume there is a convincing and sensible explanation for this anomaly so I will look forward to your prompt response to this email.

 

 

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7 thoughts on “Shit Storm

  1. Wow!

    I bet Weissenborn really wishes he could toss Mr. Brower out of the room now! So this *might* lead to dismissing the TX RE Loans bankruptcy case? B4 in chapter 7, not even a lap around the chapter 11 pond.

    Maybe Weissenborn could be convinced to resign? Or tossed out? Because as gloomy as this whole mess is, the thought that we might not have to keep paying that thug Weissenborn $550 dollars an hour to “manage” our investment, (which he claims isn’t worth much–yet, James Weissenborn, Farley Dakan and the rest of their crew manage to squeeze a few million dollars out for their fees,) would brighten my holiday season a bit.

    Seeing the Ng’s arrested, along with their friends who helped navigate this gang rape of our money, could make me break out some tinsel. How much money did Kelly Ng’s friend Rick Dishnica make at $400 an hour, consulting for Weissenborn and Makinac? What exactly did he do that was worth $400 an hour?

    • Can’t toss Makinac out yet, he owes us back all of the money he and his firm took. Can’t we get it back and there is sooooooooo much more on these guys. Only a court of law would appreciate all of it. Don’t let them off the hook.

  2. It’s pretty interesting around here. It can be quiet for days, and then, all of the sudden, EVERYTHING goes crazy. We’ve got Magrane pummeling Krause, Brower files to put B-4 in Chapter 7, there’s a status conference today for Wally Ng…what’s next?

    By the way, I received my proof of claim form today for the Texas BK filing. They even went so far as to figure out the amount I’m owed and filled in that I am a secured party. How nice of them. Now, if they could just send our money back, we could all wake up from this nightmare and go on with our lives.

    I’m off to spike my eggnog. “Happy” holidays.

    • Even though it may not lead to any recovered funds for me, it does kind of brighten my holiday season a little bit. Although I would assume they have set up backup sources and won’t be as inconvenienced as the rest of us are.

      Thanks for the news!

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