EX NO.
` 15659111/2017
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`
`
`
`
`
`
`
`
`3F:
`NYSC
`[1113/88/2017
`3F DOC. NO. 32
`-
`‘
`7
`q
`7
`.
`'
`R«.C«.IV«.D \IYSCI
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`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`i.
`1
`
`I?
`
`At ari'IAS Part‘ 3 2‘ ofthe Supreme Court of
`the State of New York, County of New York at
`the Courthouse located at 3) Centre Street, New
`- York New York 1003-.on the [4%day ofJune,
`2017..
`
`_In_dexNo. 1555317 #22007.
`
`1
`: Date Purchased:
`‘
`-
`
`ORDER TO SHOW-CAUSE
`' ""
`
`:
`
`SUPREME COURT OF THE STATE OF NEW YORK
`.COUNTY OF NEW YORK
`~
`
`: HONGYING ZHAO, JUAN LIU, SHBNSIHB
`HONGLEITIAN, HAIYAN WANG, JINMEI WANG
`YIHE SUN, SHAOMIN LU, GE GAO,-
`KUNYUN ZHANG, FENGWEI WANG,
`DANDONG WU, XIAOLI WANG, PENG WANG, ~‘-.
`YIMIN YANG, JINGRUI FENG, LING SHEN,’ -
`CUIRONG LI, HUI ZHENG, CHANGLI XIAO,
`QIUYUE ZU, XIUHUA WANG, XIAOYUN ZHANG,
`'IINLI QIN, SHUYAN FENG, KANWEN ZHANG
`and QIAN LU,
`'
`
`.
`
`Plaintiffs,
`
`-against— ‘
`
`.
`
`BAR WORKS USA LLC,
`BAR WORKS INC,
`’ BAR WORKS MANAGEMENT INC,
`BAR WORKS CHAMBERS S_,T INC.
`BAR WORKS TRIBECA INC,
`BAR WORKS SAN FRANCISCO 1-, LLC,
`BAR WORKS CAPITAL, LLO; _
`.
`BAR WORKS METROPOLITAL' AVE, INC,
`BAR WORKS EIGHTH AVENUE INC,-
`"JONATHAN BLACK,
`-
`_ FRANKLIN KINARD, and _
`RENWICK'H‘ADDOW,
`'
`'
`
`,1
`
`Defehdants.
`'
`
`:
`X .
`
`UPON reading and filing theEmergenCVffirmation ofMichw. Kapin, Esq, dated
`_/
`June 14, 2017, the Affidavit of PIaintiff Jinrnei Wang dated June 14, 2017, and the exh1bits
`
`

`

`EX NO. 15559m/2017
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`
` FILED: NEW YORK COUNTY CLERK m5-
`
`
`
`
`
`
`NYSCEF DOC. NO. 32
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`R«.C«._IV«.D \IYSCEF: mama/2017
`
`-/
`annexed hereto,together with the annexed Verified 06114411111, dated June 14, 2017 and the
`
`exhibits annexedthereto;
`
`LET Defendants, or their attorneys,show cause before this Court, before the IAS Justice
`assigned, at the CourthOuse located at?) Centre Street, New York, New York, on 095%day of
`J u lg V 2017, at$335. oras soonthereafteras-counselcanbeheard, why an Order should
`not be made and entered:
`»
`- (a) pursuantzto CPLR §6201, directing the Marshalto attach Defendants’ assets in orderto'protect I
`Plaintiffs-enforcement ofajudgment likely to be obtained1n the within action;
`(b) prohibiting and restraining the Defendants from removingany funds, whetherheldjointly
`in whole or inpart, from any bank, brokerage firm, or other institution, wherever situated
`and without lirri-itation, andfrom ‘encumbering, pledging, selling or otherwise transferring
`'or' hypothecating any:and all jaSsets, whether held jointly in Whole or in part, wherever
`
`situatedand withoutlirnitation;
`(c) granting a prelirrnnaiy injunction, pursuant to C.P.L.R, § 631_1 enjoining, forbidding and
`restraining the Defendants and/or their agents, servants,-employees and all persons acting
`on their behalffrom disposing, transferring, encumberi-ng, altering 0r,_alienating any and
`all‘ assets oftheDefendants; .
`A
`_(d) directing'that the Defendants disclose the location of all assets they havesecreted to date
`and if they have transferred, encumbered, pledged, sold or otherwise hypothecated any
`assets, whether jointlyin whole or in part, that they be directed to account for the use and
`
`‘ disposition of said funds and/or assets; and
`
`

`

`
`.
`
`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`FILE: NEW YORK COUNTY CLERK (DB-2017 o3:m3 P I
`v
`om.::
`-'
`'
`'
`7
`"
`p
`n
`o
`.
`.
`.
`“
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`INDEX NO. 15559m/2017
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`
`
`
`N
`R«C«IV«D VYSCEF: m6/88/2617
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`
`.. ~
`r‘,
`
`‘5
`
`
`
`;r
`
`.
`
`a m
`(SUFFICIENT CAUSE APPEARING THEREFOR, it is hereby
`. p
`'
`'
`»
`j ,0 m
`ORDERED,- that Defendants are prohibited and restrained from removing any funds,
`-
`y
`5
`whether held jointly in Whole or in part, from any bank, brokerage firm, or other institution,
`1
`wherever situated. and withbut limitation, and from encuinbering,‘ pledging, selling or otherwise
`transferring or hypothecatingany and all assets, whether heldjointly in whole or in part, wherever
`
`_ situated-and without'limitation; and it is further
`ORDERED, (that Defendants and/or their agents, servants, employees and all'persons'
`
`I
`transferring,
`
`tencurnbering, altering or alienatingany and all‘assets ofthe Defendants; and it isfurther
`o-RDERED, that Defendants are directed to disclose the location of all assets they have
`
`. secreted to date and ifthey have transferred, encumbered, pledged, sold or otherwise hypothecated
`any assets, whether jointly in.whole..or infparft, that they are directed to account for the use and
`
`
`dispositionrof said funds and/or assets; and it is further
`ORDERED, that any financial institution receiving a copy ofthis Order take reasonable
`precautions to assure the Defendants’ compliance with this Order; and it is further
`
`

`

`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`INDEX NO-
`l555901/2017
`FILED: NEW YORK COUNTY CLERK IDS-2017 03:!)3 P l
`
`
`
`
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11 RECEIVED NYSCEF: 11/08/2017 RECEIVED NYSCEF: 06/22/2017
`V 3%: ma/aa/2017
`
`
`
`ORDERED, that serviceof a copy ofthis Order, with supportij docur‘nents and Plaintiffs’
`VI Win
`”
`J War a? é
`,
`Summons and Complaint on Defendants via personal service on or before
`
`2017 be deemed good and Sufficient service;
`
`bv‘p‘ilfl’lj
`ORDERED, that answering papers, if any, shall be served byWon Plaintiffs’
`do
`I?
`.
`V attorneys on or before ____)g;_______, 2017. 4’”) 6/36“ lily
`.
`2
`_-.ORDERED, that reply papers, ifany, shallbe served},on or before 13%;,
`2017 MCopies 0*Mopggosl‘haq Anal rep] KW mwSFKOQaLf/fij
`M No \955‘30/7»?
`WWOM «Ad/beffic Jul/90,5101?
`
`‘
`
`~00
`
`
`
`

`

`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`
`SUPREME COURT OF THE STATE OF NEW YORK
`COUNTY OF NEW YORK
`
`
`
`
`
`
`
`
`
`HONGYING ZHAO, JUAN LIU, SHENSI HE,
`HONGLEI TIAN, HAIYAN WANG, JINMEI WANG,
`YIHE SUN, SHAOMIN LU, GE GAO,
`
`
`KUNYUN ZHANG, FENGWEI WANG,
`
`
`DANDONG WU, XIAOLI WANG, PENG WANG,
`YIMIN YANG, JINGRUI FENG, LING SHEN,
`
`CUIRONG LI, HUI ZHENG, CHANGLI XIAO,
`
`QIUYUE ZU, XIUHUA WANG, XIAOYUN ZHANG,
`JINLI QIN, SHUYAN FENG, KANWEN ZHANG
`and QIAN LU,
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`Plaintiffs,
`
`
`
`
`
`
`
`
`
`
`
`-against-
`
`
`
`
`
`
`
`
`
`
`
`
`
`BAR WORKS USA LLC,
`
`
`
`
`BAR WORKS INC.,
`
`
`
`
`BAR WORKS MANAGEMENT INC,
`
`
`BAR WORKS CHAMBERS ST, INC.,
`
`
`BAR WORKS TRIBECA INC,
`
`
`
`BAR WORKS SAN FRANCISCO 1, LLC,
`
`BAR WORKS CAPITAL, LLC,
`
`
`
`BAR WORKS METROPOLITAL AVE, INC.,
`
`BAR WORKS EIGHTH AVENUE INC.,
`
`
`JONATHAN BLACK,
`
`
`
`
`FRANKLIN KINARD, and
`
`
`
`
`RENWICK HADDOW,
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`
`Defendants.
`
`
`
`
`
`
`
`
`
`
`
`X
`:
`:
`:
`: Index No.
`:
`: Date Purchased:
`:
`
`:
`: EMERGENCY
`: AFFIRMATION
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`:
`X
`
`MICHAEL J. KAPIN, an attorney duly admitted to practice in the Courts of the State of New
`
`York, hereby affirms the following under penalties of perjury:
`
`1.
`
`I am a member of the law firm MICHAEL J. KAPIN PC, attorneys for the Plaintiffs in this
`
`proceeding. As such, I am fully familiar with the facts and circumstances herein.
`
`2.
`
`I submit this Emergency Affirmation in support of Plaintiffs’ Order to Show Cause which
`
`seeks an order:
`
`

`

`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`
`(a) pursuant to CPLR §6201, directing the Marshal to attach Defendants’ assets in order to
`
`protect Plaintiffs enforcement of a judgment likely to be obtained in the within action;
`
`(b) prohibiting and restraining the above-captioned Defendants, from removing any funds,
`
`whether held jointly in whole or in part, from any bank, brokerage firm, or other
`
`institution, wherever situated and without limitation, and from encumbering, pledging,
`
`selling or otherwise transferring or hypothecating any and all assets, whether held
`
`jointly in whole or in part, wherever situated and without limitation;
`
`(c) granting a preliminary injunction, pursuant to C.P.L.R. § 6311 enjoining, forbidding
`
`and restraining the Defendants and/or their agents, servants, employees and all persons
`
`acting on their behalf from disposing, transferring, encumbering, altering or alienating
`
`any and all assets of the Defendants;
`
`(d) directing that the Defendants disclose the location of all assets they have secreted to
`
`date and if they have transferred, encumbered, pledged, sold or otherwise hypothecated
`
`any assets, whether jointly in whole or in part, that they be directed to account for the
`
`use and disposition of said funds and/or assets; and,
`
`(e) granting to Plaintiffs such other and further relief as the Court deems just and proper,
`
`during the pendency of Plaintiffs’ underlying action against Defendants.
`
`3. A copy of the Verified Complaint, dated June 14, 2017 (the "Verified Complaint"), is
`
`annexed hereto as Exhibit A.
`
`4.
`
`In the Verified Complaint, Plaintiffs seek damages from Defendants’ conduct of an
`
`investment scheme doing business as “Bar Works,” which fraudulently solicited the
`
`Plaintiffs to invest in the purchase of co-working desk spaces (pursuant to lease and
`
`management agreements) in return for guaranteed profits, to be paid out periodically
`
`

`

`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`
`according to the terms of the various agreements the Plaintiffs signed (See Exhibit A,
`
`Verified Complained, passim).
`
`5. The lease agreements purport to be for the purchase of the right to co-working “desks”
`
`operated at retail shared office space locations which “Bar Works”, through its officers and
`
`agents, represented were either already open for business or were actively being built at
`
`locations throughout the United States.
`
`6.
`
`In fact, at least one of the locations was merely maintained as an empty store-front for show,
`
`and has already been abandoned, having never been built out as promised. (See Exhibit S,
`
`below, for June 8, 2017 photographs of the Bar Works’ purported Tribeca location).
`
`7. Plaintiffs further submit this Emergency Affirmation because the within Order to Show
`
`Cause should be deemed an emergency application requiring the Court's immediate
`
`attention.
`
`8.
`
`Importantly, Plaintiffs respectfully requests that advance notice of the application for the
`
`within Order to Show Cause not be provided to Defendants given the sensitive and urgent
`
`nature of the proceeding and the high probability that Defendants may otherwise seek to
`
`transfer or otherwise encumber any and all of their assets in advance of the issuance of a
`
`temporary restraining order. Plaintiffs will be irreparably harmed absent the issuance of
`
`interim relief.
`
`9. As set forth below, temporary and preliminary injunctive relief is necessary to preserve the
`
`status quo.
`
`10. By this reference, Plaintiffs hereby incorporate all the facts set forth in their Verified
`
`Complaint as if set forth herein in detail. (See Exhibit A).
`
`

`

`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`
`11. In addition, accompanying this emergency application is the sworn affidavit of Ms.
`
`Jianmei Wang, one of the individual Plaintiffs who was swindled by Defendants.
`
`FACTUAL SHOWING
`
`12. The “Bar Works Entities”1 were selling “units” of co-working desk space within various
`
`“Bar Works” branded locations throughout the United States (See Exhibit A, ¶ 25 and
`
`JINMEI WANG Affidavit ¶ 2). Each of the Bar Works Entities was incorporated in 2016
`
`under the guise of being involved in a legitimate business furnishing co-working space to
`
`retail customers (See Exhibit A, ¶ 24 and JINMEI WANG Affidavit ¶ 3). The Bar Works
`
`Entities were funded through investors who bought “units” in the Bar Works Entities (See
`
`Exhibit A, ¶ 25 and JINMEI WANG Affidavit ¶ 4).
`
`13. The Defendants created private placement memorandum style brochures (the "Offering
`
`Brochures"). (See Exhibit A, ¶ 30 and JINMEI WANG Affidavit ¶ 5). Attached herein as
`
`Exhibit B are copies of the Offering Brochures (with banking account numbers redacted)
`
`for the following “Bar Works” locations: 95 Chambers Street, New York, New York (the
`
`“Chambers Location”); 70 White Street, New York, New York (the “Tribeca Location”);
`
`116 Eighth Avenue, New York, New York (the “8th Avenue Location”); 242 Metropolitan
`
`Avenue, Brooklyn, New York (the “Metropolitan Location”); and, 615 Sacramento Street,
`
`San Francisco, California (the “SF Location”). (See Exhibit B).
`
`14. The purpose of the Offering Brochures was to target wealthy investors and induce those
`
`wealthy investors to fund the Bar Works Entities based upon the representation that they
`
`were acquiring equity in the form of units of an individual “Bar Works” branded location
`
`(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)(cid:3)
`1(cid:3)Defined in the Complaint as, collectively, the following Defendants: BAR WORKS USA LLC, BAR WORKS
`INC., BAR WORKS MANAGEMENT INC, BAR WORKS CHAMBERS ST, INC., BAR WORKS TRIBECA
`INC, BAR WORKS SAN FRANCISCO 1, LLC, BAR WORKS CAPITAL, LLC, BAR WORKS
`METROPOLITAL AVE, INC. and BAR WORKS EIGHTH AVENUE INC.(cid:3)
`
`

`

`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`
`representing one desk space within a “Bar Work” co-working retail space (the
`
`"Representations") (See Exhibit A, ¶ 31; Exhibit B; and, JINMEI WANG Affidavit ¶ 7).
`
`15. The Representations were false because the units being offered did not exist and/or were
`
`never intended to be delivered. (See Exhibit A, ¶ 27, 28, 32; and JINMEI WANG Affidavit
`
`¶ 48).
`
`16. The Offering Brochure detail the “Bar Works™ Wealth Builder Program” in which
`
`“investors seeking income combined with capital appreciation are now offered the chance
`
`to purchase a 10-year lease on up to 100 workspace units at Bar Works […] Furthermore,
`
`each lease will benefit from any rent increases derived from the work space. That means
`
`your minimum income will grow as customer charges rise and exceed the initial 14%-16%
`
`yield in the later years of the lease.” (See Exhibit A, ¶¶ 31-5; Exhibit B; and, JINMEI
`
`WANG Affidavit ¶ 9).
`
`17. According to the Offering Brochures, “[t]he cost of each work space lease is $25,000, plus
`
`you receive a free lifetime worldwide membership to Bar Works™ Inc.” (See Exhibit A, ¶
`
`36; Exhibit B; and, JINMEI WANG Affidavit ¶ 10).
`
`18. The Offering Brochure promised monthly income payment to begin 14 days after taking
`
`up the offer. (See Exhibit A, ¶ 38; Exhibit B; and, JINMEI WANG Affidavit ¶ 11).
`
`19. The Offering Brochures promised a “reversion bonus of 25% when your lease expires –
`
`i.e., Bar Works will repay your initial capital outlay at 125% - $31,250 per $25,000 outlay.”
`
`(See Exhibit A, ¶ 39; Exhibit B; and, JINMEI WANG Affidavit ¶12).
`
`20. The Offering Brochures further provided, “Bar Works™ Inc. will retain the right to buy
`
`back your lease at a minimum 125% of initial cost - $31,250 - at any point after the second
`
`

`

`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`
`year anniversary of investment and in the event of a change in group ownership or status.”
`
`(See Exhibit A, ¶ 40; Exhibit B; and, JINMEI WANG Affidavit ¶ 13).
`
`21. Defendants instructed the Plaintiffs to wire $25,000 per “co-working unit” to Defendant
`
`Bar Works Inc. to its JP Morgan Chase Bank bank account in New York, New York. (See
`
`Exhibit A, ¶ 41; Exhibit B; and, JINMEI WANG Affidavit ¶ 14).
`
`22. A minimum of two (2) units purchased (i.e. $50,000.00) was required to invest in the
`
`offering. (See Exhibit A, ¶ 42; Exhibit B; and, JINMEI WANG Affidavit ¶ 15).
`
`23. Based upon the representations of Defendants, the Plaintiffs transferred an aggregate sum
`
`of $3,045,000.00 by wire transmission to Bar Works Inc. (See Exhibit A, ¶ 43; Exhibit B;
`
`and, JINMEI WANG Affidavit ¶ 17).
`
`24. Despite the Plaintiffs' transfer of an aggregate sum of $3,045,000.00 to Bar Works Inc., the
`
`Plaintiffs were never provided with a written subscription agreement as required by New
`
`York law, and were never received the Bar Works securities (although they did receive an
`
`ownership certificate). (See Exhibit A, ¶ 45; Exhibit B; and, JINMEI WANG Affidavit ¶
`
`18).
`
`25. Additionally, Defendants provided Plaintiffs with a “Bar Works FAQ,” a copy of which is
`
`attached hereto as Exhibit C, which made further representations regarding the Plaintiff’s
`
`investments. Notably, Defendants went so far as to give Plaintiffs tax advice on their
`
`investments. (See Exhibit C).
`
`26. On or about September 1, 2016, JINMEI WANG invested in five (5) units of the Chambers
`
`Location of “Bar Works” by investing $125,000.00 in Bar Works Tribeca Inc. JINMEI
`
`WANG entered into a “Wealth Builder Lease Agreement” with Bar Works Tribeca Inc.,
`
`wherein, for JINMEI WANG’s payment of $125,000, JINMEI WANG purportedly
`
`

`

`
`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
`
`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
`
`
`
`INDEX NO. 155530/2017INDEX NO. 156591/2017
`
`
`
`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
`
`purchased a ten year lease for five work spaces, workspace numbers 9437, 7797, 8412,
`
`8939 and 7320. On the same day JINMEI WANG signed a “Wealth Builder Sub-Lease
`
`Agreement” with Bar Work Management Inc., wherein JINMEI WANG subleased the
`
`purchased workspaces to Bar Works Management Inc. in exchange for guaranteed profits
`
`in the amount of $1,667.00 per month. As of January, 2017, JINMEI WANG has not
`
`received required rent payments. (See Exhibit A, ¶ 53; and, JINMEI WANG Affidavit ¶
`
`20).
`
`27. Attached herein as Exhibit D is a copy of the “Wealth Builder Lease Agreement” between
`
`JINMEI WANG and Bar Works Tribeca Inc. and the “Wealth Builder Sub-Lease
`
`Agreement” entered into between JINMEI WANG and Bar Works Management Inc. (See
`
`JINMEI WANG Affidavit ¶ 21).
`
`28. Exhibit D is substantially similar to all of the other lease and management agreements
`
`entered into by each investor and the related “Bar Works” entities (the details of which are
`
`set forth in paragraph 46 to 82 of the Complaint). Plaintiffs’ counsel shall bring copies of
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`all of these agreements upon the presentation of this Order to Show Cause to the Court.
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`(See JINMEI WANG Affidavit ¶ 21).
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`29. Plaintiffs were issued ownership certificates by Defendants. Attached herein as Exhibit E
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`is the ownership certificate issued to JINMEI WANG (See JINMEI WANG Affidavit ¶
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`22).
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`30. Defendants provided various guarantees to Plaintiffs. Attached herein as Exhibit F is a
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`copy of a guarantee between Bar Works Tribeca Inc. (as landlord) and Bar Works
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`Management Inc. (as sub-lease holder), providing further assurances and guarantees to the
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`investors. (See JINMEI WANG Affidavit ¶ 23).
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`

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`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
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`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
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`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
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`31. Defendants directed Plaintiffs to wire their investment to parent company Bar Works Inc.
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`Attached herein as Exhibit G is a copy of wire instructions directing potential investors
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`where to send their money. While it says on the instructions that the payment is to “Bar
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`Works Tribeca Inc.,” The account number (which has been redacted) is in fact the same
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`account number as Defendant Bar Works Inc. Plaintiffs’ counsel can provide unredacted
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`proof to the Court on the return date of the Order to Show Cause. (See JINMEI WANG
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`Affidavit ¶ 24).
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`32. Plaintiff received initial contractual payments that Bar Works promised, however, as of
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`January 2017, required contractual payments have ceased. (See Exhibit A, ¶¶ 46-81 and
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`89; and, JINMEI WANG Affidavit ¶ 20, 31 and 32).
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`33. Defendants corresponded with Plaintiffs and advised them of ‘bank problems’ that were
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`leading to the failure to make required rental payments. Attached herein as Exhibit H is a
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`copy of that email correspondence. (See JINMEI WANG Affidavit ¶ 26).
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`34. Now very concerned, Plaintiff eventually learned that on or about May 23, 2017, Bar
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`Works had restructured its leadership and had “closed or abandoned” locations. Attached
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`herein as Exhibit I is an email from CEO Franklin Kinard to “Bar Works” investors dated
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`May 23, 2017. (See JINMEI WANG Affidavit ¶ 27)
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`35. Notably, this email confirms that certain “Bar Works” locations have been closed and/or
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`abandoned. The email further seeks to inform investors that “stakeholders in those sites
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`will be shifted to locations that have stronger revenue foundations.” (See Exhibit I;
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`JINMEI WANG Affidavit ¶ 28).
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`36. This caused great concern among Plaintiffs, as they had contracted for the right to be
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`reimbursed for their investment in the case of store closure and/or abandonment. See
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`

`

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`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
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`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
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`INDEX NO. 155530/2017INDEX NO. 156591/2017
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`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
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`JINMEI WANG Affidavit ¶ 29. The investor agreements provide for termination payments
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`of One Hundred Twenty Five percent (125%) of each investors investment proceeds. (See
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`Exhibit I; JINMEI WANG Affidavit ¶ 27).
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`37. Additionally, as promised in their Offering Brochures, “in the event of a change in group
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`ownership or status,” there was a trigger of the right to a return of 125% of investor’s
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`investment amount. (See Exhibit B; and, JINMEI WANG Affidavit ¶¶ 13 and 30).
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`38. Defendants have refused to make rental payments due and have refused to return investor’s
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`funds for locations which are not operating and will not operate although demand has been
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`duly made. (See Exhibit I; JINMEI WANG Affidavit ¶ 31).
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`39. In fact, JINMEI WANG visited the United States in May 2017 to meet with Bar Works,
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`on behalf of herself and on behalf of the other Plaintiffs, at which time she met with
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`Franklin Kinard and other agents and employees of Bar Works and demanded rental
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`payments continue and investment funds (at 125% of the investment amount) be returned
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`to those investors who have invested in ‘closed or abandoned’ locations. Plaintiffs’
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`demands were refused. (See JINMEI WANG Affidavit ¶ 32).
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`40. Attached herein as Exhibit J is an organizational chart of the Bar Works Entities and an
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`explanation provided by Defendants as to the nature of the complex corporate structure of
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`the Bar Works Entities. (See JINMEI WANG Affidavit ¶ 33)
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`41. Over the last few weeks, Plaintiffs have learned more and more about the true nature of
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`the business operation of Defendants and can come to no other conclusion than that the
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`Defendants are running a complex scheme defrauding Defendants and absconding with
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`their money. (See JINMEI WANG Affidavit ¶¶ 34-58).
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`

`

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`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
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`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
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`INDEX NO. 155530/2017INDEX NO. 156591/2017
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`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
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`The Scheme
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`42. Several articles have recently been published about “Bar Works” business being a complex
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`Ponzi scheme and otherwise fraudulent investment-pooling scheme. Attached herein as
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`Exhibit K are four articles recently published detailing the nature of the scheme and the
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`investigation work that has been done to verify certain facts about the scheme. (See
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`JINMEI WANG Affidavit ¶¶ 35 and 36).
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`43. Defendants Jonathan Black, Renwick Haddow, and Franklin Kinard were at various times
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`either the Chief Executive Officers, the undisclosed managing member, or otherwise senior
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`officers of the named Bar Works corporate Defendants. In such capacity, Defendants knew
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`or should have known that Bar Works was a fraudulent Ponzi scheme and nothing more
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`than a phony business edifice erected to take on the appearance of a legitimate corporate
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`enterprise for the purposes of soliciting investor funds but with no plans or intentions to
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`operate as a profitable business concern. To date, the named individual Defendants have
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`yet to be arrested or charged with criminal fraud though there has been serious concern
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`regarding their involvement with Bar Works. (See JINMEI WANG Affidavit ¶ 37).
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`44. As it turns out, the puppet master apparently pulling the strings at Bar Works is a person
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`by the name of Renwick Haddow. It is believed that Renwick Haddow is currently
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`involved in litigation over a complex Ponzi scheme perpetrated on investors ongoing in the
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`London Courts. Attached herein as Exhibit L is an article by the World Policy Institute
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`detailing this complex fraud. (See JINMEI WANG Affidavit ¶¶ 38 and 39).
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`45. Plaintiffs believe that one of the named individual Defendants, Jonathan Black, is a
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`fictitious person created by the Defendants from whole cloth. Plaintiffs doubt that Jonathan
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`Black actually exists. Jonathan Black was listed as the Bar Works Entities CEO, and a
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`

`

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`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
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`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
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`INDEX NO. 155530/2017INDEX NO. 156591/2017
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`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
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`signature purporting to be Jonathan Black’s was affixed to promotional materials, official
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`government registration certificates, and agreements offered to the Plaintiffs as proof of
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`the Bar Works Entities’ operations. (See Exhibits B, D and E; and, JINMEI WANG
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`Affidavit ¶¶ 40 and 41).
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`46. All references to Jonathan Black were removed from the Bar Works Entities’ various web
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`sites suddenly in or about December 2016, and a new individual, Franklin Kinard, was
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`substituted as the CEO. None of the Plaintiffs ever met or spoke to Jonathan Black in
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`person, and the Bar Works Entities have not been forthcoming about this person’s actual
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`identity or whereabouts. A photograph purporting to be of Jonathan Black on the Bar
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`Works web site was later revealed to belong to an unrelated Texas-based businessman
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`named Frank Jones, who upon information and belief was not connected to the Bar Works
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`scheme. See a comparison of the LinkedIn profiles for “Jonathan Black” and “Frank Jones,”
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`attached hereto as Exhibit M. (See JINMEI WANG Affidavit ¶¶ 42-4).
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`47. It is the Plaintiffs’ belief that “Jonathan Black” was invented to hide the fact that the actual
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`person controlling the Bar Works Entities was Defendant Renwick Haddow, a shadowy
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`figure with a history of operating fraudulent investment schemes. See the official report of
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`the Decision of the England and Wales High Court (Chancery Division) in Financial
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`Conduct Authority v Capital Alternatives Ltd & Ors [2014] EWHC 144 (Ch) (14 February
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`2014), attached hereto as Exhibit N. (See JINMEI WANG Affidavit ¶ 45).
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`48. While Renwick Haddow has hidden his involvement in the “Bar Works” companies, a
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`careful search of documents reveals he is deeply involved. Attached herein as Exhibit O
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`is the following: (i) California Secretary of Limited Liability Company Filing statement,
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`dated May 5, 2016, for Bar Works Capital, LLC, showing Renwick Haddow as the
`
`

`

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`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
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`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
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`INDEX NO. 155530/2017INDEX NO. 156591/2017
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`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
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`Manager or Member; (ii) California Secretary of Limited Liability Company Filing
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`statement, dated May 5, 2016, for Bar Works Oakland, LLC, showing Renwick Haddow
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`as the Manager or Member; and, (iii) California Secretary of Limited Liability Company
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`Filing statement, dated May 5, 2016, for Bar Works San Francisco 1, LLC, showing
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`Renwick Haddow as the Manager or Member. (See JINMEI WANG Affidavit ¶ 46).
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`49. The Tribeca Location, like the existence of Jonathan Black, seems to be wholly fictitious.
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`(See JINMEI WANG Affidavit ¶ 47).
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`50. Adam M. Birnbaum, Esq., an associate at Michael J. Kapin, P.C., conducted telephonic
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`interviews with Erik Torkells, a local community news reporter for a web site called The
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`Tribeca Citizen, on June 7, 2018. Mr. Torkells confirmed that “Bar Works” signage was
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`placed outside of the Tribeca Location (see a photo of the exterior of the Tribeca Location,
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`dated June 23, 2016 and provided by Erik Torkells, displaying Bar Works signage, attached
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`hereto as “Exhibit P”), and that Bar Works released material claiming that it had or was
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`about to secure leases to the entire building at 70 White Street, a mixed use low-rise
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`landmark structure that includes at several loft apartments in addition to the vacant retail
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`space on the ground floor (see attached as “Exhibit Q” a report from the Tribeca Citizen
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`dated May 18, 2016, detailing the results of Mr. Torkells’ investigation into the matter).
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`51. Mr. Torkells averred that he later spoke to residential tenants at 70 White Street, all of
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`whom held long-term leases and who denied any knowledge of Bar Works’ take-over of
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`the entire building.
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`52. Mr. Torkells later discovered that in fact Bar Works claimed it intended to use only the
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`ground floor of the Tribeca Location, a misstatement never satisfactorily explained.
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`

`

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`FILED: NEW YORK COUNTY CLERK 06/22/2017 03:01 PMFILED: NEW YORK COUNTY CLERK 11/08/2017 07:13 PM
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`NYSCEF DOC. NO. 32NYSCEF DOC. NO. 11
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`INDEX NO. 155530/2017INDEX NO. 156591/2017
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`RECEIVED NYSCEF: 06/22/2017RECEIVED NYSCEF: 11/08/2017
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`53. On June 7, 2017, Adam M. Birnbaum conducted a telephonic interview with Rene
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`Antanesian, the principle of HRBDX New York, Inc. a general contracting and
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`construction firm. Mr. Antanesian averred that he was called upon in March of 2017 to
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`prepare a Scope of Work proposal for the Tribeca Location, attached hereto as “Exhibit
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`R,” but that he was never retained for the project and was advised that it was to be placed
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`“on hold” until further notice. This same Scope of Work proposal was soon thereafter
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`proffered to the Plaintiffs as evidence that the Tribeca Location was already under
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`construction and would open imminently, even though no significant work was ever
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`conducted there. See JINMEI WANG Affidavit ¶ 49.
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`54. Adam M. Birnbaum caused a photograph to be taken on or about June 8, 2017, attached
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`hereto as “Exhibit S,” showing that the Tribeca Location is abandoned. There is no Bar
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`Works signage on display and no building permits are displayed in the windows.
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`PLAINTIFFS ARE ENTITLED TO AN IMMEDIATE TEMPORARY RESTRAINING
`ORDER AND PRELIMINARY INJUNCTIVE RELIEF
`
`55. CPLR 6201 permits a plaintiff to attach a defendant's asse