The Election Protocol Resolution lawsuit:

Nov 2022

The Election Protocol Resolution lawsuit was brought against the Association by Loren Sattinger and Steve Birnbaum as plaintiffs for violating the freedom of speech of the Stonebridge homeowners. The settlement was in the favor of the plaintiffs. Again, the board tried to spin the results. Part of the settlement was the board knew and decided to defend an unconstitutional resolution. The second part is they had to admit what they did was wrong. At the end of July, the board released a statement, saying in part: “The court held that the issues relating to these issues were “moot” as these were previously settled by agreement of both parties upon the passage of a new Campaign Resolution. The Court however held that three sentences of §7.07 of the Declaration written by the Developer in 2006 are blanket prohibitions of the display of signs and were unconstitutional according to New Jersey law. The court struck those three sentences because, as the judge explained, it is possible that in the future the Association might develop and enforce its sign prohibitions as to political speech…”

The first part of the board’s statement citing the “moot” ruling as a victory for the board is nonsense because that issue related to the part of the lawsuit that the plaintiffs won back in 2019. So yes, that issue is “moot” now because the plaintiffs already won on this point. This is legal mumbo jumbo, which
we have far too much of in this community.

The second part of the board’s statement was the board’s way of admitting that they knew defending the lawsuit, based on our Declaration §7.07, was unconstitutional from the beginning, but did so anyway. The board knowingly wasted $10,000 of the Association’s funds. The Association should recover the fees paid to the Association attorney for poor legal advice. That is, unless the attorney was directed to defend the lawsuit by the board regardless of the merits. The plaintiffs advised  the board that the Resolution was unconstitutional before the lawsuit was filed, but the board went forward] with it anyway without making any requested changes. We find fault with the board for not seeking an independent and non-compromised legal opinion, since the Association’s attorney was conflicted by trying to defend his own inaccurate legal advice.

We should demand to know how this occurred so something of this nature will be avoided in the future. This should never happen again. Watch for the Stonebridge Advisory Group’s candidate Endorsements in the May 2023 board election. We must stop this mismanagement by future board
members.

July 20, 2022

Loren Sattinger put together notification of what we hope is the end of this legal action.  SAG is distributing this to its members.
There will be a court hearing this Friday afternoon July 22 on the motions for summary judgment regarding the Stonebridge Election Protocol Resolution that was adopted by the board at a special afternoon board meeting on March 5, 2019. The board only agreed to change the Election Protocol Resolution after the first court hearing in April, 2019 when the presiding judge indicated he was ready to grant a permanent injunction against enforcing the Resolution as written and adopted by the board.
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The oral hearing on the opposing Motions for Summary Judgment, one filed by the Plaintiffs, and one filed by the Defendant, will be held at the Middlesex County Courthouse on Friday, July 22 at 1:30 PM. The court is located at 56 Paterson Street, New Brunswick in Judge Thomas McCloskey’s courtroom #306 on the 3rd floor. See: Middlesex County Case Number C000064-19.
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The original motions for summary judgment were heard on December 6, 2019 when Judge LeBlon was presiding. Judge LeBlon retired on February 1, 2022 without rendering a decision. The new judge assigned to the case has requested a rehearing to more fully familiarize himself with the Constitutional issues and NJ Supreme Court decisions involved in the case. Sam McNulty is the attorney representing Stonebridge in this lawsuit, and he also was the attorney that approved the original Election Protocol Resolution and it was his professional opinion that it fully complied with NJ law.
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Despite what has been said, many of the issues in the original lawsuit were not settled by the Consent Order dated April 30, 2019 and signed by all parties. The Consent Order was written by Mr. McNulty and paragraph 5 states as follows: This Consent Order shall operate as a complete disposition of Plaintiff’s pending motion for permanent injunctions.” The Consent Order did not settle any other legal issues.
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We are providing this information to the community via Facebook, as this is the only platform that we have to inform Stonebridge homeowners. The board has not provided this information. Anyone interested may attend the hearing at the courthouse in person.
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Loren Sattinger and Steve Birnbaum

July 25, 2020:

The Stonebridge Association Attorney’s summary of Election Rules Lawsuit:  His statement that “it came as a surprise to him,” after the association agreed to the Election Rules (that they wrote) were rescinded (because of a court imposed injunction), and the rules the plaintiffs proposed before the lawsuit was filed (approved by the court) were adopted, that the lawsuit had another part to it is troubling.  Asking for Summary Judgement by the court was in the original complaint and was never dismissed.  We believe he is too good a lawyer for a misstep such as that. So we question the motives.

We do acknowledge him correcting his misleading and inaccurate statements at an earlier meeting that the plaintiffs were not seeking any monetary gain.  He was aware of that fact before making the false statements at the April 2019 meeting (recording available).  The board also sent out a community wide email with those  inflammatory remarks.  The board never send out a retraction.  They appear satisfied to let the residents go on believing the former and never knowing the truth. We question the board thinking this is appropriate behavior.

 

March 12, 2019
It was suggested by a member that the three Election Rule files of the lawsuit be placed here to help clarify for the Stonebridge Residents why these rules left unchallenged could not be allowed to stand. This is for your comparison. Feel free to contact us for any further explanation.

This is the Resolution passed by the Board of Directors on March 5, 2019 that was rescinded by the board after a court’s injunction was issued rendering it unenforceable and void.  This is the resolution the Board had the opportunity in April to rescind before we filed the lawsuit. In fact, they misled the residents at an April open board meeting. The false statements used there came out in court and are available in the transcripts posted on this website. Please look at the names of the Board Members who approved and signed this resolution and then defended the lawsuit, at association cost (our money) and lost. Is this the leadership you want making decisions for you? Leadership’s actions in this issue suggest they will be untruthful if it serves their purpose? Please try to find candidates for this election.
The resolution previously passed:
2019_campaign_protocol_for_elections_resolution

This is the corrected red-lined Election Rules that removed/added language so the rules would comply with State law.
Text of Campaign Resolution with omissions for constitutionality

This is the corrected Election Resolution that the forced lawsuit corrected and filed in August 2019 that resolved the issue brought up in March earlier in the year.
125428305campaign_resolution_august_2019

June 20 2020
The image below is the listing for the originally passed Unconstitutional resolution and the one we submitted to the Board before the meeting they called to discus Rescinding those problematic rules. They had the meeting and caused a near riot with misleading and false statements. In the end they left them stand and then they tried to defend it in court. They eventually caved in at the last minute but prolonged it as far as they could. After they corrected them they posted it on the Website ith the words (Rescinded). I didn’t think even this board would change it after the fact but they did. This is how they show it today. Thee word Rescind doesn’t play into their narrative. The next section has more details.

Feb 6, 2020
In an email distributed by the Board of Directors, they announced the new Election Rules filed with the county replacing the previous unconstitutional rules they passed in March. They misled the residents to why the changes were necessary. The truth is they had to because of a court order. The changes they agreed to were identical to the objections we raise before the Election Rules were passed and before lawsuit was filed by Loren Sattinger and Steve Birnbaum. The board could have simply either not passed the rules after the complaint was raised or rescind the rules they previously passed once they did that. They did neither and elected to pass unconstitutional rules with the advice of counsel.

However, according to the board and the election committee they were assured by association counsel the rules were OK and the association should fight this in court which they did. So, counsel’s advice was wrong before the rules were passed, after the rules were passed and during his leadership at the chaotic meeting to rescind in April where the residents were again misled. Then he represented the association in a court battle he lost badly. The transcript of his arguments are on this site for all to read. His ultimate argument in court was this was what the election committee wanted. From the transcript -in part I removed the attorney’s name but you can read the transcript:

Sattinger, Transcript Loren v. Stonebridge 4-16-19

THE COURT: And why is that?
Association Attorney: That’s what the Committee determined was appropriate, Judge, for the same reasons,

This was a WOW moment. Advise a committee of residents and a board of residents that what they are doing is legal. Then spend association funds on a legal odyssey they could not win. The board has to be accountable for this judgement error and who was behind the bad judgement call – The Board, a member on the Board or the Attorney.

Just for your thought – the same attorney represented the association while the majority board members were chosen by the developer. Many of the decisions made then are now being challenged in the transition lawsuit. After the board was transitioned to resident control over 5 years ago the board continued to employ this same attorney, and does to this day (not the transition lawsuit attorney). Draw your own conclusions and draft your own questions there is an election coming up in May.

Dec 6, 2019

In late Nov, The association’s attorney filed a motion to reopen discovery.  That motion was denied.   The associations attorney’s argument the rest of the case is moot because they agreed to the revised rules was denied as well.  We await the courts final decision on this case in January.

Nov 22, 2019

The Board of Directors led the residents to believe that the Election Rules Lawsuit was filed for monetary gain. We corrected that record numerous times and they continued to mislead the residents on that point. Our attorney did this case pro-bono, no charge and we seek no monetary claim. In fact it is highly questionable why the Board of Directors followed the course they did. Then they filed the claim for $0 with our insurance carrier. At the Open Board Meeting it was announced the insurance premium for the association went down.

Nov 7, 2019
Latest in the Election Rules Resolution Lawsuit

The Stonebridge Associations Board of Director’s misguided support of unconstitutional Election rules.

The Board ultimately rescinded and replaced the unconstitutional resolution they passed as we previously requested. The Board refused to do so back in April before a lawsuit was even filed. However, they eventually did exactly that after incurring legal fees, or higher insurance premiums at the Associations expense.  The Board had the opportunity to dispose of this suit at that time with no costs but they didn’t.

At this late date, some members of the Board of Directors continue to mislead residents by spreading the rumor that we are seeking monetary gain and so is our lawyer.  This is a blatant lie that was dismissed in a settlement offer letter to Mr. McNulty on May 10, 2019 by our attorney.

5.10.19 McNulty Settlement Offer

This settlement offer was never accepted. Instead,  another misguided effort by the McNulty law firm when they asked the court to reopen discovery and prolong this case another 9 months. The judge denied that motion. We have been willing to end  this case for 6 months but the McNulty law firm has decided to continue in defending a very bad position that we do not understand.  we have filed motion for Summary Judgment. Anyone  interested reading through these court papers or any other support documents, please let me know.

As a business consultant, I observed with regularity that companies get in worse trouble for  the cover up rather than the original misguided decision.  The same action brought down a presidency and this case is a perfect example.

Latest Timeline:

1.  The constitutionality of the election rules the Board adopted could not stand up to a court challenge and didn’t.  The Board forced the Complaint to be filed and here we are.

2  The Board lost in an April court hearing where a temporary injunction ruled the rules  unconstitutional.  They prolonged the case and finally accepted the changed rules in May 2019.

3.  The Board took until Sept to get the correction filed after missing the original date and then rewriting the rules resolution with typo error.

4.   After agreeing that no further discovery was needed, the Board petitioned the court to reopen discovery.  That Motion was denied.

5. We await the courts decision on the Motion for Summary Judgement.

Residents should question the Board’s action and why they decided to waste Association money.  The original excuse was they will not bend to threats.  Their statement at an open board meeting was inflammatory and incited an angry and ugly meeting.  They clearly tried to defend a very bad decision, what others are they making and what is their credibility?

Sept 16, 2019
Summary and Timeline of Election Protocol Issue:

Corrected Election Rules Red lined Copy adopted by the court and the Association in July 2019: Corrected Rules (10 of 16 rules had to be changed). The Board’s attorney, when drafting the corrected rules made a typographical that had to be corrected and refiled the resolution, maybe at additional cost.

Stonebridge Open Board Meeting Sept 18, 2019

On Wed, Sept 18 there is an Open Board Meeting (OBM) announced on Sept 11 that as of now no agenda has been sent to the residents.  We urge residents to attend this meeting.  The president committed at an OBM resolutions will be sent out in advance. However, he has not followed that plan.  There will be a vote to replace the unconstitutional Election Rules that were passed in March 2019 according to an email from the association attorney.

This email will describe the timeline and resolution of the Election Protocol lawsuit that was filed by the Stonebridge Advisory Group (SAG) and inappropriately was defended at association cost.  At the end of this email are suggested questions to ask the board at the meeting on Wed.  Please read this and forward this email to anyone you believe would be interested in how this board is running this community.

Summary and Timeline of Election Protocol Issue:
No residents were aware of the contents of the Election Protocol Rules Resolution prior to the March 5, 2019 meeting.  After the March 5th meeting, we notified the board of directors through email and phone conversations that the proposed Election Protocol Rules Resolution as written were too restrictive to pass constitutional scrutiny. In fact, they made any election under those rules unfair.

For the next 5 weeks prior to the election, we had meetings with the board and the election committee several times. The Board decided to call a meeting to discuss rescinding the rules on April 9, 2019. The meeting was described by the Board’s attorney to “get input from the residents” on whether to rescind these unconstitutional rules. The board described our complaint as two residents “threatening to sue” the association for monetary gain & a lawyer out to make a payday.  This was blatantly untrue, and they knew it.  The attorney we hired is a constitutional law specialist and took the case pro-bono because the rules in the Resolution were so egregious.  The SAG only paid for the filing fees.  The Board’s action permitted the meeting descend into chaos. They then decided to let the unconstitutional rules stand.

In the next weeks we tried to convince the board the rules could not stand and on April 14 filed a lawsuit seeking an injunction against these unconstitutional rules. The Board directed the Association’s attorney to attempt to stop the court from issuing an injunction.  The court dismissed their challenge and did issue a temporary injunction pointing out 12 of the 16 rules were unconstitutional.  The association’s attorney asked for a court date to respond.  May 2nd was the date of the court hearing.  The association accepted our modified constitutional rules with reasonable restrictions the day before the May 2 court date.  The same rules they could have adopted back in March.  The association had until the end of June to ratify and vote on the new rules.  They missed the June date, filed new rules the end of July that contained contained a major typographical error, and then they corrected that  on Aug 13.  They scheduled the vote on these resolutions for Sept 18.  However, the Board has  not announced or circulated an agenda that this vote will take place on Wed. Sept 18.

Since the board will distribute the revised rules at the last minute and not explain why these rules needed to be changed, it is obvious this board is not acting in the best interests of the community.

Since the Board will distribute the revised rules at the last minute and not explain why these rules needed to be changed, it is obvious this Board is not acting in the best interests of the community.

A fair Board election is paramount to a properly run Association.  This Board tried to make sure any resident running for a board seat could not have a fair chance and they did this.  They did not get away with this but spent association funds in trying to do just that.  Now, in future elections a candidate has the time and can conduct a proper campaign.  They can make their platform known to the residents and the residents can have access to them for clarification.  This is now possible because the Board did not get away with what they intended to do and was called out by the Stonebridge Advisory Group lawsuit.

While I could speculate why directors under advice by an attorney would knowingly break the law (remember an injunction was issued), spend association funds to defend unfair and unconstitutional rules, and not listen to reason. Behavior of this type usually is vindictive and/or seeking control.  In our opinion is it is both.

Questions for Open Board Meeting on Sept 18
Since the election resolution was reviewed and discussed with the election committee and legal counsel for the association, why is it necessary for the Board to amend the resolution at this time?

In hindsight, based on the Consent order signed by all parties, (12 of the 16 rules were deemed unconstitutional) was the advice given by legal counsel for the association regarding the legality of the original election resolution accurate?

If legal counsel’s advice regarding the legality of the election resolution was wrong, why does the Board continue to employ him and pay the fee to defend this losing action as counsel?

Did the board instruct counsel to defend the unconstitutional resolution? Did counsel advise the board to have him litigate this losing battle at association expense?

Taylor Management’s April 5 notice to homeowners of a special open Board meeting on April 9 stated, “The Board will discuss the threatened legal action and vote on the question of whether rescission of the resolution is appropriate to ensure that the Association’s funds are not wasted in the defense of an unnecessary lawsuit.”

Since the resolution had to be amended, have the association’s funds been wasted in defending the lawsuit?

Why didn’t the Board vote to rescind the election resolution after the April 9 open Board meeting? That would have been the right thing to do after passing it in March.  The board’s legal counsel’s advice was obviously wrong.

Do members of the Board continue to believe that the original election resolution was legal?

Statement on HVAC:
On the HVAC issue, residents are raising questions about the cost and implementation of the HVAC project.

Questions regarding HVAC:

Why hasn’t the community heard a report and recommendations from the engineering committee?

Why hasn’t the community heard a report and recommendations from the finance committee about all the options to fund the HVAC replacement project?

How much of the current total capital replacement funds represent the amounts reserved for HVAC replacement?

Steve Birnbaum
Loren Sattinger
on behalf of the Stonebridge Advisory Group (SAG)

Aug 15, 2019
The board of directors agreed to adopt election rules that are fair after the court ordered an injunction back in April based on constitutionality issues. The board was made aware of all the issues before they decided to vote and record those rules with the Middlesex County Clerk. In August the association’s attorney appeared in court (more wasted expense) to address the final part of the lawsuit. The judge was surprised they are still pursuing this losing legal battle. The residents should take action against a board that knowingly violates the law and then trying to defend it at Association expense. There is a tentative court date in Nov. For those of you that are not aware, the associations attorney who is defending this case is the same attorney for the association while the developer controlled the board.

Aug 21, 2019
The Election Rules that were hotly contested were found by the court to violate the constitutional rights of Stonebridge residents and an injunction was issued preventing enforcement of those rules back in April. New rules were drafted to comply with State law and have been recorded with the county clerk.

The Board was advised the draft rules were illegal and could not survive a lawsuit. The Board went ahead and passed the resolution anyway. Given 5 weeks to rescind the rules and pass reasonable restriction they refused and called a meeting. That meeting was to inflame the residents and it did because of misleading statements by the board president and the association attorney. The board convinced many residents that they acted appropriately, although illegally, in ignoring the warnings. Well, the board never showed up in court. Their council did and looked foolish trying to defend 12 rules that were unconstitutional. Then the board issued a statement that minor changes had to be made. The documents speak for them selves and show the devious actions of the Board and the attorney. Read the original and the corrected documents, the court transcript and the entire case.   Residents should have concerns that a board would do such things. Unfortunately, they have been doing similar things for over 5 years.

As of now, The board must return to court because they have decided to continue this losing fight. This episode was a disgrace and the residents should take notice of a board that behaves in such irresponsible ways and wasting association funds.

NJ Asbury Park Press on Aug 16 ran an article (subscribers only) how this is widespread among HOA’s and the residents are turning to the courts and winning lawsuits. This costly process is attributed, in part, because amateurs are elected to governing boards. This may be the case with our board.

May 6, 2019
See Summary Section 2

Section 1
The lawsuit went to court and the associations attorney represented Stonebridge. No one from the board attended. The email by the board misrepresented what occurred in the proceedings and was clearly the words of the attorney.
Here is the transcript of the court hearing: Click Here

The association’s argument collapsed in court because 12 of the 16 resolution rules passed by on the advice of the Election Committee and vote of the Board and the authorization of the attorney were ruled unconstitutional by the court. This waste of time, money and is highly questionable and reeks of a self-centered agenda by a rogue board.

The association agreed to all the changes the court ordered and must change the resolution. Every resident must educate themselves to this breach of fiduciary trust this board has demonstrated. There are a number of other breaches the board has undertaken in the short period of time thay have been in control of the association. Without the resident’s paying attention, there is a lot of money at risk and it may be lost. We would suggest you read through these documents and not be blindly led by a board that is untruthful.

Steve Birnbaum
Loren Sattinger

Section 2
After the election in 2018 we were asked by the board to submit recommendations to craft election rules. We did that throughout the 2018-2019 year. An issue developed when the Board passed the Resolution on March 5 regarding election rules that contained some unconstitutional provisions that limited the rights of both candidates for the board and every homeowner. The Board never shared the Resolution with the community until after it had been passed. Only those that attending the special meeting were given a copy of the Resolution, moments before it was adopted.

We voiced our objections to the Board and to the Election Committee that the Resolution rules were contrary the free speech provisions of the NJ Constitution and contrary to NJ Supreme Court case law.
We consulted with a constitutional rights attorney who agreed. We were absolutely willing to mediate as long as the board rescinded the unconstitutional provisions while we mediated, so no one’s rights would be harmed while it was being discussed. When the board refused to change any portion of the Resolution, the only remaining choice was to file a Complaint asking for a Temporary Restraining Order “TRO”. At the TRO hearing there was never any possibility that the class would be certified at that time, and the class certification was not denied by the court. Instead, the court ruled that it would be considered at a later hearing after the other side would have ample time to argue against a class certification. The initial court appearance was only to have the court issue a TRO until both sides could participate in a full hearing. The Judge offered to grant the TRO application as a permanent injunction so there would be no further hearing, but the Association’s attorney would not agree, saying that he wanted the opportunity for a hearing about the class certification. The Judge asked him several times what evidence he could present that would resolve the question whether the Resolution’s rules violate constitutional rights. If the Board had agreed to rescind the Resolution while it was being mediated, we absolutely would have agreed, but they refused.

All the legal documents, including the Complaint and the other documents that resolve this phase can be found in the link below. The court transcript of the TRO hearing refutes the board’s account of what transpired at the hearing. It is shameful that the board sent out emails of what transpired at the hearing when no board member was present in court attending. The email was composed by the board’s attorney and he may be “spinning” the story for his own purposes.

The documents are available to view at:
https://sbadvisorygroup.hnccorp.com/information/

Another explanation events:
Blog Post

Steve Birnbaum
Loren Sattinger

Detail of lawsuit in response to association email of May 6
Detailed History of Lawsuit

May 2, 2019

Our position was summarized on the home page, please read the statement: Home

Here are the documents in the case:

The 2018 Rules that were never voted on, passed or in force and were never distributed by the board to the residents. However, the election committee led the candidates to believe enforced them but later admitted they were “voluntary.”:
2018 Campaign Rules

The offending 2019 Rules Resolution passed on March 5, 2019:
2019_campaign_protocol_for_elections_resolution

The Complaint filed with the court – The complaint in detail that includes all the attempts to settle this in the 5 weeks before filing in court. Page 82 on is of particular interest:
VERIFIED COMPLAINT CORRECTED COPY

Order to Show Cause – NOTE at the end of the complaint is the marked up rules with corrected language that was eventually agreed on without any changes:
COMPLETE ORDER TO SHOW CAUSE

This is the memorandum to the court supporting all the arguments by the plaintiff. Memorandum of Law in Support of Plaintiff’s Order to Show Cause

The transcript of the court hearing on the complaint:
Sattinger, Transcript Loren v. Stonebridge 4-16-19

The Judges Consent Order on approving all the changes to the rules as we originally suggested before the complaint was filed:
4.30.19 consent order fully signed

The settlement offer sent to the board’s attorney on 5/10/19:
5.10.19 McNulty Settlement Offer

The end result of this part of the complaint is if the board drafted reasonable rules in the first place all would have been OK.

If the board would have changed the restrictive unconstitutional rules once it was brought to their attention, all would have been OK.

We cannot begin to guess why the board would knowingly pass a resolution with so many defects and then defend it in court.

Steve Birnbaum
Loren Sattinger

March 20, 2019
Interesting NJ Supreme Court Ruling on freedom of speech in a HOA environment.

Even more NJ Supreme Court Ruling NJ Supreme Court Rulings upholding residents freedom of speech

Elections are serious and last year the restrictions on candidates unfairly favored incumbents. This is usually the case with candidates without name recognition. Arguing for a fair election is what we have done for almost a year. On March 5 we were astounded by the more restrictive rules voted and passed by the board.

Everyone should read the Resolution.  Also, become familiar with NJ Constitution and three landmark decisions written by the NJ Supreme Court in recent years.  Constitutional rights cannot be taken away by a HOA and more specifically by 3 votes of a Board.