Filing# 155432052 E-Filed 08/ 16/2022 02:08:21 PM

IN THE CIRCUIT COURT OF THE 15th

JUDICIAL CIRCUIT IN AND FOR PALM
BEACH COUNTY, FLORIDA

CIRCUIT CIVIL DIVISION: AH

CASE NO. 50-20 I 6-CA-009292-XXXX-MB

FIRST AMERICAN BANK, as successor

by merger lo Bank of Coral Gables, LLC,

Plaintiff;

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vs.

LAURENCE S. SCHNEIDER,

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STEPrIANJE L. SCHNELDER, et al.,

Defendants.
-FIRST
- - AMERICAN
- - - - -BANK,
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as successor
by merger to Bank of Coral Gables, LLC,

Pla intiff,
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vs.
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LAURENCE S. SCHNEIDER, STEPHANIE

L. SCHNEIDER, I ST FIDELITY LOAN
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SER VlCJNG, LLC, S & A CAPITAL

PARTNERS, INC., REAL ESTATE
& FINANCE, INC., BRAD AXEL and
PAIGE AXEL
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T hird Pa1ty Defendants.

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- - - - - - - - - - - - - -I
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PLAINTIFF'S MOTION FOR RECONSIDERATION OF THE

COURT'S ORDER DENYIN G VERIFIED EMERGENCY
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MOTI ON FOR TffE APPOfNTMENT OF A RECEI Vt:R

Plaintiff in Execution, First American Bank (" First American"), respectfully moves this

Court to rec-0nsider its Order Denying Verified Emergency Motion for the Appointment of a

Receiver entered on August 5, 2022 (the " Order").

MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S-3S8·6363

FILED: PALM BEACH COUNTY, FL, JOSEPH ABRUZZO, CLERK, 08/16/2022 02:08:21 PM
 INTROD UCTION

FACTUAL AND PROCEDURAL BACKGROUND

I. On August 17, 2016, F irst American filed suit against Laurence Schneider

("S ch11eider"). On September 22, 2020, this Court entered a Final Judgment ("Judgment") in

favor of First American and ordered Schneider to pay First American $1,547,391 .54 with interest

at the rate of 6.03% per year. 1 The Judgment against Schneider remains due and unsatisfied.

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2. On July 6, 2022, First American fi led its Second Amended Supplemental

Complaint for Reverse Piercing the Corporate Veil, Permanent Injunctive Relief, Avoidance and

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Recove,y of' Fraudulent Transfers, and Other Related Relief' (the "S11pple111e11tal Co111plai11f').

The Supplemental Compla int contains the following causes of action:

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a. Reverse piercing tbe corporate veil against I" F idelity Loan Servicing, LLC ("J"

Fidelity") and tbe Schneiders;

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b. Reverse piercing the corporate veil against S & A Capital Partners, Inc. (''S&A"),
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the Schneiders, and Brad and Paige Axel;

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c. Reverse piercing the corporate veil against Real Estate & Finance, lnc. ("REF')

and the Schneiders;

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d. Permane nt injunctive relief against the Schneiders and Brad and Paige Axel;
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e. Avoidance and recovery of fraudulent transfers against Stephanie;

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The Jud1,'Jl1ent was also emered against Schneider's wife, Stephanie Schneider ("Stephanie" and
together wi1h Schneider, "Sdmeiders"). On March 9, 2022, tbe Four1b District Court of Appeal entered
an order reversing the Judgment against Stephanie in Case No. 4 021-571 (the "Appe"f'). On March 22,
2022, First American filed a Motion for Rehearing and Motion or Rehearing En Banc in the Appeal,
which was denied on April 28, 2022. On May 31, 2022, First American filed a Notice to Invoke
Discretionary Jurisdiction of Supreme Court in the Florida Supreme Court, and on June 6, 2022, filed its
Jurisdictional B1ief. On July 14, 2022, Stephanie filed her Amended Answer to First American's
Jurisdictional Brief. The malter remains pending before the Florida Supreme Court as of the date of tbis
Motion.

MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S-3S8 ·6363
 f. Civi l conspiracy to commit fraudulent transfer against Stephanie; and

g. Aiding and abetting fraudulent transfer against S tephanie.

3. On August 4, 2022, First American fi led its Verified Emergency Motion for the

Appointment ofa Receiver (the "Receiver Motio11").

4. On August 5, 2022, the Court entered the Order. In the Order, the Court found as

follows:

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a. T hat First American is too far removed from any interest in the corporations to

have standing for the appointment of a receiver over Schneider's corporat ions;2

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b. That First American is too far removed to have standing relating to the assets of

Stephanie;

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c. That First American does oot have any legal or equitable to claim to the assets of

Stephan ie; aod

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d. T hat First American fai led to show an indisputable claim to all the assets of
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Schneider, and thus there was not a sufficient predicate for the appointment of a
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receiver for all of his assets .

ARGUMENT & MEMORAND UM OF LAW

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A. Legal Authority for Reconsideration.

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T his Court has the inherent authority to reconsider any of its interlocutory rulings before
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the entry of a final j udgment or a final order in the cause. N. Shore Hosp., Inc. v. Barber, 143 So.
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2d 849, 851 (Fla. 1962) ("[I]t is well settled that a tria l court has the inherent authority to control

its own interlocutory orders prior to final judgment.") (internal citation omitted); Seigler v. Bell,

148 So. 3d, 573, 478-79 (Fla. 5th DCA 2014) ("Motions for 'reconsideration ' apply to ooofinal,

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The "corporations" refer to l" Fidelity, S&A, and REF.

MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S·3S8·6363
interlocutory orders, and are based on a trial court's inherent authority to reconsider aud, if

deemed appropriate, alter or retract any of its nonfinal rulings prior to entry of the final judgment

or order tenuinating an action ... "), citi11g Silvestrone v. Edell, 721 So. 2d 1173, 1175 (Fla. 1998).

8. First American Has Standing To Seek Appointment of a Receiver.

Under Florida Statutes Section 726. 108, "[a] 'creditor' who possesses a 'claim ' may seek

a number of remedies to preveut the frauduleut transfer of assets. Among the remedies are

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avoidance of the transfer, attachment, an injunction, appointment of a r eceiver, and 'any other

relief the circumstances may require. "' Friedman v. Heart Inst. of Port St. Lucie, Inc., 863 So. 2d

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189, 192 (Fla. 2003) (emphasis added). Under Florida Stan11es Section 726. 102(5), a "creditor"

is a person who has a "claim," and under Florida Statutes Section 726.102(4), a "claim" is

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broadly defined as "a right to paymeut, whether or uot the right is reduced to judgment,
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liquidated, un liquidated, fixed, contingent, matured. unmatured, disputed, undisputed, legal,
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equitable, secured, or unsecured." It is "un iversally accepted, as well as settled in Florida, [a)
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claim under the Act may be maintained even though contingent and not yet reduced to
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judgment." Id. (internal quotation marks om itted), citing Cook v. Pompano Shopper, /11c. , 582

So. 2d 37, 40 (Fla. 4th DCA 1991) and Money v. Powell, 139 So. 2d 702, 703 (Fla. 2d DCA
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I962) (" In this state contingent creditors and tort claimants are as fully protected against
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fraudulent transfers as holders of absolute claims.").

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First American is a creditor that holds a number of claims against all parties involved. As
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to Schneider, First American is a creditor with a cla im that has been reduced to the Judgment. As

to I" Fidelity, S&A and REF, First American is a creditor with pending claims against them for

reverse piercing the corporate veil as Schneider's alter ego. As to Stepba1J ie, First American is a

creditor with pending claims against her for avoidance and recovery of fraudulent transfers, civil

MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S·3S8·6363
conspiracy to commit fraudulent transfer, and abetting aud abetting fraudulent trausfer.

Accordingly, First American is a "creditor" with a "claim" agai nst each of Schneider, the

corporations and Stephanie, which entitles First American lo seek the remedy of appointment of

a receiver under Florida Stanltes Section 726.108 to prevent the further fraudulent transfer and

dissipation of assets to the detriment of First American as a creditor against each of them.

Because First American is a creditor with claims, First American is not too far removed

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from any real interest in the corporations, in Schneider's assets, or in Stephanie's assets, to

precl ude as a matter of law the appointment of a receiver as requested in the Receiver Motion.

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The facts of this case are distinguishable from the facts of Warrington v. First Valley

Bank, 531 So. 2d 986 (Fla. 4th DCA 1988). In that case, First Valley Bank held a judgment

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agaiust Fred Warrington, aud sued Warrington and various members of bis fam ily to set aside
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\Varrington 's conveyance of stock in two corporations, for an injunction preventing the payment
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of c01p orate funds to the WatTington family, and for the appointment of a rnceiver lo preclude
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further payments by the corporations to the Warrington fami ly members. Id. at 987. T he specific
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question presented to the Fourth District Court of Appeals in that case was "whether a judgment

creditor of an erstwhile stockholder in a corporation has standing to request the appointment of a

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receiver for the corporation while the judgment creditor attempts to have the transfer of the ex-

stockholder's stock to his family declared a fraudulent conveyance." Id. In that case, the Fourth
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District determined that First Valley Bank did not have standing to seek the appointment of a
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recei ver because it was too far removed from a real interest in the corporations, but, if the bank

were a stockholder or creditor of the corporations, it might have standing to seek the appointment

of a receiver. Id. Based OD the facts presented in tbe published opinion, there were no claims

pending against the corporations which made First Valley Bank a creditor of the c01porations in

MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S·3S8·6363
any way, as opposed to simply a judgment creditor seekfog to avoid a judgment debtor's

fraudulent conveyance of his stock certificates in those corporations.

Thal is not the case here. First American is a creditor of the corporations over which a

receiver is sought and a creditor of Stephanie by virrue of its pending claims in the Second

Amended Complaint, which gives First American the standing to seek appointment of a receiver

that First Valley Bank lacked in the Warrington case.

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C. The Court Overlooked or Misunderstood Certain Facts in the Receiver
Motion.

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The Court appears to believe that First American is seeki ng the appointment of a receiver

over Stephanie and the corporations. However, that is not what First American seeks in the

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Receiver Motion. Whal First American is requesting is the appointment of a receiver with
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respect to Schneider and all o/his assets that were fraudulently transferred. In other words, First
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American seeks the appointment of a receiver over the entirety of Schneider's "estate," which is
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simi lar to the "estate" as defined by section 541 of title 11 of the Unites States Code (tbe

Bankmptcy Code). 3 Here, Schneider's estate consists of amounts fraudulently transfen-ed or

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commingled to the extent that the entities are mere alter egos of Schneider. Claims against

others lo avoid the fraudulently transfen-ed assets (such as assets fraudulently transferred to
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Stephanie) arc assets of Schneider's estate.

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Schneider's estate also includes income or other distributions due to it, such as
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distributions comi ng from S&A. As set fotth in the Receiver Motion, all that S&A consists of is
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a vessel for the receipt of payments from the service provider. Those funds are then entirely

funneled to Schneider. Accordingly, with respect to S&A, First American only seeks the

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As sec forch in section 541 of the Bankruptcy Code, a debtor's estate coosistS of "all legal or
equitable intercstS of the debtor in property" as well as .. (a)ny interest in property that the trustee
recovers" pursuant to, among other things, claims to avoid fraudulent transfers. 11 U.S.C. § 541(a).

MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S·3S8·6363
appoiJJtmeJJt of a receiver with respect to tbose fuJJds that will be distributed to Schneider

pursuant to his unilateral di rection and complete control over the entity, wh ich are part of

Schneider's estate.

This all mirrors the relief sought in the Supplemental Complaint, wh ich seeks to pierce

the corporate veil as to the corporations and seeks to avoid the fraudulent transfers as t.o

StepbaJJie. Schneider uti lizes the corporations be controls (I' ' Fidelity, S&A and R EF) as well as

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his wife Stephanie to move his assets out of his possession so that he can avoid paying the

Judgment. As set forth in the Supplemental Complaint, all such transfers were done with the

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intent of defrauding First American as a creditor and are avoidable pursuant to Florida law.

While the Supplemental Complaint is pending, Schneider continues to transfer his assets

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to his w ife and use tbe corporations as his personal piggy bank w itb extensive comm ingl ing.
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Accordingly, First American is being irreparably hanned. T be corporations are nothi ng but
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Schneider's personal piggy bank. Large sums are frequently transferred lo Schneider for his
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personal use (such as rent for his residence) or to his adult children. At all times, Schneider has
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retained full control over all funds of the corporations and all assets held by his wife Stephanie.

The Receiver Motion contains numerous allegations regarding the details of how
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Schneider is using each of the corporations and his w ife to freely move and transfer his assets so
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that he has full use of them to fund his day-to-day expenses and while his cred itors (such as First
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American) cannot reach them. Meanwhile, Schneider continues to evade the taking of his
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deposition and has yet to fully complete the Fact Information Sheet. Schneider is making a

mockery of these proceedings and the fact that a Judgment has been entered against him is of no

matter to him. He continues to play games, having no inteotioDs of ever paying tbe JudgmeDt.

More drastic measures must be taken to ensure that Schneider is not pennitted to flout Florida

MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S-3S8·6363
law to tbe detriment of First American as a creditor. Accordingly, First American is entitled to

the appointment of a Receiver who can ensure that the status quo is maintained and Schneider is

no longer pe1mirted to fraudulently transfer his assets and play fast and loose with these

proceedings.

The Court's appointment of a receiver will help ensure Schneider's compliance with the

Coutt's orders and Judgment and reduce the chance of Sclmeider fmtber dissipating bis assets.

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As set fotth in the Receiver Motion, Florida Statutes Section 726.108(1)(c)(2) entitles First

American to the appointment of a receiver "to take charge of the asset transferred or of other

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property of the transferee". See also Sallah ex rel. MRT LLC v. Worldwide Clearing LLC, 860 F.

Supp. 2d 1329 (S.D. Fla. 2011) (receiver authorized to avoid fraudulent transfers).

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To tbe extent tbe Court was under the impression that first American was seeking the
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appointmeut of a receiver over (a) all assets of Stephanie other than with respect to assets of
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Schneider fraudulently transferred to her, and (b) all assets of Ist Fidel ity, S&A and REF other
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than insofar as those corporations are merely the aller egos of Schneider, then Fi rst American
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now clarifies that this is the extent of the rel ief requested. Accordingly, it was error for the Court

to outright deny the Receiver Motion and the Court should reconsider the Order.
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WHEREFORE, First American respectfully requests this Cou1t reconsider the Order and
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grant any other rel ief this Court deems appropriate.

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Dated: August 16, 2022.

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REMAINDER OF PAGE LEFT INTENTIONALLY BLANK

MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S-3S8·6363
Respectfully subm itted,

ls/Meaghan E. Murphv Isl Neal H. Levin

Meaghan E. Murphy, Esquire Neal H. Levin, Esquire
Florida Bar No. I 02770 Admitted Pro Hae Vice
mmurphy@.melandbudwick.com nhlevin@freeborn.com
MELAND BUDWICK, P.A. FREEBORN & PETERS LLP
3200 Southeast Financial Center 311 South \Vacker Drive
200 South Biscayne Boulevard Suite 3000
Miami , Florida 33 131 Chicago, Ill inois 60606-6677

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Telephone: (305) 358-6363 Telephone: (312) 360-6000
Facsimi le: (305) 358-122 1 Facsimile: (3 12) 360-6520

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Co-Counsel for First American Bank Co-Cormselfor First American Bank

CERTIFJCATE OF SERVICE

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l HEREBY CERTIFY that a true and correct copy of the foregoing was served on August
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16, 2022, via the Florida court's e-filing portal upon all registered users.
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Isl Meaghan E. Murpltv
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Meaghan E. Murphy, Esquire

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MEL AND I BUDWICK

3200 SOUTHEAST FINANCIAL CENTER I 200 SOUTH BISCAYNE BOULEVARD I MIAMI. FL 33131 IT 30S·3S8·6363