First National Bank of Groton v. Dow

CourtUnited States Bankruptcy Court, N.D. New York
DecidedAugust 12, 2025
Docket24-50006
StatusUnknown

This text of First National Bank of Groton v. Dow (First National Bank of Groton v. Dow) is published on Counsel Stack Legal Research, covering United States Bankruptcy Court, N.D. New York primary law. Counsel Stack provides free access to over 12 million legal documents including statutes, case law, regulations, and constitutions.

Bluebook
First National Bank of Groton v. Dow, (N.Y. 2025).

Opinion

So Ordered. Signed this 12 day of August, 2025. = wo pany AK inal Wendy A. Kinsella & vos, So United States Bankruptcy Judge

UNITED STATES BANKRUPTCY COURT NORTHERN DISTRICT OF NEW YORK In re: Case No. 24-30534 David M. Dow, Chapter 7 Debtor. Judge Wendy A. Kinsella

First National Bank of Groton, Plaintiff, V. Adv. Pro. Nos. 24-50006 David M. Dow, and 24-50007 Defendant.

MEMORANDUM-DECISION AND ORDER Before the Court are two adversary proceedings brought by creditor First National Bank of Groton (‘Plaintiff’) against David M. Dow (“Defendant”). The first action seeks denial of Defendant’s discharge (the “Denial of Discharge AP” at Adversary Proceeding No. 24-50006) and the second proceeding seeks to have the debt arising from a certain loan from Plaintiff be declared

non-dischargeable (the “Loan Dischargeability AP” at Adversary Proceeding No. 24-50007).1 Plaintiff seeks relief under 11 U.S.C. §§ 727(a)(3)2 and (a)(4)(A),3 and 11 U.S.C. § 523(a)(2)(B),4 alleging fraud, false representations and material omissions on the part of the Defendant and also claiming Defendant submitted a false statement which resulted in a loan from Plaintiff that should not be discharged.

I. Jurisdiction The Court has jurisdiction to hear and decide these cases pursuant to 28 U.S.C. §§ 1334(b), 157(a), (b)(1), (b)(2)(I), and (b)(2)(J). This Memorandum-Decision and Order incorporates the Court’s findings of fact and conclusions of law as permitted by Fed. R. Bankr. P. 7052. II. Factual Background Defendant filed a chapter 7 bankruptcy petition on June 26, 2024 (the “Petition Date”).

Subsequently Plaintiff filed these two adversary proceedings. In his answers, Defendant denied all allegations, and asserted the affirmative defense that Plaintiff failed to state a claim upon which relief could be granted. The Court held a trial on May 28, 2025 (the “Trial”), after which the Court directed the parties to submit post-trial briefs and took the matter under advisement.5

1 Although Plaintiff filed two adversary proceedings, due to the identical parties and facts, only one trial was held. As a result, both actions will be addressed together in this Memorandum-Decision and Order. 2 Unless otherwise indicated, all sectional references are to Title 11 of the United States Code. 3 Plaintiff’s Post-Trial Submission expressly stated it was not proceeding under 11 U.S.C. § 727(a)(5). 4 Plaintiff’s Post-Trial Submission expressly stated it was proceeding only under 11 U.S.C. § 523(a)(2)(B). 5 The evidentiary record includes: (i) the Complaints (Denial of Discharge AP at Doc. 1 and Loan Dischargeability AP at Doc. 1); (ii) the Summonses (Denial of Discharge AP at Doc. 2 and Loan Dischargeability AP at Doc. 5); (iii) the Joint Stipulation of Undisputed Facts (Denial of Discharge AP at Doc. 15 and Loan Dischargeability AP at Doc. 17); (iv) Defendant’s List of Witnesses and Exhibits (Denial of Discharge AP at Doc. 14 and Loan Dischargeability AP at Doc. 16); (v) Plaintiff’s Witness List and Plaintiff’s Summary List of Exhibits (Denial of Discharge AP at Doc. 16 and Loan Dischargeability AP at Doc. 18); (vi) the following Exhibits introduced by Plaintiff: (a) Chapter 7 Bankruptcy Petition for David M. Dow dated June 24, 2024 (“Exhibit A” or the “Petition”); (b) Business Loan Application dated July 20, 2021 (“Exhibit B” or “Loan Application”); (c) List of Assets (“Exhibit C” or “Asset List”); (d) Promissory Note and Security Agreement dated July 27, 2021 (“Exhibit D”); (e) Guaranty dated July 27, 2021 Prior to the bankruptcy filing, Defendant was the President and a shareholder of A Burger Shack & More Corporation (the “Restaurant”). See Petition at 43; Exhibit F. As President, Defendant executed a loan agreement dated July 27, 2021 between Plaintiff and the Restaurant in the amount of $7,500.00 (the “Loan”) allegedly secured by $21,000.00 of restaurant equipment (the “Collateral”), which Defendant personally guaranteed. See Exhibit B; Exhibit C; Exhibit D

and Exhibit E. Plaintiff contends the Loan was approved based on materially false representations made by Defendant in the Loan Application, and that Defendant made the false representations intending to deceive Plaintiff, and upon which Plaintiff reasonably relied. Specifically, Plaintiff alleges that certain items of Collateral were not owned by the Restaurant, nor did Defendant or the Restaurant have any ability to grant Plaintiff a security interest in them, contrary to the representations made by Defendant. Further, Plaintiff alleges that Defendant made false statements in his Petition and under oath in his bankruptcy proceedings in connection with undisclosed assets and the Restaurant business; failed to disclose certain assets and transfers; and failed to retain or destroyed business records.

(“Exhibit E” or “Guaranty”); (f) Certificate of Incorporation, A Burger, Shack & More, Corporation (“Exhibit F”); (g) Corporate Authorization Resolution dated July 26, 2021 (“Exhibit G”); (h) Checking Account document dated July 27, 2021 (“Exhibit H”); (i) UCC–1 Financing Statement (“Exhibit I”); (j) Transcript of 341 Meeting held August 2, 2024 (“Exhibit J” or “341 Meeting Transcript”); (k) Commercial Lease between Gneiss Properties, LLC and David Dowd and Jennifer Johnson commencing July 1, 2021 (“Exhibit M”); (l) A Burger Shack & More – 2021 U.S. Income Tax Return for an S Corporation (“Exhibit O”); (vii) (a) the Testimony of David Dow, Defendant; and (b) the Testimony of Nicholas P. Brown, Witness for First National Bank of Groton (“Mr. Brown”); (viii) Plaintiff’s Post-Trial Submission (Denial of Discharge AP at Doc. 28 and Loan Dischargeability AP at Doc. 27); (ix) Defendant’s Post-Trial Memorandum (Denial of Discharge AP at Doc. 29 and Loan Dischargeability AP at Doc. 28); and (x) Trial Transcript (the “Transcript of Hearing”) (Denial of Discharge AP at Doc. 32 and Loan Dischargeability AP at Doc. 31). III. The Trial At the Trial, Defendant admitted he was President of the Restaurant and signed the Loan Application in his capacity as President. Transcript of Hearing, 7:1–9:9. Defendant further testified that, as President, he applied for and obtained the Loan, which was secured by the Collateral, and he and his fiancée executed the Guaranty. Id., 18:23–20:11; Exhibit B, Exhibit C,

Exhibit D and Exhibit E. Defendant testified that several items on the Asset List identified as business assets had never been owned by the Restaurant, and instead were owned by Defendant individually, or were owned by the landlord of the Restaurant space, Gneiss Properties, LLC (“Landlord”) or were leased from Click Lease.6 Transcript of Hearing, 20:15–32:3. In reviewing the business assets on the Asset List totaling $21,000.00 that were allegedly being pledged in connection with the Loan, Defendant testified that $14,400.00 of that equipment was not owned by the Restaurant. Id.7 He confirmed the 1995 Bayliner Boat and Trailer worth $10,000.00 and a 5x8 trailer worth $750.00, identified as personal assets on the Asset List, belonged to him. See id., 47:4–13; Exhibit C. He explained that because the Restaurant had a right of first refusal to

purchase the real property from the Landlord, the Landlord’s Equipment would be included with the real property purchase and would eventually belong to the Restaurant.

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