THOMAS, THOMAS & HAFER, LLP 

1025 CONNECTICUT AVE., NW, SUITE 608 

WASHINGTON, DC 20036 

6240478.1 

1 

IN THE UNITED STATES BANKRUPTCY COURT 

FOR THE EASTERN DISTRICT OF VIRGINIA 

Alexandria Division 

In re: * 

 Bankruptcy Case 

MOHAMED A. EL RAFAEI, * Case No. 20-12583-KHK 

 Chapter 7 

 Debtor. * 

 * * * * * * * * * * * 

H. JASON GOLD, CHAPTER 7 * 

TRUSTEE 

 P.O. Box 57359 * 

 Washington, DC 20037 

 * 

 Plaintiff 

 * Adversary Proceeding 

v. Case No. 

 * 

ADEL S. KEBAISH 

2333 Hunter Mill Road * 

 Vienna, Virginia 22181 

 * 

 and 

 * 

TYSONS LLC a/k/a TYSON’S LLC 

 2333 Hunter Mill Road * 

 Vienna, Virginia 22181 

 * 

 Serve On: 

 Adel S. Kebaish, R/A * 

 2333 Hunter Mill Rd. 

 Vienna, Virginia 22181 * 

 

 Defendants * 

 * * * * * * * * * * * * 

COMPLAINT 

 NOW COMES, H. Jason Gold, Chapter 7 Trustee (“Trustee” or “Plaintiff”), by and 

through undersigned counsel, and hereby files this Complaint against Adel S. Kebaish 

and Tysons LLC a/k/a Tyson’s LLC (“Defendants”), and, in support thereof, states as 

follows: 

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THOMAS, THOMAS & HAFER, LLP 

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JURISDICTION AND VENUE

1. Plaintiff brings this adversary proceeding pursuant to and under Rule 7001 

of the Federal Rules of Bankruptcy Procedure, seeking relief pursuant to, inter alia, 

Sections 502, 549, 550 and 551 of title 11 of the United States Code (the “Bankruptcy 

Code”) to recover transfers made to Defendants. 

2. The Court has jurisdiction over this adversary proceeding pursuant to 28 

U.S.C. §§ 157 and 1334. This adversary proceeding is a core proceeding pursuant to 

28 U.S.C. § 157(b)(2)(A), (F) and (O). 

3. Venue of this adversary proceeding is properly in the United States 

Bankruptcy Court for the Eastern District of Virginia pursuant to 28 U.S.C. §§ 1408 and 

1409. 

4. The Court has personal jurisdiction over the Defendants because they 

conducted business in this District, directed activities toward Debtor in this District, 

interacted with Debtor in this District, and/or the transfers at issue occurred, in whole or 

in part, in this District. 

PROCEDURAL BACKGROUND 

5. On November 23, 2020, Mohamed A. El Rafaei (“Debtor”) filed a voluntary 

petition for relief under Chapter 11 of Title 11 of the United States Bankruptcy Code (the 

“Bankruptcy Code”). 

6. On August 2, 2022, this Court entered an Order Approving Appointment of 

H. Jason Gold as Chapter 11 Trustee.

7. On August 17, 2022, this Court entered an Order Granting a Motion to 

Convert Case to Chapter 7. 

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8. H. Jason Gold has been appointed Chapter 7 Trustee for the Debtor’s 

estate and serves in such capacity pursuant to 11 U.S.C. § 702(d).

FACTS 

9. The Debtor is a member of Café Concepts LLC. 

10. On October 29, 2019, “Mohamed Elrafaei & Anis Rhanime doing business 

as Café Concepts, LLC” entered into a lease with “Adel S. Kebaish, MD/Tysons LLC” 

for commercial property at “7787 Leesburg Pie, Falls Church, Suite 100, VA 22043.” 

11. There is a handwritten note on the Lease stating, “Mohamed El Rafaei is 

personally guarantor of the whole lease amount.” 

12. The Lease’s term was December 1, 2019 to November 30, 2024. 

13. The Lease required monthly payments of $15,000.00 starting on April 1, 

2020. 

14. Before the Debtor filed for bankruptcy, he did not pay any of the rent due 

under the lease. Instead, Anis Rhanime paid all of the rent due. 

15. After the Debtor filed for Chapter 11 bankruptcy as a Debtor-inPossession, he made the following payments out of the Debtor-in-Possession account 

to the Defendants for rent or other costs associated with the property totaling 

$101,583.00. 

Date Amount 

2/8/21 $15,000.00

3/5/21 $15,000.00

4/10/21 $15,000.00

5/12/21 $8,000.00

5/14/21 $3,000.00

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5/14/21 $4,000.00

6/3/21 $8,000.00

7/9/21 $10,583.00

8/7/21 $15,000.00

9/21/21 $8,000.00

TOTAL $101,583.00

16. The Debtor did not make these payments in the ordinary course of 

business because the Debtor’s ordinary course of business before filing for bankruptcy 

did not include paying rent and other costs associated with the property. 

17. 11 U.S.C. § 363(c) authorizes transactions involving property of the estate 

only “in the ordinary course of business.” The aforementioned payments were not 

authorized by this section or any other provision of the Bankruptcy Code. 

COUNT I 

For Avoidance of a Post-Petition Transfers – 11 U.S.C. § 549 

18. Plaintiff repeats and realleges each and every allegation contained in the 

foregoing paragraphs as if fully set forth herein. 

19. The payments set forth above and made after the Petition Date were not 

authorize by this Court, the Estate or the law, and therefore, violated 11 U.S.C. § 549, 

and is subject to avoidance. 

20. Plaintiff is entitled to avoid the transfers set forth above. 

21. Defendants were the initial transferee of the transfers. 

22. The transfers constitute property of the Debtor’s estate. 

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23. Plaintiff is entitled to recover the full value of the transfer and the 

Defendants are liable for the full value of the transfers pursuant to Section 550 of the 

Bankruptcy Code. 

24. The aforementioned avoidable transfers should be preserved for the 

benefit of the Estate pursuant to 11 U.S.C. § 551.

COUNT II 

To Disallow Claims – 11 U.S.C. § 502 

25. Plaintiff repeats and realleges each and every allegation contained in the 

foregoing paragraphs as if fully set forth herein. 

26. Plaintiff seeks to disallow, pursuant to 11 U.S.C. § 502(d) and (j), any and 

all claims that the Defendants have filed or asserted or do file or assert against the 

Estate of the Debtor that made avoidable transfers, until such time that Defendants pay 

an amount equal to the aggregate amount of the transfers attributable to them, plus 

interest thereon and costs. 

27. Plaintiff does not waive but hereby reserves all of his rights to object to 

any such claim for any reason, including but not limited to any reason set for in 11 

U.S.C. § 502. 

COUNT III 

To Recover Property – 11 U.S.C. § 550 

 28. Plaintiff repeats and realleges each and every allegation contained in the 

foregoing paragraphs as if fully set forth herein. 

 29. As alleged above, Plaintiff is entitled to avoid the above referenced 

transfers. 

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 30. Defendants were the initial transferee, the entity for whose benefit the 

transfer was made, or an immediate or mediate transferee of such initial transferee. 

 31. Plaintiff is entitled to recover the value of the transfers under 11 U.S.C. § 

550, and is entitled to an order and judgment in the amount of the transfers. 

COUNT IV 

To Preserve the Transfers – 11 U.S.C. § 551 

 32. Plaintiff repeats and realleges each and every allegation contained in the 

foregoing paragraphs as if fully set forth herein. 

 33. The transfers described above are property of the estate of the Debtor. 

 34. The transfers described above should be preserved for the benefit of the 

Debtor’s estate pursuant to § 551 of the Bankruptcy Code. 

PRAYER FOR RELIEF 

 WHEREFORE, for the foregoing reasons, Plaintiff respectfully requests that this 

Honorable Court enter judgment against the Defendants granting the following relief: 

 A. Avoiding the above referenced transfers, holding the Defendants liable for 

the transfers that they received, and directing the Defendants to return to the Plaintiff 

the amount of the transfers that they received plus interest from the date of demand at 

the maximum legal rate and to the fullest extent allowed under applicable law, together 

with the costs and expenses of this action to the fullest extent allowed under applicable 

law pursuant to 11 U.S.C. §§ 549 and 550; 

 B. Preserving for the benefit of the Estate the above referenced transfers or 

the value thereof pursuant to 11 U.S.C. § 551; 

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 C. Disallowing any and all claims held or filed by any Defendants against the 

Estate of the Debtor until that Defendants return the amount of any transfers attributable 

to them to the Plaintiff pursuant to 11 U.S.C. § 502; and 

 D. Granting the Plaintiff such other and further relief as this Court may deem 

just and proper. 

/s/ Charles B. Peoples 

THOMAS, THOMAS & HAFER, LLP 

Charles B. Peoples, Esquire, VB No. 89981 

Thomas, Thomas & Hafer LLP 

1025 Connecticut Avenue, NW, Suite 608 

Washington, DC 20036 

Phone: (202) 945-9501 

Cell: (443) 907-6046 

Fax: (202) 945-9509 

cpeoples@tthlaw.com 

Counsel for Chapter 7 Trustee

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