1

UNITED STATES BANKRUPTCY COURT

SOUTHERN DISTRICT OF FLORIDA

WEST PALM BEACH DIVISION

www.flsb.uscourts.gov

In re: Case No.: 22-12790-EPK

Chapter 7

EXCELL AUTO GROUP, INC.,

Debtor.

_________________________________/

TRUSTEE’S NOTICE OF FILING OF TRANSCRIPT §341 MEETING OF CREDITORS

Nicole Testa Mehdipour (“Trustee”), Chapter 7 Trustee for the estate of Excell Auto 

Group, Inc., by and through undersigned counsel, hereby files the transcript of the §341 Meeting 

of Creditors taken on May 13, 2022. 

Respectfully submitted this 31th day of May 2022.

FURR AND COHEN, P.A.

One Boca Place, Suite 419A

2255 Glades Road

Boca Raton, FL 33431

Telephone: (561) 395-0500

Facsimile: (561) 338-7532

BY: /s/ Alan R. Crane 

Special Counsel for Trustee 

Alan R. Crane, Esq.

Florida Bar No.: 0963836

 E-mail: acrane@furrcohen.com

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1 UNITED STATES BANKRUPTCY COURT

 SOUTHERN DISTRICT OF FLORIDA

2

3

IN RE: CASE NO. 22-12790-EPK

4

5 EXCELL AUTO GROUP, INC.,

6 Debtor.

________________________________________/

7

8 341 MEETING OF CREDITORS

9 May 13, 2022

10 The above-entitled cause came on for a Section

11 341 Meeting of Creditors before Nicole Testa Mehdipour,

12 one of the trustees in the UNITED STATES BANKRUPTCY COURT,

13 in and for the SOUTHERN DISTRICT OF FLORIDA, via Zoom

14 Videoconference, on May 13, 2022, commencing at or about

15 8:39 a.m., and the following proceedings were had.

16

17

18

19

20

21

22

23

24 Transcribed from a digital recording by:

 Cheryl L. Jenkins, RPR, RMR

25

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1

 APPEARANCES VIA ZOOM:

2

3 NICOLE TESTA MEHDIPOUR, Trustee

4

 FURR & COHEN, by

5 ROBERT FURR, Esquire

 ALAN CRANE, Esquire

6 JASON RIGOLI, Esquire

 and

7 DAVID A. RAY, P.A., by

 DAVID A. RAY, Esquire

8 On behalf of Nicole Testa Mehdipour

9

 WEISS HANDLER & CORNWELL, by

10 HARRY WINDERMAN, Esquire

 On behalf of the Debtor

11

12 WERNICK LAW, by

 AARON A. WERNICK, Esquire

13 On behalf of Kristin and Scott Zankl

14

 SHRAIBERG PAGE, by

15 BRADLEY SHRAIBERG, Esquire

 On behalf of Franklin Capital Funding, LLC

16

17 RAPPAPORT OSBORNE & RAPPAPORT, by

 JORDAN RAPPAPORT, Esquire

18 On behalf of Richard Applegate, Andrew Greenberg,

 Richard Greenberg, Stefano Riga and Tarek Aboualazzm

19

20 MELAND BUDWICK, by

 JAMES C. MOON, Esquire

21 and

 CHRISTOPHER GEON, Esquire (in-house counsel)

22 On behalf of Chapford Specialty Finance, LLC and Chapford

 Credit Opportunities Fund, LP

23

24

25

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1 ALSO PRESENT VIA ZOOM

2

 M.A. DINKIN LAW FIRM, by

3 MITCHELL A. DINKIN, Esquire

 On behalf of Savannah Row Development Company, LLC

4

5 AKERMAN, LLP, by

 BRETT MARKS, Esquire

6 EYAL BERGER, Esquire

 On behalf of Ed Brown and Millco Atwater, LLC

7

8 NASON YEAGER, by

 IVAN J. REICH, Esquire

9 On behalf of the DCG 2008 Irrevocable Wealth Trust

10

 MORITT HOCK & HAMROFF, by

11 THERESA DRISCOLL, Esqurie

 On behalf of Integrated Vehicle Leasing

12

13 LEIDERMAN SHELOMITH ALEXANDER + SOMODEVILLA, by

 ZACH B. SHELOMITH, Esquire

14 On behalf of Woodside Credit, LLC

15

 BRINKLEY MORGAN, by

16 MARK LEVY, Esquire

 On behalf of Chad Zakin

17

18 NATHAN G. MANCUSO, Esquire

 On behalf of Excell Auto Sport and Service, Inc.

19

20 BEIGHLEY MYRICK UDELL & LYNNE, by

 THOMAS ZEICHMAN, by

21 On behalf of Prestige Luxury Cars, LLC

22

 JAMES MILLER, Esquire

23 On behalf of Auto Wholesale of Boca, MMS Ultimate and

 Moshe Farache

24

25

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1

 BREUER LAW, by

2 STEPHEN C. BREUER, Esquire

 On behalf of David Amsel

3

4 BAKER DONELSON, by

 TRAVIS HARVEY, Esquire

5 On behalf of BAL Investments, LLC

6 PACK LAW, by

 JOE PACK, Esquire

7 JESSY KREHL, Esquire

 On behalf of Greenbucket, OLP EAG, LLC and EAG Wholesale

8

9 DANIEL GOLD, Trial Attorney

 Office of the U.S. Trustee

10 Department of Justice

11

 ALSO PRESENT

12

 Adam Balinsky

13

 Aaron Parkinson

14

 Mr. Goodman

15

 Matthew Troccoli

16

 Sean Kirwan

17

 Mr. Baum

18

 Greg Nelson

19

 Gregor Rasard

20

 Alex Byall

21

 Barry Lefkowitz

22

 Lillian Roberts

23

 - - - - - - -

24

25

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1

2 WITNESS

Scott Zankl Page

3 Examination by Ms. Mehdipour 8

 Examination by Mr. Moon 98

4 Examination by Mr. Dinkin 110

 Examination by Ms. Driscoll 112

5 Examination by Mr. Shelomith 116

 Examination by Mr. Shraiberg 121,168

6 Examination by Ms. Roberts 128

 Examination by Mr. Krehl 131

7 Examination by Mr. Miller 136

 Examination by Mr. Harvey 157

8 Examination by Mr. Dinkin 110

 Examination by Ms. Driscoll 112

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1 MS. MEHDIPOUR: All right. Good morning

2 everyone. Again, this is Trustee Nicole Mehdipour. I've

3 been appointed by the United States Trustee's Office as

4 the Chapter 7 bankruptcy trustee in this case.

5 Today we're here for the 341 Meeting of

6 Creditors for Excell Auto Group, which filed a Chapter 7

7 bankruptcy on April 8th, 2022.

8 Pursuant to the U.S. Department of Justice

9 Executive Office for United States Trustees, any

10 electronic recording in any manner whatsoever, whether

11 it's audio, photograph or video is strictly prohibited.

12 No one is permitted to record or televise the debtor, me,

13 or any party in this proceeding. By dialing into this

14 meeting you are agreeing and acknowledging that you accept

15 these terms.

16 For those of you who are not familiar with

17 the way a 341 Meeting works, this is an official forum

18 where I get to ask the debtor any questions about assets

19 and liabilities, and then I'll open up the forum to any

20 creditors or parties in interest who would like to ask

21 questions.

22 All right. Mr. Winderman, would you please

23 let me know, I see three people, who is here today on

24 behalf of the debtor?

25 MR. WINDERMAN: I'm here, Harry Winderman,

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1 from Weiss Handler & Cornwell. Along with me is

2 Scott Zankl, who is appearing on behalf of the debtor.

3 He's accompanied by his wife, Kristin Zankl, and his other

4 bankruptcy counsel, Aaron Wernick.

5 MS. MEHDIPOUR: Is anyone else in the room?

6 MR. WINDERMAN: No, ma'am, I would announce

7 them.

8 MS. MEHDIPOUR: Thank you. Okay. Good

9 morning.

10 All right. Does Ms. Zankl intend to testify

11 today on behalf of the debtor in any manner?

12 MR. WINDERMAN: No, ma'am.

13 MS. MEHDIPOUR: Thank you.

14 All right. I've reviewed the photo ID for

15 Scott Zankl. Mr. Zankl, I need to swear you in. Would

16 you please confirm that you're -- would you raise your

17 right hand? Is Scott in the middle, Mr. Zankl in the

18 middle? I see him.

19 Okay. There are a lot of people on this

20 Zoom and so it's hard for me to see. There we go.

21 All right. Sir, do you affirm to tell truth

22 the truth, the whole truth, and nothing but the truth

23 under penalty of perjury?

24 MR. ZANKL: I do.

25 Thereupon,

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1 SCOTT ZANKL,

2 having been first duly sworn, was examined and testified

3 as follows:

4 EXAMINATION

5 BY MS. MEHDIPOUR:

6 Q. Would you please state your full name for

7 the record?

8 A. Scott Zankl.

9 MS. MEHDIPOUR: All right. We already have

10 appearances for the debtor.

11 At this point, although it's going to take a

12 bit of time, I am going to ask any creditors or parties in

13 interest to make an appearance, and so if you would please

14 state your name, if you are an attorney, who you

15 represent, and if you represent multiple parties, would

16 you please list those parties?

17 I think the best way to do this would be for

18 me to just call out those folks that I see, and that I

19 recognize on the Zoom meeting. So we'll go with Mr. Moon.

20 MR. MOON: Thank you. James Moon, M-o-o-n,

21 on behalf of Chapford Specialty Finance, LLC and Chapford

22 Credit Opportunities Fund, LP.

23 MS. MEHDIPOUR: Thank you. Good morning.

24 All right. Mr. Dinkin.

25 MR. DINKIN: Good morning. My name is

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1 Mitchell Dinkin. I'm the attorney for creditor Savannah

2 Row Investment.

3 MS. MEHDIPOUR: Thank you.

4 Mr. Marks.

5 MR. MARKS: Good morning, Madam Mehdipour.

6 This is Brett Marks. On the phone with me is my partner

7 Eyal Berger, and we both represent Ed Brown, and a company

8 called Millco Atwater.

9 MS. MEHDIPOUR: Thank you. Good morning.

10 Mr. Gold.

11 MR. GOLD: Yes, good morning. Dan Gold,

12 last name is spelled G-o-l-d, from the United

13 States Trustee.

14 MS. MEHDIPOUR: Thank you.

15 Mr. Reich.

16 MR. REICH: Yes, hi, Madam Trustee.

17 Ivan Reich on behalf of the DCG 2008 Irrevocable Wealth

18 Trust, and also with us today is the trustee of that

19 trust, Mr. (Inaudible).

20 MS. MEHDIPOUR: Thank you. Good morning.

21 Ms. Driscoll.

22 MS. DRISCOLL: Yes, good morning.

23 Theresa Driscoll, Moritt Hock & Hamroff for Integrated

24 Vehicle Leasing.

25 MS. MEHDIPOUR: Thank you.

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1 Mr. Wernick.

2 MR. WERNICK: Yes, Aaron Wernick on behalf

3 of Scott Zankl and Kristin Zankl.

4 MS. MEHDIPOUR: Thank you.

5 Mr. Shelomith.

6 MR. SHELOMITH: Good morning.

7 Zach Shelomith on behalf of Woodside Credit, LLC.

8 MS. MEHDIPOUR: Thank you.

9 Mr. Crane and Mr. Rigoli.

10 MR. RIGOLI: Good morning. Jason Rigoli,

11 and Alan Crane is on the line with us, counsel for the

12 trustee, Nicole Mehdipour.

13 MS. MEHDIPOUR: Thank you. Good morning.

14 Mr. Ray.

15 MR. RAY: Good morning. David Ray for the

16 Chapter 7 trustee.

17 MS. MEHDIPOUR: Thank you.

18 Mr. Berger.

19 MR. BERGER: Ms. Mehdipour, I represent the

20 same parties that Mr. Marks announced, Ed Brown and Millco

21 Atwater.

22 MS. MEHDIPOUR: Thank you.

23 Mr. Levy.

24 MR. LEVY: Good morning. Mark Levy on

25 behalf of Chad Zakin.

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1 MS. MEHDIPOUR: Mr. Mancuso.

2 MR. MANCUSO: Good morning. Nate Mancuso on

3 behalf of Excell Auto Sport and Service, Inc.

4 MS. MEHDIPOUR: Very good.

5 Mr. Furr, I didn't introduce you.

6 MR. FURR: Good morning. Robert Furr, also

7 special counsel to the trustee.

8 MS. MEHDIPOUR: Mr. Zeichman.

9 MR. ZEICHMAN: Good morning. Tom Zeichman

10 on behalf of creditor Prestige Luxury, LLC.

11 MS. MEHDIPOUR: Mr. Miller.

12 MR. MILLER: Good morning. James Miller on

13 behalf of Auto Wholesale of Boca, MMS Ultimate and

14 Moshe Farache.

15 MS. MEHDIPOUR: Mr. Shraiberg.

16 MR. SHRAIBERG: Good morning.

17 Bradley Shraiberg on behalf of Franklin Capital Group.

18 MS. MEHDIPOUR: Mr. Rappaport.

19 MR. RAPPAPORT: Good morning.

20 Jordan Rappaport on behalf of Tarek Aboualazzm, Stefano

21 Riga, Richard Applegate, Richard Greenberg and Andrew

22 Greenberg.

23 MS. MEHDIPOUR: Very good.

24 All right. I'm working my way down the list

25 here. Mr. Balinsky.

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1 MR. BALINSKY: Hi. I'm Adam Balinsky, I'm a

2 principal of Chapford Credit Opportunity Fund --

3 MS. MEHDIPOUR: Thank you.

4 MR. BALINSKY: -- represented by Mr. Moon.

5 MS. MEHDIPOUR: Thank you.

6 Mr. Parkinson.

7 MR. PARKINSON: Aaron Parkinson here

8 (inaudible) -- Investments.

9 MS. MEHDIPOUR: Good morning.

10 Mr. Shaw.

11 MR. SHAW: This is (inaudible) Shah with

12 respect to OLP EAG, LLC and ENG Wholesale, LLC.

13 MS. MEHDIPOUR: Thank you.

14 Mr., is it Geon (phonetic)?

15 MR. GEON: Yes, ma'am. Chris Geon, in-house

16 counsel for Chapford Credit Opportunities Fund.

17 MS. MEHDIPOUR: Good morning. Thank you.

18 Mr. Goodman.

19 MR. GOODMAN: Hi. Yes, I'm just watching as

20 an interested party.

21 MS. MEHDIPOUR: Thank you.

22 Mr. Troccoli.

23 MR. TROCCOLI: Good morning. I represent

24 the same party as Mr. Shelomith, Woodside Credit, LLC.

25 MS. MEHDIPOUR: Good morning.

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1 Mr. Rose.

2 MR. ROSE: (No verbal response.)

3 MS. MEHDIPOUR: Mr. Scott Rose.

4 MR. MOON: Madam Trustee, Scott Rose is also

5 one of the principals with Chapford Specialty Finance.

6 MS. MEHDIPOUR: Thank you, Mr. Moon.

7 All right. Is there anyone that I have

8 forgotten? Some people are signed in with just a phone

9 number.

10 Oh, Mr. Breuer, there you are. Good

11 morning.

12 MR. BREUER: Good morning. Stephen Breuer

13 on behalf of David Amsel.

14 MS. MEHDIPOUR: Mr. Kirwan.

15 MR. KIRWAN: Good morning. Sean Kirwan.

16 I'm one of the principals of Woodside Credit, LLC.

17 Mr. Troccoli and Mr. Shelomith are my attorneys.

18 MS. MEHDIPOUR: Good morning.

19 MR. KIRWAN: Good morning.

20 MS. MEHDIPOUR: Is it Mr. Baum?

21 MR. BAUM: Yeah, I'm here with Franklin,

22 represented by Bradley Shraiberg.

23 MS. MEHDIPOUR: Very good. Good morning.

24 And is there anyone that I have missed?

25 MR. HARVEY: Yes, good morning. Travis

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1 Harvey, H-a-r-v-e-y, on behalf of BAL Investments, LLC.

2 MS. MEHDIPOUR: Good morning.

3 Anyone else?

4 UNIDENTIFIED: Yes.

5 MR. RASARD: We have Gregory Rasard

6 (phonetic) from Chapford Capital Group.

7 MS. MEHDIPOUR: Good morning.

8 MR. BILE: And you have Alex Byall from

9 Chapford Capital Group.

10 MS. MEHDIPOUR: Thank you.

11 MR. LEFKOWITZ: And Barry Lefkowitz from

12 Franklin Capital Group.

13 MS. MEHDIPOUR: Very good.

14 UNIDENTIFIED: And Harold (inaudible) from

15 (inaudible) --

16 MS. MEHDIPOUR: Thank you. Good morning.

17 Anyone else?

18 MR. NELSON: Greg Nelson from Franklin

19 Capital Group.

20 MS. MEHDIPOUR: Okay. It looks like we have

21 41 participants.

22 Anyone else care to make an appearance?

23 (No verbal response.)

24 MS. MEHDIPOUR: All right. Very good.

25 My suggestion is that I will entertain

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1 questions from parties in interest and creditors when I'm

2 finished with my examination, and what I would recommend

3 is that if you are on the line and you care to ask

4 questions, what you will do is send a chat message, which

5 is just to me, that states who you are and who you

6 represent, and at the end of my examination, I will go

7 ahead and call on you to ask any questions.

8 Please also note that we are going to be

9 scheduling a Rule 2004 Exam on June 2nd on behalf of me,

10 as the trustee, with my counsel, and then we will be

11 providing a procedure, which we hope the Court to approve,

12 in the form of a scheduling order, where we then set a

13 number of days aside specifically for any creditors or

14 parties in interest who would like to cross-notice.

15 I will be sending a mass email out today

16 with all of that information and dates to all of the

17 parties.

18 Okay. Let's go ahead and get started.

19 BY MS. MEHDIPOUR:

20 Q. Mr. Zankl, would you please tell me what

21 your position was with the debtor. And when I refer to

22 the debtor, it's going to be Excell Auto Group, Inc.

23 A. My position was owner/general manager.

24 Q. And did you read the bankruptcy schedules

25 and papers before they were filed?

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1 A. Yes.

2 Q. Okay, and were all of your assets listed in

3 your bankruptcy papers?

4 MR. WINDERMAN: Can I get some

5 clarification? We uploaded amended schedules last night,

6 and if you're referring to the original schedules as

7 amended --

8 MS. MEHDIPOUR: Correct.

9 MR. WINDERMAN: -- that will be fine.

10 Thank you.

11 BY MS. MEHDIPOUR:

12 Q. So let me repeat the question, Mr. Zankl.

13 In your bankruptcy papers, did you list all

14 of the assets of Excell Auto Group, in your original

15 papers or as amended?

16 A. Yes.

17 Q. And have you listed all of your creditors in

18 your bankruptcy papers?

19 A. No, I don't believe I have. I'm seeing some

20 on here that I don't believe I've listed.

21 Q. Okay. Who is missing from the bankruptcy

22 papers, if you would please give me that list?

23 A. I believe I did not list Greenbucket.

24 Q. Okay.

25 A. And OLP.

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1 Q. OLP?

2 A. Yes.

3 Q. Okay, and how much money do you believe

4 Excell owes Greenbucket?

5 A. I wouldn't -- I'd need to see the documents.

6 I wouldn't be able to answer that without the documents.

7 Q. Okay, and what documents would you look at

8 in order to make a determination as to the amount owed to

9 Greenbucket?

10 A. The contracts that were done.

11 MR. PACK: I'm sorry for the interruption.

12 This is Joe Pack. I was just brought in. I was just

13 literally dialing in that minute. I'm counsel to

14 Greenbucket.

15 MS. MEHDIPOUR: Thank you, Mr. Pack.

16 MR. PACK: I'd also like to announce that

17 I'm dialing in as counsel to OLP EAG, LLC and EAG

18 Wholesale.

19 MS. MEHDIPOUR: Thank you, Mr. Pack. I'll

20 give you an opportunity at the end of my examination to

21 ask any questions, if you wish.

22 MR. PACK: Thank you, Ms. Mehdipour. Also

23 my colleague Jessy Krehl will probably be dialing in

24 shortly. Let me announce, preemptively on behalf of him.

25 Sorry for the interruption, and thank you.

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1 MS. MEHDIPOUR: Thank you, Mr. Pack.

2 BY MS. MEHDIPOUR:

3 Q. Mr. Zankl, getting back to Greenbucket, what

4 specific documents would you look at? You said there was

5 a contract. What type of contract?

6 A. It was a participant contract, an investment

7 contract.

8 Q. Okay, and what did the contract say, what

9 were the terms of it?

10 A. I wouldn't -- I need to see the contracts, I

11 don't remember exactly. It was years ago.

12 Q. Okay. Was Greenbucket providing an

13 investment to Excell Auto Group?

14 A. Yes.

15 Q. Do you know what the principal amount was?

16 A. I would need to see those documents.

17 Q. Was it in a lump sum, or was it in

18 installments?

19 A. That was installments, installments.

20 Q. And do you recall, was there a profit split,

21 or was interest supposed to be paid?

22 A. The documents would state it. I need to see

23 the documents.

24 Q. Okay, and could you direct me specifically

25 to where I would find those documents? If they are in my

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1 possession, where would they have been located in the

2 business premises?

3 A. Yes, you do have the documents. They would

4 have been in the accounting office.

5 Q. Okay, and when you refer to the accounting

6 office, you mean the back office that had the keypad on

7 the door that was looked?

8 A. Yes, yes, yes, yes.

9 Q. Okay. All right. I have the same questions

10 for OLP in terms of how that worked, was it part of the

11 same agreement, or did you enter into a separate agreement

12 with OLP?

13 A. A separate agreement.

14 Q. Okay. So the same questions for that deal,

15 was this an investment, or lump sum, or installments?

16 A. It was installments, and it was an

17 investment, yes.

18 Q. Okay. Do you know how much you received

19 from OLP?

20 A. I'd have to see the documents.

21 Q. Okay. Do you know what the terms of the

22 arrangement were, in terms of profit or interest payments?

23 A. Interest, once again, I mean, I'd have to

24 see the documents.

25 Q. Okay, and is the answer the same to the

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1 question about where those documents would have been

2 located?

3 A. Yes, they were in that office.

4 Q. Okay. Other than those two creditors that

5 are not on your schedules, are there any other parties in

6 interest or creditors that you would like to disclose at

7 this point that need to be on your Schedule E and F --

8 A. No.

9 Q. -- which lists the unsecured creditors in

10 your case, or on Schedule D, which lists the secured

11 creditors?

12 A. No.

13 Q. I'd like to go through the history of the

14 debtor company.

15 When was Excell Auto Group formed?

16 A. Back in 2000.

17 Q. 2001?

18 A. No, the year 2000.

19 Q. Thank you.

20 And when the company was formed, who were

21 the initial owners?

22 A. Just myself.

23 Q. 100 percent owner?

24 A. Yes.

25 Q. Okay, and when the bankruptcy was filed

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1 about five weeks ago, who were the owners?

2 A. Myself, 25 percent -- 25.5 percent, my wife

3 25.5 percent, and Ed Brown, 49 percent.

4 Q. At what point did the ownership structure

5 change from you having a hundred percent ownership

6 interest to the percentages that you've just testified

7 about?

8 A. To what I just testified about, back in --

9 it was right around, I want to say June, I think, June

10 of '20, I think.

11 Q. June of 2020?

12 A. I believe so, yes.

13 Q. Okay, and why did the ownership structure

14 change at that point?

15 A. Because -- it changed because Mr. Brown

16 invested into the company.

17 Q. And what documents would I look for in order

18 to determine how that ownership structure changed in terms

19 of something that memorialized it?

20 A. They would have, they would have been in the

21 office, the accounting office, which you have possession

22 of.

23 Q. And do you know what kind of document it

24 was?

25 A. Yes, it was a contract.

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1 Q. Okay. Did you have an attorney help you

2 with the drafting and preparation of that contract?

3 A. Yes.

4 Q. Who was that?

5 A. Tom Grenear (phonetic).

6 Q. Okay. When Excell Auto Group started back

7 in 2000, what was the business purpose? What did it do?

8 A. When it first started it was a finance

9 company, assisted people to achieve financing for cars.

10 Q. And when did that come to change over time?

11 A. I don't -- it changed to where it was still

12 doing the financing, but then also buying and selling

13 cars, right around 2003, I think, 2004, right around there

14 it started to do just as much in the car sales as it did

15 the finance.

16 Q. Okay, and when the company was formed what

17 was your role?

18 A. When it was formed it was just myself, I was

19 the only employee, so I did everything.

20 Q. And back in 2000, where was the company

21 operating out of?

22 A. Boca Raton, Florida.

23 Q. At the same address as when it filed for

24 bankruptcy, at 1001 Clint Moore Road, or a different one?

25 A. A different address.

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1 Q. Okay. What was the address, do you recall?

2 A. No, I don't.

3 Q. All right, and so in the beginning you were

4 handling everything, it sounds like, is that right?

5 A. Yes, yes.

6 Q. And then at what point did your role change

7 regarding your role and responsibilities with the company?

8 A. Can you -- as far as what?

9 Q. In terms of responsibilities, day-to-day

10 functions.

11 A. That changed probably, I'd say, around 2006.

12 Q. Okay.

13 A. 2006.

14 Q. And in 2006, is that when you -- did you

15 start to employ other staff to come in?

16 A. Yes.

17 Q. And who did you bring in at that point?

18 A. I brought in -- I actually brought in sales

19 staff prior to that, 2003, 2004, and then brought in

20 office staff to handle the books and all that in 2006.

21 Q. Okay. Do you remember which employees you

22 brought in in 2003?

23 A. I remember one of the gentleman's name was

24 Joe Palasano (phonetic).

25 Q. Okay.

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1 A. He was a sales guy, he was a sales guy.

2 Q. And anyone else?

3 A. In the very beginning, no. In 2006 I had

4 about six sales guys at that time.

5 Q. And what did that number -- how did that

6 number change just prior to the bankruptcy filing? How

7 many sales folks did you have working for you?

8 A. Three -- excuse me, no. Yes, three.

9 Q. Okay, and when I say working for you, I'm

10 talking about specifically Excell Auto Group, not the

11 other entities.

12 A. Oh, oh, oh, sales guys for Excell, there

13 wasn't any.

14 Q. Okay. So in 2022 it would be zero?

15 A. Yes, yes.

16 Q. All right. Were you, yourself, doing any

17 sales work on behalf of Excell Auto Group at that time?

18 A. No.

19 Q. Okay, and what was Ms. Zankl's role at

20 Excell Auto Group initially?

21 A. She didn't really start doing anything with

22 the company until, really until 2022.

23 Q. Okay, and would you explain to me when

24 Ms. Zankl specifically started doing work for Excell Auto

25 Group, and what her responsibilities and tasks were?

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1 A. Yes, it was -- she was dedicated for the

2 employees, as far as hiring, bringing on new staff,

3 setting up policies and procedures for the staff, vacation

4 time, she brought in the drug policy.

5 Q. And so Ms. Zankl was working in more of a

6 human resources capacity?

7 A. Yes.

8 Q. Okay, and do you remember what month that

9 started this year?

10 A. I would say in January.

11 Q. Okay. So January of 2022 is when Ms. Zankl

12 started working and performing human resource

13 responsibilities for the debtor, is that right?

14 A. Yes.

15 Q. Okay, and was Ms. Zankl compensated for any

16 of that, for any of that work?

17 A. Just her W-2 salary.

18 Q. Okay, and what was the W-2 salary, how much

19 was that?

20 A. I'd have to, I'd have to see the W-2. I

21 don't know off the top of my head.

22 Q. Okay. In a general sense, would you please

23 explain what Dealertrack is?

24 A. Dealertrack is, it's an accounting software

25 that dealerships use to keep track of their sales and

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1 inventory, and as well as uploading details, and printing

2 contracts for customers.

3 Q. Okay, and does it have two aspects of the

4 software, one on the accounting side and one for the

5 deals?

6 A. Yes, it does. It has one side that is

7 dedicated to sales, and it has one side dedicated to the

8 accounting side.

9 Q. Okay, and how would a person keep track of a

10 sales transaction in Dealertrack?

11 A. Can you explain more, like --

12 Q. Sure.

13 A. -- what you're actually asking?

14 Q. Sure.

15 You have a transaction where someone is

16 coming to purchase a vehicle. How would you go about

17 entering that information into the system?

18 A. Well, the sales side, only the sales guys

19 could enter the sales information. The salesmen did not

20 have access to the accounting side. So, they would just

21 enter the customer's name and address, and what car they

22 were looking to purchase on the sales side.

23 Q. And when you say only the sales guys, did

24 that include yourself?

25 A. Yes, we only had access to the sales side of

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1 Dealer Track. We didn't have access to the accounting

2 side.

3 Q. Okay, and who were the folks that had --

4 would you tell me their names, in addition to yourself,

5 who had the access on the sales side?

6 A. Myself, Jonathan Martin, Oleg Kouznetsov.

7 Q. Okay.

8 A. And --

9 Q. Anyone else?

10 A. Well, at the time I filed, or -- right at

11 the time I filed, correct, is what you're asking?

12 Q. At the time you filed, who would have had

13 access. Let's say in 2022, to make it easier.

14 A. That would have been also then

15 Gustavo Leiva.

16 Q. Okay. So that's Gustavo L-e-v-i-a?

17 A. Yes.

18 Q. And how do you spell Oleg's last name?

19 A. I destroy --

20 Q. Is it with a K?

21 A. Yes.

22 Q. It is with a K?

23 A. It is with a K, yes.

24 Q. All right, and did Ms. Zankl have access to

25 Dealertrack in any way?

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1 A. No, no.

2 Q. Did anyone outside the company have access

3 to Dealertrack in any way?

4 A. No.

5 Q. What about your CPA, did your CPA have

6 access to the accounting side of that software?

7 A. No.

8 Q. Okay. Was there someone responsible for

9 reviewing Dealertrack and ensuing the accuracy of the

10 information that would be inputted?

11 A. Yes.

12 Q. Who was that?

13 A. That would have been either -- there was a

14 couple people, it would have been either Teddi Powlen, and

15 at the end, up until 2022, it also would have been

16 Nidia Levia.

17 Q. Okay, and when you say Teddi's name, did her

18 last name change at one point?

19 A. Yes.

20 Q. Was it Soufol?

21 A. Soufol, yes.

22 Q. And then what was her current name, her last

23 name?

24 A. Powlen, P-o-w-l-e-n, I think.

25 Q. Thank you.

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1 Okay, and so was there a procedure in place

2 where, we'll call them by their first names, Teddi and

3 Nidia, would follow in order to make sure the information

4 was accurate?

5 A. I really didn't get -- I really wasn't

6 involved in that. I mean, they handled everything on the

7 accounting side.

8 Q. Okay. So, did you, yourself, have access to

9 Dealertrack's accounting portal?

10 A. No, I did not.

11 Q. Do you know why that was?

12 A. I just never needed it. That wasn't what I

13 did. I was just in charge of doing all the sales, so I

14 never had access, nor did I need it.

15 Q. Who was -- who would you consider to be the

16 supervisory person who was responsible for the accuracy of

17 the information that would be inputted into Dealertrack?

18 A. It would have been both --

19 Q. Okay.

20 A. -- Teddi and -- yeah, it would have been

21 both of them. They kind of watched each other. So, I

22 mean --

23 Q. And are you able to explain on the financial

24 side how Dealertrack worked, or is that something that

25 Teddi and Nidia would need to explain to me?

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1 A. Yeah, yes, it would be them.

2 Q. Okay. When you were analyzing and reviewing

3 inventory of Excell Auto Group through the years, how

4 would you keep track of the inventory that the company was

5 holding, would it be through Dealertrack?

6 A. No -- I mean, yes, there was a Dealertrack,

7 but I didn't use that part. That would have been done on

8 the accounting side. Throughout the years I just kept my

9 own spreadsheet.

10 Q. Okay, and when you say you kept your

11 spreadsheet, would that have been in a program like

12 Excel --

13 A. Yes.

14 Q. -- or Google, I don't remember the name of

15 it.

16 A. It was just a spreadsheet I kept in a file

17 that I just updated.

18 Q. Okay, and was that on the computer that, the

19 laptop -- excuse me, the desktop that you kept in your

20 office at Excell?

21 A. Yes.

22 Q. All right, and where would those Excel or

23 spreadsheets be saved, were they in a Google portal, or

24 were they on the hard drive?

25 A. I'm not a -- I don't really know the

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1 difference. I know --

2 Q. Okay.

3 A. -- it was saved under Excell inventory, the

4 file.

5 Q. Okay. So at any given point if you wanted

6 to know what you had for sale, you could go into your

7 computer and you would be able to find a spreadsheet that

8 would show you what your inventory was at any given

9 moment, is that right?

10 A. That is true, yes.

11 Q. Okay.

12 A. But I also did -- I just knew what I had,

13 too. I mean --

14 Q. So if the salespeople wanted to know what

15 was on the floor or available for purchase or sale, how

16 would they understand what the inventory was comprised of?

17 A. We had a sales meeting every single day at

18 9:30, to 10:30, and we would go over the inventory every

19 morning.

20 Q. Okay, and at those sales meetings did you

21 have lists that you would distribute to each of those

22 members, or how did you understand and get on the same

23 page as to what was available?

24 A. No, I would not hand out lists. We would

25 just, we would verbally go over all the cars, and all the

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1 cars were in the showroom floor, so --

2 Q. Okay.

3 A. -- and they were all there --

4 Q. Okay, and when you say the showroom floor,

5 you're referring to the 1001 Clint Moore Road, Boca

6 premises?

7 A. Yes.

8 Q. Okay. In terms of computerized books and

9 records, were all members of Excell, or employees, able to

10 collaborate on various documents in a cloud or, do you

11 know, were they limited to what was on their own hard

12 drive?

13 A. Can you give me anything specific or --

14 Q. So, if you were preparing your inventories,

15 would Nidia or Teddi have access to those inventory

16 spreadsheets?

17 A. No.

18 Q. Okay, and the same question would be if they

19 were preparing financial statements, or inventories, or

20 anything financial related, would you have access to their

21 documents?

22 A. Only if they gave them to me.

23 Q. Okay.

24 A. I don't have access any other way.

25 Q. Okay. Who was the person in charge of IT at

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1 Excell Auto Group?

2 A. We really didn't have anybody that was --

3 the girls, if there was an issue with anything, they would

4 call somebody to come in that they knew. We really didn't

5 have a dedicated IT.

6 Q. Okay, but at one point did that change where

7 you used an outside provider?

8 A. It was always, always like that.

9 Q. All right.

10 A. We didn't have, like, a dedicated IT.

11 Now, when you're referring to an IT, you

12 mean fixing computers, is that what you mean, or what --

13 Q. Well, there is two aspects. There is one,

14 who was responsible if there were IT issues within the

15 company, and then the second question would be, did you

16 ever use a service provider to come in and work on your

17 computers, or set up your system? So let's go with the

18 first question, I think you answered, which was, no, you

19 had no one internally who was in that role, is that

20 correct?

21 A. As far as, yeah, doing the repairs, or if

22 the computers had issues, we always brought somebody from

23 outside to fix them, yes.

24 Q. Okay. Who was that person that you brought

25 in?

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1 A. That would actually be a question that Teddi

2 or Nidia could answer.

3 Q. Okay.

4 A. Because they're the ones who would call. I

5 didn't get involved with that.

6 Q. Okay, and we'll talk about Teddi and Nidia

7 in more detail in just a moment, but did you ever instruct

8 either of those folks as to what to put into the books,

9 and what to record as to certain transactions?

10 A. No, no, just the transactions, how they

11 would be loaded, and the deals of how they got put in.

12 Q. Okay, and in terms of who supervised their

13 accounting and financial responsibilities, who would that

14 person have been?

15 A. Themselves.

16 Q. Okay. Okay. All right. So it's a good

17 opportunity to specifically talk about Ms. Soufol, Teddi,

18 and we've touched on some testimony about her role.

19 When she was initially hired, do you

20 remember what year that was?

21 A. Well, she came -- she originally retired

22 back in 2007, 2007, yeah, 2007, and then she worked for a

23 couple of years, she left, and then she came back in two

24 thousand and, I want to say thirteen, maybe.

25 Q. Okay. So let's go back a second, because

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1 you said she retired in '7. When did she -- did she come

2 to you in the beginning of the company's business, or what

3 year did she come? The business was started in 2001, you

4 said, right?

5 A. Yes, she originally first was hired -- first

6 she was hired back in 2007.

7 Q. Okay, and what kind of background did she

8 come from?

9 A. Comptroller, she was a comptroller at a lot

10 of other car dealerships.

11 Q. Okay, and what was her position that you

12 hired her for at Excell?

13 A. Comptroller.

14 Q. Okay, and did that -- what did you believe

15 in your mind her responsibilities were at comptroller?

16 A. Well, that's a normal comptroller position,

17 it's managing and handling the books, and the day-to-day

18 of the accounting office, and implementing policies and

19 procedures.

20 Q. Who directly reported to Teddi?

21 A. Well, that -- she -- pretty much everybody.

22 Q. Did the sales --

23 A. (Inaudible.)

24 Q. -- report to her?

25 A. They had to report to her when it came to

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1 accounting issues or accounting -- anything with

2 accounting or money, they had to report to her, yes.

3 Q. Okay, but as far as sales and deals, the

4 sales folks reported to you as their supervisor?

5 A. When it came to the deals, yes, but if there

6 was an issue or anything with money, collecting money or

7 anything like that, they would go to Teddi.

8 Q. Okay, and did her role as comptroller change

9 over time?

10 A. It did.

11 Q. And how did that change?

12 A. She wanted to retire. So in the last, I'd

13 say, two, two and a half years, she went from a full-time

14 to, you know, kind of a part-time, but I kept her on a

15 full-time salary.

16 Q. Okay. So she was compensated as a full-time

17 employee, but she was working as a part-time employee, is

18 that right?

19 A. Yes.

20 Q. Okay. Did anyone come in to supplement her

21 role, or to assist in the fact that her hours were

22 reduced?

23 A. Yes, that was Nidia.

24 Q. Okay, and what year did Nidia come in?

25 A. When she was first hired, or when did she

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1 start there?

2 Q. When did she first start working for you?

3 A. I want to say right around two thousand -- I

4 don't know the specific date, but I think it was right

5 around 2015, I believe.

6 Q. Okay. Okay, and when did Teddi leave the

7 company?

8 A. When did she leave?

9 Q. Uh-huh.

10 A. I think it was probably the second week in

11 April of '22.

12 Q. Okay. Let's talk about Nidia Levia. She

13 came in in 2015 you said?

14 A. I believe so. It was, it was either 2015 or

15 2016, but it was one of those two. I don't remember

16 exactly.

17 Q. And what position was she hired for?

18 A. Receptionist.

19 Q. Okay, and when she initially came in as

20 receptionist, was she doing -- in addition to that, was

21 she doing any financial work with Teddi?

22 A. No.

23 Q. Okay. So when did that change?

24 A. Teddi started to train her two thousand and

25 -- the end of 2018, maybe, 2019.

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1 Q. Okay, and then what was she training her

2 specifically to do in terms of her responsibilities?

3 A. To eventually take over Teddi's position.

4 Q. Okay, and other than Teddi and Nidia, were

5 there any other parties or employees that had access to

6 the financials of Excell Auto Group?

7 A. No.

8 Q. Okay. All right. When Excell was first

9 started in 2000, how did the company obtain the vehicles

10 that it would have for sale?

11 MR. WINDERMAN: I'm going to object to the

12 form, I don't think it's consistent with his prior

13 testimony.

14 MS. MEHDIPOUR: That's fine. It is a

15 341 Meeting. Let me try --

16 MR. WINDERMAN: Can you clarify the

17 question?

18 MS. MEHDIPOUR: Let me try and rephrase the

19 question.

20 BY MS. MEHDIPOUR:

21 Q. When the company first started, how did you

22 acquire your inventory?

23 A. Well, we didn't really start off buying

24 cars. It was a finance company.

25 Q. Okay.

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1 A. So --

2 Q. Okay. All right. That's fair.

3 A. When I did start buying cars, you know, when

4 I did start buying cars, had gotten a little line of

5 credit with a company called MAFS, M-A-F-S.

6 Q. M-A --

7 A. -- F-S, it stood for Manheim Auto Auction,

8 it was their finance, floor plan/finance company.

9 Q. Okay, and you had a line of credit with

10 them, and so how would it work, if a customer wanted a

11 specific Ferrari, what would happen?

12 A. Well, no, we don't -- I just bought cars.

13 Back then we just bought them and put them on the line of

14 credit, and advertised and sold them.

15 Q. Okay.

16 A. We sold what we had.

17 Q. And did that come to change at some point?

18 A. Yeah, the sales guys, I mean, when they

19 started hiring salespeople, they would do both selling

20 from what was in the store, and they would find cars for

21 customers as well, the sales guys.

22 Q. Okay. Did you purchase wholesale?

23 A. Yes.

24 Q. And who would you purchase from?

25 A. There was about a hundred different dealers

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1 around the country that I would buy from wholesale, if

2 that's what you're referring to.

3 Q. Yes.

4 And if I wanted a list of who those folks

5 would be, where would I find that?

6 A. You would not find a list. It would be --

7 literally you would have to go through all the deals to

8 see the different places that we bought from. There

9 really wasn't a list.

10 Q. Okay. Okay, and did Excell Auto Group have

11 commercial loans?

12 A. Can you clarify what you mean?

13 Q. Did you enter into any loan agreements with

14 any institutions?

15 A. Can you just clarify, like, you're talking

16 about --

17 Q. Sure. For example, did you have any loan

18 relationships with banks, like SunTrust, or other lending

19 institutions?

20 A. Back in 2016 I think.

21 Q. Okay, and who was that with specifically?

22 A. Seaside, Seaside Bank.

23 Q. Okay. Do you remember, was it a credit

24 line? How did it work, the lending relationship?

25 A. It was a credit line.

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1 Q. It was a credit line, okay, and do you

2 remember what your credit line was, in terms of how much

3 at that point?

4 A. It was seven and a half million.

5 Q. Okay, and what were you using that credit

6 line for, to buy vehicles?

7 A. Yes.

8 Q. All right, and was the money used for

9 anything else?

10 A. No.

11 Q. Did you ever use it for expenses of the

12 business that were unrelated to the purchase of vehicles?

13 A. It was a credit line, it was used for, yes,

14 cars and --

15 Q. I'm sorry, cars and --

16 A. Yes, it was used for -- it was a credit

17 line, it was used for cars and for whatever, the business

18 expenses.

19 Q. Okay, and would those include the repayment

20 of any investors?

21 A. No.

22 Q. Okay, and would you use that credit line for

23 personal expenses, do you know?

24 A. No.

25 Q. Okay. You don't know, or the answer is no?

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1 A. No.

2 Q. Did Excell Auto Group ever come to have

3 consignment relationships?

4 A. Yes.

5 Q. Okay, and when do you believe that that

6 started, what year?

7 A. I don't remember.

8 Q. Okay. Do you know if it was in the last

9 five years that you used the consignment arrangement?

10 A. I don't. I mean, it was -- I don't remember

11 exactly when we started doing that.

12 Q. Okay. All right. Would you -- do you know

13 if within the last five years you used consignments at

14 all?

15 A. Yes.

16 Q. Okay, and would you explain to me how that

17 would work? Describe a consignment for me.

18 A. Well, I wasn't really involved in the

19 consignments. So it was more the sales guys brought in

20 the consignments.

21 Q. Okay, and did you have any say in whether

22 you took a car in on consignment?

23 A. I didn't have a say, I didn't get involved

24 in it. The only thing that I would have, which was a

25 blank policy for my sales guys, it was just to make sure

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1 the car had never been in an accident, that's all. That

2 was my only say, is that they couldn't bring in a

3 consignment that's been in an accident.

4 Q. Okay. So, the sales folks had the ability,

5 as long as they complied with that policy, no car

6 accidents on the consigned cars, they really had the

7 discretion to determine what came in on consignment and

8 what didn't?

9 A. Yes.

10 Q. And you mentioned earlier in your testimony

11 that you would keep a spreadsheet so that you had a handle

12 on the inventory. How were you able to keep an accurate

13 inventory if you weren't involved in that consignment

14 process?

15 A. Because it didn't matter to me on the

16 consignments because I didn't own them.

17 Q. Okay, and so at any given point if someone

18 wanted to determine which vehicles were on consignment,

19 how would they do that?

20 A. Well, the sales guys were -- that's one of

21 the reasons we had the meeting every morning, is so that

22 they could all go back and forth, and everyone knew what

23 was going on as far as inventory, and the sales guys were

24 really good about talking to each other, so they knew what

25 was consignment.

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1 Q. So do you believe that they kept a list in

2 their heads as to what would currently be on consignment?

3 A. Yes.

4 Q. And are you aware of anyone keeping a

5 written record of what those cars were on consignment?

6 A. Can you clarify that as far as written

7 records.

8 Q. Sure. Not -- we'll get to the actual

9 consignment agreement, but a way to go in and say these

10 five vehicles are on consignment, versus here is my list

11 of what I have for sale that's non-consignment?

12 A. No.

13 Q. Okay. So no written list which would

14 differentiate that, is that right?

15 A. (No verbal response.)

16 Q. I'm sorry, I couldn't hear you.

17 A. No, there wasn't.

18 Q. Thank you.

19 Okay, and so just getting back to it, could

20 you explain to me how the consignment would work?

21 A. Well, a customer would bring in the car, and

22 the sales guys would have it inspected to make sure it

23 wasn't in an accident, and the sales guys would determine

24 a price that the customer wanted for the car, and as long

25 as the car passed inspection, and the sales guys, or the

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1 -- or whoever was up front, as far as receptionist goes,

2 would do the consignment form with the customer, and

3 generally it would be for 30 days, 60 days if we didn't

4 sell it, and then the customer would come pick up the car

5 and take it back.

6 Q. At the point that someone came in and said

7 consignment, I'd like to see how much I can get for my

8 vehicle, would the car then go on the showroom floor?

9 A. No, it would go for inspection first.

10 Q. Okay. So, that's fair.

11 A. Yeah, to make sure there was no accident.

12 Q. Okay.

13 A. As long as it past inspection --

14 Q. Where would that inspection happen?

15 A. At the service shop, Sport and Service.

16 Q. Okay, that's Excell Auto Sport and Service?

17 A. Yes.

18 Q. 5471 on Federal Highway, is that the one

19 we're talking about?

20 A. Not on Federal, it's on --

21 Q. Dixie, excuse me.

22 A. Yeah, Dixie Highway.

23 Q. Okay. Thank you.

24 And the price would be determined by the

25 customer, and then who prepared -- okay. Let me back up a

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1 moment.

2 Were there written consignment agreements to

3 memorialize the relationship?

4 A. Yes.

5 Q. Okay, and in terms of the form of that

6 consignment agreement, was that something that an attorney

7 prepared for you?

8 A. Actually I don't -- I'm not sure who

9 prepared the form, to be honest.

10 Q. Okay. Someone would sign a consignment

11 form. Who would actually come up with that document then,

12 would it be a salesperson?

13 A. Yes, or --

14 Q. Okay.

15 A. -- the young lady up front, the

16 receptionist.

17 Q. And is that Nidia?

18 A. No, it would have been, it would have been

19 Mylar, sometimes Alana would do it.

20 Q. Okay. Did they have a standard form that

21 you know of that they would use?

22 A. Yes.

23 Q. Okay, and the customer would agree upon an

24 amount, and they would accept that or higher, is that

25 right?

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1 A. No, they would accept the amount that they

2 wrote on the document.

3 Q. Okay, and if someone were to offer less

4 money, how would that work?

5 A. It was the job of the sales guy to contact

6 the consignment individual and present the offer, and if

7 the customer agreed to anything less than what was on the

8 document, the sales guy was required to get in writing via

9 text or email.

10 Q. Okay, and did you have anything to do with

11 the decisions in terms of the consignments?

12 A. No, just to make sure that there was no

13 accidents. I just didn't want the cars to have accidents

14 representing them.

15 Q. Okay, and where would the consignment

16 agreement be located? Where would I find consignment

17 agreements?

18 A. They would have been in the office, in the

19 accounting office.

20 Q. Okay.

21 A. But they only would have been there if the

22 cars were on consignment. If the cars were sold, those

23 agreements would have been put into the deal jacket. If

24 the customer picked up the car and it didn't sell, they'd

25 just shred the consignment agreement, they didn't keep

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1 them, there is no reason to.

2 Q. Okay. So if I wanted to go back and

3 determine the consignment arrangement on a particular

4 vehicle that had been sold, I would have no documents to

5 look at it.

6 A. No, no, they'd be in the deal jacket.

7 Q. They'd be in the deal jacket, okay.

8 A. If it was sold, yeah, if it was actually

9 sold.

10 Q. And would that all be reflected in

11 Dealertrack?

12 A. No.

13 Q. Okay. The form of consignment agreement, do

14 you know if that form ever changed over time?

15 A. I believe it did change. I know it changed

16 the one time, but I really wasn't involved in it, so --

17 but I do know they did change it once.

18 Q. And do you know how they changed it?

19 A. I do not.

20 Q. Okay, and we're using the word "they", we're

21 talking about the salespeople or Mylar?

22 A. No, if any of those documents would have

23 been changed, it would have been Teddi or Nidia.

24 Q. Okay. Would that have been in consultation

25 with you?

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1 A. No, they knew actually more about that than

2 I did. So I trusted them, and they knew what they were

3 doing.

4 Q. Okay. Did Excell Auto Group at one point

5 ever come to use private investors?

6 A. Yes.

7 Q. Okay, and do you remember what year that

8 started?

9 A. 2011.

10 Q. And who were -- at that point who was the

11 private investor, do you recall who it was?

12 A. That was -- 2011, that was Steve Gelb.

13 Q. How do you spell his last name?

14 A. G-e-l-b.

15 Q. B, as in boy, or V, as in Victor?

16 A. G-e-l-b, as in boy.

17 Q. Thank you.

18 A. Steve Gelb.

19 Q. Okay, and what was the arrangement with

20 Mr. Gelb?

21 A. I'd have to have those documents to really

22 answer it correctly.

23 Q. Okay. What documents would we need to look

24 at in order to refresh your memory about the relationship?

25 A. There was a contract that was executed back

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1 then.

2 Q. Okay. Was it with Mr. Gelb, personally, or

3 an entity that he owned?

4 A. It was with an entity.

5 Q. And do you remember the name of it?

6 A. Savannah Row.

7 Q. Okay, and was Savannah Row supposed to lend

8 Excell a lump sum, or were there separate installments, or

9 separate small loans?

10 A. I've got to -- that was so long ago, I'd

11 have to have those documents.

12 Q. Okay. Do you remember in total what you owe

13 Savannah Row?

14 A. I mean, just to be accurate, I would really

15 want to see the documents so I can be exactly accurate.

16 Q. Okay.

17 MR. MOON: Madam Trustee, just a quick

18 clarification question for you. You were asking about

19 private investors, and it sounded like you were asking

20 about lending arrangements. I just was wondering if we

21 can clarify if you're asking about private investors or

22 private lenders. Thank you.

23 MS. MEHDIPOUR: Thank you, Mr. Moon.

24 Yes, what I want to focus on first are the

25 private investors.

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1 BY MS. MEHDIPOUR:

2 Q. Do you -- without the contract or the

3 documents in front of you, are you unable to explain the

4 specific relationship to me, Mr. Zankl?

5 A. Yes.

6 MR. WINDERMAN: Yes, and for clarification,

7 we're not sure that the legal consequences of that

8 language between lender and investor has been clarified

9 yet. We may take the position that all the investors were

10 lenders and acted in a usurious manner.

11 BY MS. MEHDIPOUR:

12 Q. Mr. Zankl, what was your understanding about

13 what Savannah Row was acting as?

14 A. A lender.

15 Q. Okay. Were the funds that you borrowed from

16 Savannah Row tied to specific vehicles?

17 A. No.

18 Q. Okay, and so how would the relationship

19 work, would you determine that you needed a certain amount

20 of funds and then seek those from Savannah Row?

21 A. Are you talking about in the original, when

22 you first -- I'm not sure what you're asking.

23 Q. Your first, your first interaction with

24 Savannah Row, why did it come about?

25 A. He had actually approached me about

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1 investing.

2 Q. Mr. Gelb?

3 A. Yes.

4 Q. Okay, and what did Mr. Gelb say to you?

5 A. Just, he wanted to know if he could get

6 involved.

7 Q. Okay, and do you remember what the proposal

8 was that he made to you?

9 A. No.

10 Q. Okay, and what would refresh your

11 recollection in the debtor's books and records about that

12 arrangement?

13 A. I'd just need the contract.

14 Q. Okay. Other than Savannah Row, would you

15 tell me who the other folks were that were private

16 investors in your mind?

17 A. What do you mean? Can you clarify what you

18 mean by investor or lender? I mean, can you clarify what

19 you mean, investor or lender? I'm not sure.

20 Q. Well, there certainly is a distinction. Let

21 me try and ask it a different way.

22 In your mind how do you believe you would

23 characterize the relationship with folks like Savannah

24 Row?

25 A. A lender, he was a lender.

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1 Q. You believe they were lenders, okay.

2 A. Yes.

3 Q. And did you, in fact, pay Savannah Row back?

4 A. Can you clarify that?

5 Q. Sure.

6 Was Savannah Row -- did you make payments on

7 this lending arrangement that you believed you had with

8 them?

9 A. Yes.

10 Q. Okay, and how often were those payments

11 made?

12 A. Every month.

13 Q. Monthly.

14 And were you paying interest, do you know?

15 A. It was all interest.

16 Q. Okay. Was there a split of profits with

17 Savannah Row?

18 A. No.

19 Q. Okay, and what in your mind is your

20 definition of a lender?

21 A. My definition is someone who lends money and

22 makes interest on it.

23 Q. Okay, and who were the other parties that

24 were in that same category in your mind, can you give me

25 some other examples?

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1 A. I mean --

2 Q. Was there anyone that you believed was

3 similar in terms of the lending relationship to Savannah

4 Row?

5 A. Can you give me some examples and I will

6 answer?

7 Q. Do you remember anyone else approaching you

8 about a similar relationship, where there was an offer to

9 lend money, and you signed an agreement, can you give me

10 another example of an entity that you did that with?

11 A. Yes, I mean, there are other groups that are

12 on here.

13 Q. Okay. Let's talk about one of them, give me

14 an example of one of them.

15 A. I'm trying to think of the names of the

16 entities. DCG, I guess.

17 Q. DCG?

18 A. I think that's one of them, yeah.

19 Q. Okay.

20 A. They had different entities.

21 Q. All right. Do you remember how that

22 relationship first came up with DCG?

23 A. I don't remember exactly how it came up, no.

24 Q. Okay. Do you remember how much money they

25 loaned you, or provided to you?

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1 A. I'd have to see the documents.

2 Q. Okay. Do you know if payments were made to

3 DCG on account of --

4 A. Yes.

5 Q. Yes.

6 Okay. Were those monthly?

7 A. Yes.

8 Q. Were they supposed to be interest payments?

9 A. Yes.

10 Q. Was there a split of profit with DCG?

11 A. No.

12 Q. Okay, and what document memorialized this

13 relationship?

14 A. It would have been the contracts that we

15 signed.

16 Q. And those would be located in the debtor's

17 books and records?

18 A. Yes.

19 Q. Okay. What about Mr. Ed Brown?

20 MR. WINDERMAN: Madam Trustee, when you

21 reach a breaking point, we'd like five minutes.

22 MS. MEHDIPOUR: Sure, I'm happy to take that

23 now.

24 MR. WINDERMAN: Okay. That's fine. We

25 appreciate it.

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1 MS. MEHDIPOUR: Just please remember that

2 there are many people on the phone, and if you're trying

3 to have a private discussion, you should put your computer

4 on mute.

5 MR. WINDERMAN: We're going to do that, but

6 we don't intend to have a private discussion.

7 MS. MEHDIPOUR: Thank you.

8 For everyone on the phone, we'll take a five

9 to seven-minute break, and then we'll resume at that

10 point.

11 (Thereupon, a recess was had, after which

12 the following proceedings were had:)

13 BY MS. MEHDIPOUR:

14 Q. Okay. Mr. Zankl, you realize you're still

15 under oath?

16 A. Yes.

17 MS. MEHDIPOUR: Okay. Very good.

18 All right. Just for those parties on the

19 line, I am going to give you an opportunity to ask very

20 specific questions as to your particular arrangements, and

21 so bear with me just a little bit longer.

22 I do think a lot of these questions are more

23 appropriate for a 2004 Examination where Mr. Zankl can

24 have the benefit of being provided with documents as to

25 all of the specifics.

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1 So, I anticipate probably going maybe

2 another 30 to 45 minutes or so, and then I'm going to open

3 it up to the creditors and parties in interest.

4 Thank you for those of you who are sending

5 me information. I am recognizing your chats, and for

6 those of you who want to ask questions, remember to send

7 me your name -- I see Mr. Moon did that, your name and who

8 you represent.

9 Okay. Very good.

10 BY MS. MEHDIPOUR:

11 Q. All right. Mr. Zankl, just going back to

12 Savannah Row for a moment, when you testified that in that

13 situation you were not receiving, I believe you said there

14 was no split of profits, and you believed that you were

15 just receiving monthly interest payments. Do I have that

16 testimony correct?

17 A. Paying monthly interest payments.

18 Q. Excuse me, making and paying monthly

19 interest payments, is that correct?

20 A. Yes.

21 Q. Okay, and you also testified that the deals

22 were not related to specific vehicles with respect to

23 Savannah Row, is that correct?

24 A. Yes.

25 Q. Okay. So, how did you keep track of the

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1 funds that you would receive from Savannah Row, is my

2 first question?

3 A. That would have been in the accounting

4 office.

5 Q. Okay, and so would most of these come in by

6 wire or check when they were funding?

7 A. Once again, I would need to see the

8 documents on that, the bank statements and documents.

9 Q. Okay. Who would first know about the wire

10 or check being received?

11 A. The girls in the office, the accounting

12 office.

13 Q. Okay. Would that be Teddi or Nidia?

14 A. Yes.

15 Q. Would they indicate to you, for example, we

16 have just received a million dollars in by wire from

17 Savannah Row, would that be something that they would do?

18 A. Yes.

19 Q. Okay, and then they would record that as

20 they saw fit in the accounting side?

21 A. Yes.

22 Q. And I believe you testified earlier that you

23 didn't have any say in how that was recorded?

24 A. Yes.

25 Q. Okay.

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1 MR. DINKIN: Madam Trustee, this is

2 Mitchell Dinkin, I'm the attorney for Savannah Row.

3 Can you just please clarify on the record

4 that you're speaking about hypotheticals and not specific

5 transactions related to my client?

6 MS. MEHDIPOUR: Thank you, Mr. Dinkin. That

7 was completely a hypothetical, yes.

8 MR. DINKIN: Thank you.

9 MS. MEHDIPOUR: Very good.

10 BY MS. MEHDIPOUR:

11 Q. All right, and would those be recorded in

12 Dealertrack, Mr. Zankl, the receipt of funds from someone

13 such as Savannah Row?

14 A. I believe so, yes, it would be in

15 Dealertrack.

16 Q. On the accounting side of Dealertrack?

17 A. I believe so, yes.

18 Q. Do you know if hard copies of these

19 transactions were also kept?

20 A. I don't know.

21 Q. Okay, and who would know?

22 A. That would have been Nidia and Teddi.

23 Q. Okay. How was it determined how much

24 someone like Savannah Row would be paid back?

25 A. I'd have to have those documents in front of

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1 me.

2 Q. Okay, but I'm not asking you about a

3 specific amount, but in general, how would you determine

4 what and when to pay someone like Savannah Row back?

5 A. Well, it was in the documents, as far as I

6 remember it was in the documents when I paid and how much.

7 Q. And what documents are you referring to?

8 A. The ones that were signed when we did the

9 deals.

10 Q. Who gave the decision as to what would be

11 paid back?

12 A. Well --

13 MR. WINDERMAN: I don't understand the

14 question.

15 THE WITNESS: Yeah, I don't understand. I

16 don't understand --

17 MS. MEHDIPOUR: Just one moment. There is

18 an interference on the line here.

19 BY MS. MEHDIPOUR:

20 Q. Mr. Zankl, there was an interference on the

21 line here, and I wasn't able to hear anything that you

22 said.

23 My last question was who made the decision

24 as to what would be repaid?

25 A. It was on the contract, it was on the

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1 documents.

2 Q. If payments were made, would you instruct

3 Teddi or Nidia to make those payments?

4 A. Well, it was usually set in the documents.

5 If I had the documents in front of me, I could tell you.

6 There is actually due dates. I don't have them in front

7 of me.

8 Q. I understand that, but did Teddi and Nidia

9 have the discretion to make these payments, or did you

10 advise them to do it?

11 A. No, they had the discretion.

12 Q. So they didn't need to check with you first?

13 A. No.

14 Q. And they would be able to determine the

15 amounts that were being paid back on their own?

16 A. They were established in the contracts.

17 Q. Okay. Getting back to DCG Trust, your

18 testimony before our break was that the payments were

19 interest only and not a share of profits, is that correct?

20 A. Yes.

21 Q. And were those tied to a specific vehicle?

22 A. No.

23 Q. They weren't.

24 Okay. Do you recall having entered into a

25 document called a profit participation agreement with

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1 TCG Trust?

2 A. I'd have to see it.

3 Q. And where would copies of any such

4 agreements be kept?

5 A. They would have been in the office that you

6 referred to before --

7 Q. Okay, but --

8 A. -- in the accounting office.

9 Q. -- as you sit here today, you don't recall

10 whether you had entered into something called profit

11 participation agreements?

12 A. No, I'd have to see the document.

13 Q. Okay. Do you know why investors would be

14 indicating that their investments were tied to certain

15 vehicles?

16 A. No.

17 Q. Do you recall seeing anything in the banking

18 or the wire transfers where specific VINs were notated on

19 the wires that were coming in to Excell?

20 A. No, I never really looked -- I never really

21 went in, that was something the office handled, the banks

22 and stuff, with the bank.

23 Q. Okay, and as you sit here today, you don't

24 recall whether you had a profit sharing agreement with

25 Ken Goodman and DCG Trust, is that correct?

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1 A. Yes.

2 Q. Okay. Do you recall, in general, whether

3 there was any private person either in their individual

4 name, the name of a company or trust, where investments

5 were made in specific vehicles? That's my first question.

6 A. No, I'd have to -- no, I'd have to see the

7 documents to determine that.

8 Q. Okay, and the second part of that question

9 is whether you recall any private person, whether in the

10 name of a company or trust, or in their own name, entered

11 into an arrangement with you where they expected a split

12 of profits on the sale of any vehicle?

13 A. Once again, I would have to just see the

14 documents for the arrangement, I'd have to see them.

15 Q. Okay, and I'm not referring to anything

16 specific right now.

17 In the history of the company, which started

18 in 2000, do you have any recollection of whether there was

19 profit splitting with respect to any individual vehicles

20 that you sold?

21 A. No.

22 Q. You have no recollection or you believe that

23 profits were not split?

24 A. I mean, we're going back 22 years, I don't

25 have any -- I don't remember exactly over the last

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1 22 years.

2 Q. Okay. Do you remember in the last five

3 years whether you had a profit splitting arrangement with

4 anyone with respect to an individual vehicle?

5 A. No.

6 Q. Okay, and with respect to the DCG Trust and

7 Ken Goodman, do you have any knowledge or recollection

8 about providing him with monthly reports?

9 A. I'd have to see, I'd have to see the

10 documents you're talking about, no.

11 Q. When investors were repaid, do you have any

12 understanding of why the funds went to companies or

13 businesses versus individuals?

14 MR. WINDERMAN: We object to the use of the

15 word "investor".

16 BY MS. MEHDIPOUR:

17 Q. Okay. Did Excell ever report any interest

18 payments to the IRS?

19 A. That would be a question for Teddi and

20 Nidia. I didn't handle that.

21 Q. So if there was a tax obligation or

22 liability, Teddi or Nidia would be the folks that would

23 deal with that aspect?

24 A. Yes.

25 Q. And did they have to come -- let me strike

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1 that.

2 Did you have meetings with Nidia or Teddi on

3 a monthly/weekly basis to go over the accounting?

4 A. Years and years ago, yes.

5 Q. What year?

6 A. I'm sorry?

7 Q. What year?

8 A. No, I said years and years ago, yes.

9 Q. Yes, what year?

10 A. Oh, we stopped having meetings like that

11 probably in 2016, 2017.

12 Q. Why did those stop?

13 A. Because Nidia started managing it more, and

14 Teddi was kind of taking a side step. So Teddi was more

15 about having the meetings than Nidia was, so it just

16 stopped.

17 Q. Okay. I'd like to get into, in the interest

18 of time, and respecting the folks who are on the line in

19 terms of wanting to examine Mr. Zankl further, I'd like to

20 get into the relationship between some of the entities in

21 this case.

22 When was Karma of Palm Beach, Inc. formed?

23 A. I believe -- I don't have the specific date,

24 but it was towards the end of 2020.

25 Q. Who in -- in the tax returns, who would have

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1 been issued K-1s?

2 MR. WINDERMAN: Unless you can establish

3 that it was an S-corporation, there wouldn't have been any

4 K-1s.

5 MS. MEHDIPOUR: Let me ask another question.

6 BY MS. MEHDIPOUR:

7 Q. Mr. Zankl, who were the owners of Karma of

8 Palm Beach, Inc.?

9 A. Well, it changed, but when it first started

10 it was 50 percent myself, 50 percent my wife.

11 Q. Okay, and when did that change?

12 A. It changed when Mr. Brown got involved, it

13 changed to 25.5 percent for her and I, and 49 percent for

14 him.

15 Q. And this is a similar change that you

16 testified to earlier as to the ownership structure change

17 in Excell Auto Group?

18 A. Yes.

19 Q. And what year did you believe that that

20 ownership structure changed?

21 A. Towards the end of '20.

22 Q. And why did it change?

23 A. Because Mr. Brown invested money into the

24 company.

25 Q. We'll get to Mr. Brown in a moment.

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1 Why did you form Karma of Palm Beach, Inc.?

2 A. Why did I form it?

3 Q. Correct.

4 A. Because I was becoming a new car dealer, a

5 new car franchise.

6 Q. Did the private investors that you had with

7 Excell Auto Group, did they become private investors in

8 Karma of Palm Beach, Inc.?

9 MR. WINDERMAN: Objection to the word

10 "investors".

11 BY MS. MEHDIPOUR:

12 Q. Are you able to answer the question,

13 Mr. Zankl?

14 A. No, they did not.

15 Q. Thank you.

16 And why didn't that happen?

17 A. Because the Karmas, in owning a new car

18 franchise, it wasn't -- I didn't want to, and Karma as

19 well, as far as doing that. So it's very different when

20 it's a new car dealer license and a new car license.

21 Q. And for those people that don't know, what

22 is an OEM?

23 A. A manufacturer, it's when you become a

24 manufacturer, new car dealer, you represent a brand.

25 Q. Does that also go for the private lenders,

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1 did they come over as well?

2 A. No.

3 Q. Okay. So the private investors and the

4 private lenders, depending on how in your mind you saw

5 them, none of them came over from Excell into Karma of

6 Palm Beach?

7 A. No.

8 Q. Okay.

9 A. Except for Ed Brown.

10 Q. Mr. Brown?

11 A. Yes.

12 Q. All right, and we're going to get into

13 Mr. Brown's arrangement shortly.

14 Why was Karma of Broward, Inc. formed?

15 A. That was formed -- that was actually

16 originally the new car license first. That was formed

17 because that was the location that Karma had given me, was

18 that one, Karma Broward.

19 Q. And what did you believe that -- did you

20 believe there was another benefit to forming Karma of

21 Broward and, if so, what was it?

22 A. Well, the benefit, one reason that I did

23 Karma was to become a new car dealer, to secure the banks

24 to do financing for my clients that wanted to buy cars.

25 Karma Broward was the first one, that was the one that I

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1 was originally given by Karma manufacturer, was Broward.

2 Palm Beach came -- I had to take Karma Palm Beach after

3 the fact. Broward was the one that I initially got first.

4 Q. What year was Karma of Broward, Inc. formed?

5 A. That was formed right around the -- just

6 before Karma Palm Beach. I don't know the exact date.

7 Q. Who were the owners of Karma of Broward,

8 Inc.?

9 A. 25.5 percent of mine, 25.5 percent of my

10 wife, and 49 percent of Ed Brown.

11 Q. And is there a document that memorializes

12 that?

13 A. Yes.

14 Q. And what document is that?

15 A. It's the same contract I was referring to

16 earlier.

17 Q. Okay, and did Karma of Broward, Inc. start

18 off with that structure?

19 A. No, it was changed after, after we did that

20 agreement.

21 Q. Okay. So were you the initial 100 percent

22 owner of Karma of Broward?

23 A. No, initially it was 50/50, my wife and I.

24 Q. Okay. When you formed Karma of Palm Beach,

25 did Excell Auto Group have inventory?

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1 A. Can you clarify that?

2 Q. You testified that Karma of Palm Beach, Inc.

3 was formed in 2020. In 2020 did Excell Auto Group have

4 inventory of vehicles?

5 A. Yes.

6 Q. Did you transfer the inventory from Excell

7 Auto Group to Karma of Palm Beach, Inc.?

8 A. Well, there is documents that go with that,

9 but I'd have to see the documents exactly, but different

10 than what you're saying, but, yes.

11 Q. Can you explain how, please?

12 A. Well, Excell sold the cars to Karma Palm

13 Beach.

14 Q. And Karma of Palm Beach paid for them?

15 A. Yes.

16 Q. Okay, and where would I find the evidence of

17 that, in what banking?

18 A. You'd find in the Dealertrack accounting

19 side, as well as the Chase, it should have been Chase, I

20 think, but that would be Teddi and Nidia again.

21 Q. Was any of the Excell Auto Group inventory

22 transferred to Karma of Broward?

23 A. I don't believe so.

24 Q. Okay, and just to briefly get into banking,

25 the schedules that you filed in this case, albeit signed

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1 by Ms. Zankl, that you've testified that you reviewed for

2 accuracy, do not list any bank accounts in the name of

3 Excell Auto Group. Why is that?

4 A. Well, we amended it, I believe. They should

5 have been amended.

6 Q. Did you read the amendments that were filed?

7 A. No.

8 Q. Okay, and would it surprise you to believe

9 that -- or to find out that under the section that asks

10 for deposit accounts or bank accounts, the answer is still

11 none?

12 A. Yes, that would surprise me.

13 Q. Okay.

14 MR. WINDERMAN: We will make that amendment

15 today, Madam Trustee.

16 THE WITNESS: Thank you, Mr. Winderman.

17 MR. WINDERMAN: And you'll acknowledge that

18 we've given you access to and copies of those bank

19 statements?

20 MS. MEHDIPOUR: I can speak with you off the

21 record, but the questions are for Mr. Zankl during this

22 meeting, not me.

23 BY MS. MEHDIPOUR:

24 Q. Okay. I'm looking at the banking for Chase

25 for Excell Auto Group.

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1 Would you please confirm for me your

2 understanding of how many bank accounts Excell Auto Group

3 has in its name?

4 A. I'd have to see the computer to pull up the

5 account to be completely accurate.

6 Q. Okay, but do you know how many Chase bank

7 accounts were in the name of Excell Auto Group, Inc.?

8 A. If I was going to answer this question, it

9 would be more of a guess. So, I mean, I really would have

10 to log in and see the accounts to tell you exactly how

11 many.

12 Q. Okay. At one point did Excell Auto Group,

13 Inc. bank with BankUnited?

14 A. Yes.

15 Q. And do you know if that relationship

16 changed? Let me rephrase that.

17 Did the BankUnited bank accounts close that

18 were in the name of Excell Auto Group?

19 A. Yes.

20 Q. Do you know what month and year that was?

21 A. I do not.

22 Q. As of 2022, so let's say January 1st of

23 2022, were the BankUnited accounts closed?

24 A. Yes.

25 Q. Okay. The Iberiabank accounts that were in

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1 the name of Excell Auto Group, were those still open as of

2 the petition date on April 8th of 2022?

3 A. No.

4 Q. When did those bank accounts close?

5 A. I don't recall the exact date.

6 Q. Do you know if they were open in the last

7 year?

8 A. I don't believe so.

9 Q. Okay.

10 A. No, no, no, they weren't.

11 Q. Other than any accounts that Excell Auto

12 Group has at Chase Bank, are there any bank accounts in

13 the name of Excell Auto Group, Inc. that were opened as of

14 4-8-22?

15 A. No.

16 Q. Are there any that you know that are open

17 now, as of today's date, in the name of Excell Auto Group,

18 Inc.?

19 A. I believe the Chase accounts are still open.

20 I don't think they're closed.

21 Q. Other than Chase, please.

22 A. Oh, no.

23 Q. Does Excell Auto Group, Inc. own any boats?

24 A. No.

25 Q. Did Excell Auto Group, Inc. ever own a boat?

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1 A. Not to my knowledge, no, no.

2 Q. The Midnight Express, I believe it's a -- is

3 it a 39-footer or a 43-foot that you have?

4 A. 43.

5 Q. Was that vessel ever in the name of Excell

6 Auto Group, Inc.?

7 A. No.

8 Q. Was any vessel ever in the name of Excell

9 Auto Group, Inc.?

10 A. I don't --

11 Q. Other than the two Jet Skis?

12 A. I don't believe so. I don't believe so.

13 MS. MEHDIPOUR: Mr. Reich, would you mind

14 muting your phone, please? Thank you.

15 BY MS. MEHDIPOUR:

16 Q. All right. Does Excell Auto Group, Inc. own

17 any assets outside of the United States?

18 A. No.

19 Q. Excuse me?

20 A. No.

21 Q. Did Excell Auto Group, Inc. ever own any

22 assets outside of the United States?

23 A. No.

24 Q. When you formed Karma of Palm Beach, Inc.,

25 in your opinion what was the reputation of Excell Auto

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1 Group, Inc. in the community?

2 A. Very good.

3 Q. Okay, and after you formed Karma of Palm

4 Beach, Inc., did Excell Auto Group continue to advertise

5 on the Internet car sales?

6 A. After it was formed?

7 Q. Correct.

8 A. I believe until -- I'm not sure exactly, but

9 I believe until March of '21, after that it didn't.

10 Q. Okay. Did Karma of Palm Beach -- you said

11 until 2021 you believe so?

12 A. Like March, I think, yeah.

13 Q. Okay, and in that time period, between the

14 formation of Karma of Palm Beach and 2021, March, did

15 Karma of Palm Beach pay any consideration to Excell Auto

16 Group for the use of the website?

17 A. I don't know the answer to that.

18 Q. Okay. What about for any advertising, was

19 any consideration ever paid to Excell Auto Group?

20 A. That would be a Teddi/Nidia question.

21 Q. Okay, and Karma of Palm Beach always

22 operated out of the same location as Excell Auto Group, is

23 that correct?

24 A. The same building, yes, it had a lease for

25 this other section, yes.

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1 Q. Okay, and the lease for the other section,

2 would you describe that to me?

3 A. It was just a parcel that was divided and

4 segregated for Karma Palm Beach.

5 Q. And your landlord at the business premises

6 was 1001 Clint Moore, LLC, is that correct?

7 A. Yes.

8 Q. Was this part of the lease that you're

9 referring to, was it in the name of Karma of Palm Beach

10 and the landlord, or did you have an arrangement with

11 Excell Auto Group and Karma of Palm Beach for that lease?

12 A. I'd have to see the document to tell you

13 exactly.

14 Q. Okay. Do you recall the split of how much

15 rent was allocated amongst Karma of Palm Beach and Excell

16 Auto Group?

17 A. I don't.

18 Q. Okay.

19 A. I don't recall.

20 Q. After Karma of Palm Beach was formed in

21 2020, did Excell Auto Group sell any vehicles at all to

22 customers?

23 A. Can you say that again, please?

24 Q. After Karma of Palm Beach was formed in

25 2020, did Excell Auto Group sell any vehicles at all to

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1 customers?

2 A. I would have to see the actual accounting

3 through Dealertrack. I don't believe anything after March

4 of '21 was done out of Excell, but I'd have to reference

5 the accounting software to truly answer that.

6 Q. Okay. How would you access the accounting

7 side of it? I believe your testimony earlier was that you

8 were never provided access to that.

9 A. Correct.

10 Q. So how would you access the accounting side

11 of Dealertrack?

12 A. I would need one of the girls' user ID and

13 password to get in.

14 Q. Okay, and by the girls you mean Teddi or

15 Nidia?

16 A. Yes, correct.

17 Q. Is Karma of Palm Beach currently operating?

18 A. No.

19 Q. Is Karma of Broward currently operating?

20 A. No.

21 Q. As neither of those entities are currently

22 in bankruptcy, what are your plans for each entity?

23 A. I'm not sure yet.

24 Q. How are you personally paying your bills?

25 A. With the money that is in our checking

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1 account.

2 Q. What bank is that with?

3 A. BB&T.

4 Q. And what are you doing to earn income right

5 now, if you are?

6 A. I'm not.

7 Q. What is Ms. Zankl doing to earn income right

8 now?

9 A. She's not.

10 Q. Who is Moshe Farache?

11 A. He's the landlord that owns the building.

12 Q. How did you initially meet him?

13 A. He approached me in 2010 -- I think it was

14 2010 or '11, that he was buying a building, and wanted to

15 know if I wanted to lease the building from him if he

16 bought it.

17 Q. And is that the 1001 Clint Moore Road

18 location?

19 A. Yes.

20 Q. What is Auto Wholesale of Boca Raton?

21 A. That is one of Moshe's companies.

22 Q. And what does that business do?

23 A. I don't really know what it exactly does.

24 Q. How were you involved with Auto Wholesale of

25 Boca Raton?

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1 A. I didn't have any ownership, I wasn't really

2 involved with it.

3 Q. No personal ownership, correct?

4 A. No, no.

5 Q. Okay. In 2020 through your bankruptcy

6 filing for Excell Auto Group, where did Auto Wholesale of

7 Boca operate?

8 A. He had an office in Boca, and I don't know

9 the address.

10 Q. Okay. How was Excell Auto Group affiliated

11 with Auto Wholesale of Boca Raton?

12 A. I mean, can you try to clarify that? I'm

13 not sure what you're --

14 Q. Did Excell Auto Group, Inc. have any

15 connection, or do any business with Auto Wholesale of Boca

16 Raton?

17 A. Yes.

18 Q. And what was that relationship or

19 connection?

20 A. That was -- like I said, that was Moshe's

21 company, and that was the company that -- I don't know

22 what he did with it, but as far as with Excell, that was

23 the company that -- the money that he had invested in,

24 loaned into Excell went through Auto Wholesale.

25 Q. Okay. How much money did he invest or lend

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1 into Excell Auto Group?

2 A. I'd have to see the documents to tell you

3 accurately.

4 Q. Okay, and in your bankruptcy schedules you

5 list him as a creditor. Do you recall doing that?

6 A. Yes.

7 Q. Okay, and do you remember how much you

8 listed him as a creditor for, the amount?

9 A. I don't, I don't remember what I put, I

10 don't remember. I'd have to see the document to answer.

11 Q. You've listed him in your schedules as

12 Excell Auto Group owing $7 million to Auto Wholesale of

13 Boca. Why did Excell Auto Group owe that money to Auto

14 Wholesale of Boca?

15 A. Well, that would have been money that Moshe

16 had invested, had lent into the company.

17 Q. Okay, and when you say into the company, are

18 you referring to Excell Auto Group?

19 A. Yes.

20 Q. Did Auto Wholesale of Boca have any

21 relationship arrangement or connection with Karma of Palm

22 Beach?

23 A. No.

24 Q. What about Karma of Broward?

25 A. No.

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1 Q. Okay. At the end of March 2022, beginning

2 of April 2022, what is your understanding as to why

3 Mr. Farache came to the Excell building?

4 A. I don't -- I wasn't there.

5 Q. Okay. Who was there when Mr. Farache came

6 into the Excell building on or about March 30th, 2022?

7 A. Well, he came in, my understanding was he

8 came in just about every day.

9 Q. Okay, and --

10 A. The last.

11 Q. Uh-huh.

12 A. But the whole office was there, the staff.

13 Q. Okay, and did you at one point understand --

14 or did you at one point discover that your wife,

15 Ms. Zankl, was at the building when Mr. Farache came over,

16 and this is on or about March 30th, 2022?

17 A. Yes.

18 Q. Okay, and can you explain to me the purpose

19 of Mr. Farache's, you said daily trips to the building,

20 can you explain to me the purpose of what he was doing?

21 A. Harassing my wife and the employees.

22 Q. Okay, and would you elaborate, please, on

23 the harassing behavior, specifically what he was doing?

24 A. Well, I wasn't there.

25 Q. Okay.

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1 A. It would be hard for me to say just from

2 what I've been told.

3 Q. Okay.

4 A. So, I --

5 Q. But at certain points during Mr. Farache's

6 visits, when he was exhibiting this behavior to Ms. Zankl,

7 you were in contact with her, is that correct?

8 A. Yes.

9 Q. Okay, and what did she convey to you, your

10 wife, about how she was being treated by Mr. Farache?

11 A. Well, she didn't feel comfortable.

12 Q. Okay, and --

13 A. She had requested, in fact, at certain times

14 some of the sales guys to make sure they stayed around

15 her, because she didn't feel comfortable.

16 Q. Okay. That was a safety concern?

17 A. Yes.

18 Q. Okay. All right. At any point did

19 Mr. Farache bring anyone with him during these visits?

20 A. That, I don't know.

21 Q. Okay. Did at any point Mr. Farache or any

22 of his agents threaten any of the employees of Excell or

23 Ms. Zankl?

24 A. Well, the girls in the office, yes, they had

25 sent messages that they did not feel safe and comfortable

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1 working at the store, and had asked if I could have a

2 police officer there to protect them.

3 Q. Okay, and did that, in fact, happen, did a

4 police officer come to the business?

5 A. They did a few times, but I did not have one

6 sit there like they had requested, because when the girls

7 had sent that, they all quit the next day, they just

8 didn't feel safe.

9 Q. Okay. Did Mr. Farache or anyone on his

10 behalf bring any weapons to the building?

11 A. Not to my knowledge.

12 Q. Okay. Was a police report filed with

13 respect to this conduct?

14 A. I mean, by, myself, yes, but we had

15 instructed the police that the -- but by this time the

16 staff had already quit, but we did instruct the police,

17 yes.

18 Q. What did Mr. Farache want?

19 A. That's a great question. I don't know.

20 Q. What actions did Ms. Zankl take with respect

21 to the vehicles and Mr. Farache?

22 A. Can you elaborate a little bit more, please?

23 Q. Yes, yes.

24 Did there come a point where Ms. Zankl was

25 asked, whether in a threatening manner or not, to sign

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1 cars over to either Mr. Farache or Auto Wholesale of

2 Boca Raton?

3 A. Yes.

4 Q. And do you know why he requested that or

5 demanded that?

6 A. Because of the -- he wanted to just try to

7 get as much as he could, I believe. I wasn't there, but

8 he was -- in his mind, I think, I don't know, but to get

9 as much collateral, or take as much as he could just to

10 try to secure his investment.

11 Q. How did, or how was it determined which

12 vehicles would be signed over to Mr. Farache or Auto

13 Wholesale of Boca?

14 A. There wasn't, he just took everything.

15 Q. Okay, and did anyone try to stop him from

16 doing that?

17 A. The girls were not going to try to stop him

18 or anything. He just -- they were scared. I mean --

19 Q. Okay, and so the employees, in addition to

20 Ms. Zankl, had conveyed to you that they feared for their

21 safety, and that even though you weren't there, the cars

22 had been signed over to Mr. Farache, is that right?

23 A. Yes.

24 Q. Okay. Do you know whose vehicles those --

25 who the owners were of those vehicles that were signed

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1 over?

2 A. There was a mix. The majority of them were

3 owned by either Karma Palm Beach or Karma Broward.

4 Q. Okay. Were any of those vehicles owned by

5 Excell Auto Group?

6 A. No.

7 Q. Had any of those vehicles previously been

8 owned by Excell Auto Group?

9 A. No.

10 Q. And in terms of making the determination

11 about the owners of those vehicles, how did you keep track

12 of the inventory?

13 A. Well, like I said earlier, I just kept a

14 spreadsheet for myself, but the girls kept the accounting

15 side software of the inventory on Dealertrack.

16 Q. Okay. The books and records relating to

17 Excell Auto Group's arrangement or connection with Auto

18 Wholesale are located where?

19 A. It would have been in the office that we

20 referenced before with the lock on it.

21 Q. Okay, and did you at one point advise me as

22 the trustee that you believed some of those records had

23 gone missing?

24 A. Yes.

25 Q. And what do you think happened to those

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1 records?

2 A. I wasn't there. I just was -- what I was

3 told, I was just told that Mr. Farache, at one time when I

4 wasn't there, the staff had seen him going in my personal

5 office and going through all my drawers and cabinets and

6 stuff and taking stuff out of my office.

7 As far as the office with the lock that I

8 was referring to, that's when I told you, when I was there

9 with you going over stuff, the one filing cabinet that

10 Nidia and Teddi and the girls would keep to keep track of

11 all the deals that were sold for the current year, those

12 drawers were completely emptied, when it should have been

13 filled up with every car sold through January 1 until

14 April 1st, but all of those were gone, they were missing.

15 Q. Okay, and just to clarify for the record,

16 this is the back accounting office with the key pad, and

17 if you were to walk in, the file cabinets on the

18 right-hand-side are the file cabinets that you are

19 referring to?

20 A. Yes, the black ones, yes, right, when you

21 walk in to the right.

22 Q. Okay. Did you ever request the return of

23 those documents?

24 A. I didn't know they were taken until that day

25 I was in the office with you. I didn't know they were

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1 missing, I discovered it that day.

2 Q. Okay. All right. What is the relationship,

3 or was the relationship between Excell Auto Group and M&M

4 Development Consultants, LLC?

5 A. That was -- that's one of Moshe's other

6 companies.

7 Q. Okay. Do you know what the affiliation was

8 between the debtor and that company?

9 A. I believe that was -- I'd have to see the

10 contracts that we executed, but that was one of his

11 entities.

12 Q. Okay. Did Mr. Farache take original titles

13 with him when he was at the business premises the end of

14 March of this year, beginning of April?

15 A. Yes, yes.

16 MR. MILLER: I'm going to just object to

17 your line, you're asking -- he's already said he wasn't

18 present, so there is no foundation.

19 MS. MEHDIPOUR: Mr. Miller, thank you for

20 your comments. I will continue to ask the questions that

21 I see fit and necessary.

22 BY MS. MEHDIPOUR:

23 Q. In terms of keys, did Mr. Farache take any

24 of the keys with him?

25 A. He took all of the keys.

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1 Q. Okay. Vehicles, do you know, did

2 Mr. Farache take any vehicles from the premises?

3 A. He took all of the vehicles from the

4 location, 1001, except for I think one or two Mokes he

5 didn't take, and I think one or two Karmas, but he took

6 everything else.

7 Q. Okay, and do you know how many vehicles were

8 removed by Mr. Farache or his agents?

9 A. I don't know the exact number. Right around

10 -- between 32 and 35 cars, I think.

11 Q. Okay. Are you able to explain why there are

12 millions of dollars flowing in and out of Excell to and

13 from Auto Wholesale of Boca?

14 A. I would need to see what you're referring

15 to, I would need to see the documents to be able to really

16 go over that with you.

17 Q. Okay.

18 A. I'd be guessing without the documents.

19 Q. Okay. What was the relationship between

20 Excell Auto Group and Farache Family Trust, LLC?

21 A. That, I don't, I don't recognize.

22 Q. Okay.

23 A. I know it's his, but I don't recognize that

24 name as far as any documents or anything, I don't recall

25 that name being used.

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1 Q. Okay. What was the relationship between

2 Excell Auto Group and Excell Auto Sport and Service, Inc.?

3 A. Excell Auto Sport and Service was the repair

4 facility. It worked and fixed all of the cars.

5 Q. Did Excell Auto Group ever have an ownership

6 interest in Excell Auto Sport and Service, Inc.?

7 A. It never had an ownership, no.

8 Q. What was the relationship between Excell

9 Auto Group and High Tea Cafe, Inc.?

10 A. I don't recognize that name.

11 Q. Okay. What is BAL Investments?

12 A. BAL Investments was an investment group.

13 Q. What was the connection between, or the

14 arrangement between Excell Auto Group and BAL Investments?

15 A. I'd have to see the contracts to be able to

16 really answer that question.

17 Q. Did Excell Auto Group ever enter into a line

18 of credit with BAL Investments?

19 A. Yes, but I'd have to see the contracts to

20 really answer that completely but, yes.

21 Q. Are you familiar with the name Edward D.

22 Salinis (phonetic)?

23 A. Not -- no, not off the top, no.

24 Q. Okay. Do you have any recollection of a

25 2017 gray Lamborghini ending in VIN 5533?

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1 A. I mean, I would need more specifics on that.

2 Q. Okay. Who is --

3 A. (Inaudible.)

4 Q. Go ahead, please.

5 A. I said we were doing 4 to 500 cars a year,

6 so it's kind of hard.

7 Q. And who is the "we" in that statement?

8 A. Well, the sales guys, not me.

9 Q. Which company, Excell?

10 A. When Excell was running, yeah.

11 Q. Okay. Who was -- what is Milco Investments?

12 A. That was one of the entities, one of the

13 lenders.

14 Q. And specifically what were the financial

15 arrangements between Milco and Excell Auto Group?

16 A. I'd have to -- I'd have to look at those

17 contracts before I could answer that.

18 Q. Okay. Do you have any recollection of how

19 the arrangement worked?

20 A. I'd have to see the contracts.

21 Q. Okay. Do you have any recollection as to

22 whether funds were tied to specific vehicles in that

23 arrangement?

24 A. No.

25 Q. Okay.

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1 A. No, but I'd have to see the documents but,

2 no.

3 Q. Do you have any understanding about how that

4 entity, Milco, was supposed to be paid?

5 A. I'd have to see the documents.

6 Q. Did Excell use merchant cash advance

7 companies?

8 A. Yes.

9 Q. Who were they?

10 A. There was a company, Diverse Capital,

11 another company called TVT, another company called Go

12 Fund, another company called Get Back.

13 Q. Okay, and when did Excell start using the

14 merchant cash advance companies?

15 A. It would have been in, I want to say I think

16 towards the beginning of '21, I think. I'm not exactly

17 sure, I'd have to look at the contract.

18 Q. Okay. What was the purpose for using funds

19 from the merchant cash advance companies?

20 A. They were -- I mean, for different things,

21 there wasn't anything specific.

22 Q. There was no specific purpose?

23 A. No, the cash wasn't used for any one

24 specific thing, no.

25 Q. Where were the funds for merchant cash

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1 advance companies deposited?

2 A. Into the Excell, the Excell Chase account.

3 Q. Do you recall the last four digits of the

4 account?

5 A. I do not.

6 Q. Okay. Were any of the funds from the

7 merchant cash advance companies transferred to Karma of

8 Palm Beach or Karma of Broward?

9 A. I'd have to see the statements to answer

10 that correctly.

11 Q. Okay.

12 A. I'd have to see them, and I didn't handle

13 the transfers and stuff.

14 Q. Who did?

15 A. I'd have to see the bank statements and

16 stuff.

17 Q. You don't know who handled the transfers?

18 A. No, no, I said I'd have to see the bank

19 statements to tell you if any of it was transferred

20 into --

21 Q. Okay. Who would have handled the transfers,

22 though?

23 A. Oh, Nidia or Teddi, when Teddi was there.

24 She wasn't there that much the last two years, but Nidia,

25 Teddi --

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1 Q. And --

2 A. -- also Mylar.

3 Q. Was that at your direction, the transfers?

4 A. Not -- no, not all the time, no.

5 Q. Okay, and you don't recall whether you ever

6 authorized the transfers?

7 A. I don't.

8 Q. Okay. Are you familiar with a gray 2014

9 McLaren P1, with a VIN ending in 0085?

10 A. I mean, I know a '14 P1, I just don't

11 remember the VIN number.

12 Q. Okay. Did you or Ms. Zankl ever own a 2014

13 McLaren?

14 A. We didn't own it. It was a leased vehicle.

15 Q. Okay, and you did come into possession of

16 that vehicle by virtue of a lease?

17 A. Of a lease, yeah.

18 Q. Do you still have this vehicle?

19 A. No.

20 Q. When did you dispose of it?

21 A. I'd have to look at the documents for the

22 sales. I don't want to give you the wrong date. I don't

23 know the exact date.

24 Q. How was it disposed of, sell, trade-in,

25 returned?

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1 A. I believe it was sold.

2 Q. Okay. Do you know who it was sold to?

3 A. I don't.

4 Q. Do you know when?

5 A. I don't, I'd have to look at the sales, I

6 don't know exactly what date, no.

7 Q. Okay. After it was sold, did you ever come

8 into possession of that vehicle again?

9 A. We actually sold the vehicle, if I remember,

10 twice.

11 Q. Okay.

12 A. Since the last time we sold it, no, we never

13 took possession of it again.

14 Q. So when are the two years that you sold the

15 vehicle?

16 A. I would have to see those, I'd have to see

17 the Dealertrack. I can't remember exactly what dates or

18 when it was sold.

19 Q. Was the debtor ever involved in any

20 transaction with this particular vehicle?

21 A. I believe the first time, yes, but I'd have

22 to see the documents.

23 Q. Okay. On or about December 31st of '21, did

24 you and/or Ms. Zankl purchase a 2021 Ferrari 812 GTS?

25 A. What was the date? I'm sorry.

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1 Q. On or about December 31st of 2021.

2 A. Yes.

3 Q. And how did you get the financing to buy

4 this Ferrari?

5 A. Through a bank.

6 Q. Which bank?

7 A. Woodside Credit.

8 Q. When you obtained the financing through

9 Woodside Credit, do you recall entering into some

10 paperwork with them, specifically a retail installment

11 sale contract?

12 A. I'd have to see that contract to talk about

13 it. Yes, I'd have to see it.

14 Q. Did you at any point, or Ms. Zankl,

15 represent that you were trading in the gray 2014 McLaren

16 P1?

17 A. No.

18 Q. Going back to the -- an unrelated line of

19 questioning. Do you have any safe deposit boxes?

20 A. Under Excell?

21 Q. Let's start there, sure.

22 A. No, not to my knowledge, no.

23 Q. Okay. How about in any of the Karma

24 entities?

25 A. No.

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1 Q. Okay. What about personally?

2 A. No.

3 Q. Have you ever had any safe deposit boxes

4 personally?

5 A. Under -- for me, no.

6 Q. Okay. Do you know if Ms. Zankl has?

7 A. I believe so, but I'm not sure.

8 Q. All right. What about the entities, have

9 any of the entities, Karma of Broward, Karma of Palm

10 Beach, Excell Auto Group, ever had a safe deposit box?

11 A. No.

12 Q. And when we talked about Mr. Farache earlier

13 and Auto Wholesale, and what transpired when Ms. Zankl was

14 signing over cars, do you recall when we discussed that

15 earlier?

16 A. Yes.

17 Q. Why weren't you there?

18 A. I was sick.

19 Q. Okay. Are you familiar with an entity by

20 the name of Chapford Specialty Finance, LLC?

21 A. Yes.

22 Q. And was the debtor, Excell Auto Group, Inc.,

23 ever affiliated with that entity?

24 A. I'd have to -- yes, I believe so, yes.

25 Q. Do you know how?

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1 A. I'd have to see the paperwork if there was.

2 Q. Okay. Do you recall just a few months ago,

3 in February of 2022, having the debtor execute a

4 promissory note with that entity for an advance of a

5 million dollars on a transaction involving a 2019 green

6 Lamborghini?

7 A. I'd have to see the contract.

8 Q. And as you sit here today, you don't have

9 any recollection of that transaction?

10 A. I just -- to answer anything about it I'd

11 have to see the contract, the documents --

12 Q. Okay.

13 A. -- to be able to answer it.

14 Q. And if you were in Dealertrack, would you be

15 able to get that information?

16 A. No, Dealertrack, no.

17 Q. Where would you get that information?

18 A. It would have been in that accounting

19 office, the paperwork would have been there.

20 Q. Okay. Would that be in deal jackets or

21 somewhere else?

22 A. I'm not sure where they would have kept it,

23 but I know it was in that office.

24 MS. MEHDIPOUR: Okay. Just one moment,

25 please.

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1 Okay. I could go on for another week, and I

2 don't think that's appropriate.

3 So, I -- thank you, Mr. Zankl. I'm going to

4 open up the floor to any creditors or parties in interest

5 who would like to ask questions at this time, and looking

6 at the chat sessions here, I have Mr. Moon, with Chapford

7 Specialty Finance. Mr. Moon, would you like to ask

8 questions?

9 MR. MOON: Yes, I would. Thank you, Madam

10 Trustee.

11 MS. MEHDIPOUR: Very good.

12 EXAMINATION

13 BY MR. MOON:

14 Q. Mr. Zankl, greetings. My name is

15 James Moon, I represent Chapford Specialty Finance. You

16 just heard some questions from the trustee about that, and

17 you represented that you knew who it was.

18 Could you explain, how did you come to know

19 about Chapford Specialty Finance?

20 A. I believe I was introduced to them from a

21 gentleman, his name is Frank.

22 Q. Frank what?

23 A. I think his last name is O'Donnell

24 (phonetic).

25 Q. Is he with a specific company, or is he just

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1 a person that you know?

2 A. No, I believe it's his company, and he just

3 calls it Built Moore (phonetic).

4 Q. And what does Built Moore do?

5 A. I don't -- they do a lot of -- they work

6 with car dealers, I'm not exactly sure what he does, but

7 he works with car dealers. I think a lot of different

8 aspects he does for car dealerships.

9 Q. Okay, and how would you describe your

10 relationship between Excell Auto Group and Chapford? And

11 I'll refer to Chapford Specialty Finance as just Chapford

12 for ease.

13 A. I'm sorry, say that again.

14 Q. How would you describe the relationship

15 between Excell Auto Group and Chapford?

16 A. I'm not really sure what you mean.

17 Q. What was the relationship between Excell

18 Auto Group and Chapford?

19 A. It really didn't have a relationship.

20 Q. Did you enter into agreements with Chapford?

21 A. We did enter into an agreement, yes.

22 Q. What kind of an agreement?

23 A. I'd have to see it to be able to really

24 answer the question.

25 Q. Do you have a recollection, without looking

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1 at a document, as to what kind of agreement that you

2 signed?

3 A. No, I'd have to see that contract.

4 Q. No idea?

5 A. No, I have to see the contract.

6 Q. When was the last time you had contact with

7 a representative of Chapford?

8 A. It's probably been two to three weeks,

9 probably.

10 Q. You've spoken with somebody from Chapford

11 within two to three weeks?

12 A. I think, if I remember correctly.

13 Q. Okay, and you don't recall entering into a

14 loan and security agreement with Chapford?

15 MR. WINDERMAN: He's already answered that

16 question. He can answer it, form it in as many ways as he

17 can, the answer is without seeing the document he can't

18 answer.

19 MR. MOON: Thank you, Counsel.

20 BY MR. MOON:

21 Q. Now that I'm referring specifically to a

22 loan and security agreement, does that refresh your

23 recollection as to whether you entered into one with

24 Chapford?

25 A. I would -- I need to see that contract.

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1 Q. You do recall that you entered into a

2 contract, don't you?

3 A. Yes, but I don't recall exactly, and I need

4 to see the contract to go into any exact information.

5 Q. Did you read the agreement before you signed

6 it?

7 A. I believe so.

8 Q. Did you understand the terms of the

9 agreement before you signed it?

10 A. I'd have to read it again to answer that

11 question.

12 Q. You don't know at the time that you signed

13 whether you understood the terms?

14 A. Oh, I'm sure I did, but I'm just saying I

15 can't answer any questions without having it in front of

16 me.

17 Q. Was there collateral associated with the

18 loan?

19 A. I'd have to see the documents.

20 Q. Do you recall a 2019 Lamborghini Aventador,

21 last four of the VIN 8766, that was associated with that

22 loan?

23 A. I'd have to see the contract.

24 Q. You don't recall a green Aventador with the

25 Number 63 on the side of it?

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1 A. Once again, I'd have to see those contracts

2 to make sure I'm answering it correctly.

3 Q. Do you have any independent recollection of

4 ever seeing a 2019 Aventador, that was green, with the

5 Number 63 on the side of it?

6 A. Yeah, I have seen a few of them over the

7 years.

8 Q. Where did you last see one?

9 A. Probably a month ago.

10 Q. Where did you see it?

11 A. It was actually at Karma Palm Beach.

12 Q. Why was it at Karma Palm Beach?

13 A. It would have been for sale.

14 Q. Who made the decision to put that car at

15 Karma Palm Beach?

16 A. It was -- I would have to look and see, go

17 back and look and see exactly who purchased it for the

18 store.

19 Q. So, you don't know, as you sit here today,

20 whether Excell Auto Group or Karma of Palm Beach purchased

21 that vehicle?

22 A. I'd have to see the exact document to see

23 that.

24 Q. Do you recollect that Chapford has a

25 perfected purchase money security interest in that

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1 vehicle?

2 A. I'd have to see the contracts that you're

3 referencing. I don't have it in front of me.

4 Q. Where is the vehicle now?

5 A. I don't know.

6 Q. Why don't you know?

7 MR. WINDERMAN: Madam Trustee, I'm going to

8 begin to object, these aren't 341 questions.

9 If you want to take a 2004, he should take a

10 2004.

11 MS. MEHDIPOUR: Mr. Winderman, I'm not the

12 judge in the case, but Mr. Moon can clearly ask about any

13 assets and liabilities that are connected to Excell Auto

14 Group.

15 So, unless you're instructing him not to

16 answer, Mr. Moon can continue.

17 THE WITNESS: I don't know where the vehicle

18 is.

19 BY MR. MOON:

20 Q. When did you last know where the vehicle

21 was?

22 A. Probably the last week in March.

23 Q. Did you ever direct that that vehicle be

24 transferred to Karma of Palm Beach?

25 A. No.

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1 Q. So you have no idea why it happened to be at

2 Karma of Palm Beach?

3 A. For sale, you mean?

4 Q. I'm asking who made the decision to put that

5 car at Karma of Palm Beach?

6 A. That was a car that was purchased, so that

7 came in for sale.

8 Q. So you're saying the car was purchased?

9 A. Yeah, that's how it ended up being there.

10 Q. By somebody other than Karma of Palm Beach,

11 is that what you're saying?

12 A. No, I'm not saying that.

13 Q. Okay. Well, I'm not understanding what

14 you're trying to tell me. You said that the car was there

15 for sale --

16 A. Yes.

17 Q. -- and that it was purchased. Who purchased

18 the car?

19 A. I would need to see the documents for my

20 store to tell you exactly who purchased it.

21 UNIDENTIFIED: Unbelievable.

22 BY MR. MOON:

23 Q. And you have no idea where the vehicle is

24 now?

25 A. My landlord, Moshe Farache, took the

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1 vehicle. I don't know what he did with it or where it's

2 at, but he took it out of the store.

3 Q. Why do you think that Mr. Farache took the

4 vehicle?

5 A. You'd have to ask him that question. He

6 took every vehicle that was in that store.

7 Q. Are you aware that Mr. Farache signed an

8 affidavit that he filed in Broward court, and that he

9 listed every vehicle that he took, and that the Aventador

10 that I'm talking to was not on that list?

11 A. He did take it, so he lied on the list, he

12 did take it.

13 Q. To your knowledge has the appearance of the

14 car been changed in any way? Has it been painted,

15 wrapped, anything like that?

16 A. Not to my knowledge.

17 Q. Ms. Mehdipour asked you about dealer

18 agreements with Karma. Do you recall entering into those

19 dealer agreements for either Karma of Palm Beach or any

20 other entity?

21 A. As far as, what do you mean?

22 Q. Did you sign a dealer agreement with Karma

23 on behalf of either Karma of Palm Beach or any other

24 entity?

25 A. Yeah, we had dealer agreements for Karma

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1 Palm Beach and Karma Broward, yes.

2 Q. Do you recall ever signing an agreement with

3 Karma Automotive Distribution, LLC, in which you signed it

4 on behalf of Excell Auto Group, doing business as Karma of

5 Palm Beach?

6 A. No.

7 Q. You don't recall that?

8 A. No.

9 Q. Okay. Why did the debtor file for

10 bankruptcy?

11 A. Financial issues.

12 Q. What financial issues?

13 A. It owed money, they couldn't pay it back.

14 Q. When did you first consider filing for

15 bankruptcy?

16 A. April 8th.

17 Q. April 8 is the first time you considered

18 filing for bankruptcy?

19 A. Yes.

20 Q. When did you first consult an attorney about

21 filing for bankruptcy?

22 A. April 7th, I think.

23 Q. Okay, and on your schedules you listed

24 Chapford as an unsecured creditor. Why?

25 A. Because if it was listed that way, then

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1 that's what it was considered.

2 Q. That's not really clear. I'm asking you why

3 did you list it as an unsecured creditor?

4 A. I just said, if it was listed that way,

5 that's because that's what we determined it was.

6 Q. Who is "they"?

7 A. Myself.

8 Q. "They" confers plural, who is the other part

9 of "they"?

10 A. Well, when I went over the documents, or

11 went over anything with my attorney, the same thing.

12 MR. MOON: I'm not asking for you -- for

13 anything that you discussed with your attorney.

14 Okay. Madam Trustee, in the interest of

15 saving time, and I know there are a lot of other creditors

16 that want to speak, I'll reserve any further questions I

17 have for a 2004.

18 Thank you.

19 MS. MEHDIPOUR: Thank you, Mr. Moon.

20 MR. WINDERMAN: Can we take five minutes in

21 between -- well, let me ask you, how many other creditors

22 want time?

23 MR. MILLER: I do.

24 MS. MEHDIPOUR: Mr. Miller, we have -- based

25 on who has sent me a chat, this is who I have as my list,

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1 Mr. Moon is done.

2 Ms. Roberts, do you have questions?

3 MS. ROBERTS: Just a statement.

4 MS. MEHDIPOUR: Okay. If you'll please

5 continue to hold.

6 Mr. Pack, do you have questions? I'm just

7 trying to coordinate timing. Mr. Pack, will you have

8 questions?

9 MR. KREHL: This is Jessy Krehl. I'm in

10 Mr. Pack's office. At this time we don't have questions.

11 We're probably going to move forward just with discovery.

12 MS. MEHDIPOUR: Thank you.

13 So right now I have Mr. Miller.

14 Mr. Goodman and DCF, do your attorneys care

15 to ask any questions?

16 MR. GOODMAN: We reserve that right for a

17 2004.

18 MS. MEHDIPOUR: Okay. So other than

19 Mr. Miller, have I missed anyone?

20 MR. SHRAIBERG: Nicole, it's Brad Shraiberg.

21 I would like to --

22 MS. MEHDIPOUR: Mr. Shraiberg.

23 MR. SHRAIBERG: -- ask a few questions.

24 MS. MEHDIPOUR: Okay. So we have Mr. Miller

25 and Mr. Shraiberg, and is there anyone else before we take

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1 a quick recess?

2 MR. DINKIN: Yes, this is Mitchell Dinkin

3 for Savannah Row. I just have a brief question or two.

4 MS. MEHDIPOUR: Okay. Thank you,

5 Mr. Dinkin.

6 Anyone else?

7 MS. DRISCOLL: Yes, Theresa Driscoll on

8 behalf of Integrated Vehicle Leasing. I just have a few

9 questions for Mr. Zankl.

10 MS. MEHDIPOUR: Thank you.

11 Anyone else?

12 (No verbal response.)

13 MS. MEHDIPOUR: I have four people, and so

14 we'll take a five to seven-minute recess and come back,

15 and then we'll start with -- we'll start with the

16 additional creditors' examination.

17 Thank you.

18 MR. WINDERMAN: Thank you.

19 (Thereupon, a recess was had, after which

20 the following proceedings were had:)

21 MS. MEHDIPOUR: Okay. This is Trustee

22 Nicole Mehdipour. Good morning. We are back on the

23 record.

24 Mr. Zankl, would you please confirm that you

25 understand you're still under oath?

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1 THE WITNESS: Yes, I do.

2 MS. MEHDIPOUR: Okay. Very good.

3 All right. Mr. Dinkin, would you like to

4 proceed?

5 MR. DINKIN: Yes, very briefly. Thank you,

6 Madam Trustee.

7 EXAMINATION

8 BY MR. DINKIN:

9 Q. Mr. Zankl, my name is Mitchell Dinkin, and I

10 represent Savannah Row.

11 You testified earlier, and briefly as to the

12 debtor's banking relationships, although none had been

13 formally filed with your schedules. Are you familiar with

14 a banking entity known as Optimum Bank?

15 A. Optimum Bank, I believe I've heard of them.

16 Q. Okay, and did the debtor have any type of

17 deposit account, or any other banking relationship with

18 Optimum Bank in the past two years?

19 A. No.

20 Q. Did you or Mrs. Zankl have any type of

21 banking relationship with Optimum Bank in the past two

22 years?

23 A. No.

24 Q. Then how are you familiar with them?

25 A. I just have heard the name. I think they're

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1 a bank here in Florida, I'm not sure.

2 Q. Okay. Did the debtor transfer $250,000 from

3 Chase to Optimum Bank on March 3rd of this year?

4 A. I would have to see the actual statements to

5 be able to really answer that question.

6 Q. So it is indeed possible?

7 MR. WINDERMAN: Object, everything is

8 possible.

9 BY MR. DINKIN:

10 Q. Mr. Zankl?

11 A. Yes, I'd have to see the documents, I'd have

12 to see the bank statements.

13 Q. From which bank?

14 A. Well, it depends when you're asking.

15 Q. Okay. So it is possible that the debtor

16 transferred from Chase to Optimum 250,000 on March 3rd?

17 A. I'd have to see it, but, yes, it's possible.

18 MR. DINKIN: Fair enough. Nothing further,

19 Madam Trustee.

20 UNIDENTIFIED: Nicole, you're on mute.

21 MS. MEHDIPOUR: Oh, dear, I'm sorry, thank

22 you so much.

23 Ms. Driscoll, would you like to ask any

24 questions?

25 MS. DRISCOLL: Yes, thank you.

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1 MS. MEHDIPOUR: Very good.

2 EXAMINATION

3 BY MS. DRISCOLL:

4 Q. Good afternoon, Mr. Zankl. My name is

5 Theresa Driscoll. I'm an attorney for Integrated Vehicle

6 Leasing, and Integrated is located here in New York where

7 I am.

8 Have you ever done business with Integrated

9 Vehicle Leasing?

10 A. I believe so, yes.

11 Q. Are you familiar with a 2020 Mercedes-Benz

12 Sprinter 3500?

13 A. Yes. I mean, I know what it is, yes.

14 Q. Okay. Well, a specific 2020 Mercedes-Benz

15 Sprinter 3500, VIN ending in 0329?

16 A. No, I wouldn't know specifically, but I know

17 what a Sprinter is, yes.

18 Q. Okay. In the history of Excell Auto's

19 business, did you or your wife, on behalf of Excell Auto,

20 lease or sign any agreements for the lease of a 2020

21 Mercedes-Benz Sprinter 3500?

22 A. We did lease, we did lease Mercedes

23 Sprinters, yes. We did, yes.

24 Q. Okay. Do you recall having an agreement

25 being signed by your wife in December 2020, specifically

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1 December 23, 2020, for a certain 2020 Mercedes-Benz

2 Sprinter 3500, with a VIN ending 0339?

3 A. No, I'd have to see the actual lease

4 contract but, I mean, I do know we leased them, but

5 without seeing that particular one to reference it, I

6 would want to see it.

7 Q. Okay, and what would -- like, just

8 generally, what would be the purpose of leasing that type

9 of vehicle in or around the time that we're discussing,

10 December -- late December 2020?

11 A. We had the Sprinters. I mean, the Sprinters

12 had a purpose for the store. We allowed our clients to

13 use them as, like, a complimentary thing. When they did

14 business with the store, we provided the Sprinter for them

15 to use. It was a perk that we gave the customers, they

16 got to use them.

17 Q. Okay, and was it customary for your wife to

18 sign agreements on behalf of Excell?

19 A. I mean, I would really need to see the

20 document to be able to answer that.

21 Q. Do you recall (inaudible) --

22 A. I need to see the lease.

23 Q. Okay. Fair enough.

24 Do you know where the specific 2020

25 Mercedes-Benz Sprinter 3500 is located today?

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1 A. I do not.

2 Q. Okay. Let's go back to the office that you

3 testified, your personal office at Excell Auto's business

4 location, on 1001 Clint Moore Road, I think you had

5 testified that there was a keypad lock on the door, is

6 that correct?

7 A. Well, that wasn't my personal office. That

8 was the accounting office.

9 Q. Okay.

10 A. And it did have a keypad lock, yes.

11 Q. Okay. Is it in that office that the file

12 cabinet that you noticed was empty when you were with the

13 trustee, is that where those records were?

14 A. Yes.

15 Q. Okay, and who had access to that keypad, who

16 knew the code?

17 A. Nidia knew the code, Mylar, Teddi. I mean,

18 I don't know if they gave the code to anybody else, but I

19 know those three people had the code.

20 Q. But Mr. Farache didn't have the code?

21 A. I don't know if they gave it to him or not,

22 I don't know.

23 Q. Do you have knowledge as to whether or not

24 this 2020 Mercedes-Benz Sprinter 3500 that I'm speaking

25 of, that's subject to a lease of my client, Integrated

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1 Vehicle Leasing, if that was transferred to Karma of Palm

2 Beach?

3 A. I'd have to see the contract. If it was

4 under Excell, no, it can't transfer. You've got to -- you

5 can't transfer that. So, but I'd have to see the contract

6 to answer it.

7 Q. Okay, and then who would be able to explain

8 why payments were being made by Karma of Palm Beach from a

9 Chase account to my client in respect to this vehicle in

10 or about March of 2022?

11 A. That would be the girls in the office who

12 did all the payables, Nidia or Teddi.

13 Q. And when you say the office, Karma of Palm

14 Beach or Excell Auto?

15 A. Karma, I mean Karma Palm Beach, in the

16 accounting office where they did all the payables and the

17 receivables.

18 Q. What is the status of vehicles and business

19 records right now as we sit here for Karma of Palm Beach?

20 A. The trustee actually has all the records.

21 Q. Of that entity, even though it's not

22 currently in bankruptcy, is that correct?

23 A. Correct.

24 MS. DRISCOLL: Okay. I have no further

25 questions today. Thank you.

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1 MS. MEHDIPOUR: Thank you, Ms. Driscoll.

2 All right. Mr. Shelomith.

3 MR. SHELOMITH: Yes, one moment. Let me

4 just turn my camera back on.

5 MS. MEHDIPOUR: Certainly.

6 MR. SHELOMITH: Thank you.

7 EXAMINATION

8 BY MR. SHELOMITH:

9 Q. Good morning, Mr. Zankl. My name is

10 Zach Shelomith. I represent Woodside Credit, LLC, and I

11 just have a few questions.

12 How did you come to know Woodside Credit?

13 A. We started to do finance deals with them

14 probably 10 years ago or more.

15 Q. And when you say "we", who are you

16 specifically referring to?

17 A. Excell Auto.

18 Q. Okay, and earlier this morning the trustee

19 asked you questions regarding a 2021 Ferrari, the last

20 four digits of VIN is 1176. Do you recall being asked

21 those questions?

22 A. Yes.

23 Q. Now, that vehicle was purchased in your

24 individual name?

25 A. Yes.

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1 Q. As well as your wife's name?

2 A. Yes.

3 Q. Do you know the whereabouts of that vehicle

4 today?

5 A. I do not know where it's at right this --

6 no, not today.

7 Q. And did you ever take possession of the

8 vehicle?

9 A. Yes.

10 Q. And when was the last time you saw the

11 vehicle?

12 A. Probably the beginning of March, maybe, the

13 end of February, beginning of March.

14 Q. And where was the vehicle when you last saw

15 it?

16 A. At Karma Palm Beach.

17 Q. And why was the vehicle at Karma Palm Beach?

18 A. Well, it was there for advertising and

19 marketing purposes, it was there.

20 Q. And what was the purpose of your acquisition

21 of this vehicle?

22 A. The purpose was, that was something I did

23 once in a while with Woodside Credit, is I would get a

24 vehicle that we wanted to use for marketing, and events,

25 and shows, and we'd use it for four, five months and then

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1 we'd sell it.

2 Q. Okay. So this particular vehicle was not

3 purchased for your personal use?

4 A. No.

5 Q. And when you say it was used for marketing

6 and other purposes, is that marketing and other purposes

7 for Excell, or Karma, or both entities?

8 A. No, just Karma.

9 Q. Okay, and was the vehicle ever sold or

10 transferred to Excell Auto Group?

11 A. No.

12 Q. Was the vehicle ever sold or transferred to

13 Karma?

14 A. No. Well, yeah, Karma Palm Beach bought the

15 car originally.

16 Q. When you say "Karma bought the car", Karma

17 bought the car from you, or Karma bought the car and then

18 transferred it to you?

19 A. Karma bought the car from a dealer and then

20 transferred it to me.

21 Q. Okay, and is the vehicle currently still in

22 your name?

23 A. No. I don't know, actually.

24 Q. Well, what is your recollection as to the

25 title or registration of the vehicle after you acquired

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1 it?

2 A. Well, after we bought it, after my wife and

3 I bought it, we actually had a client that wanted to buy

4 the car, after we had bought it, and that's -- we had

5 planned on keeping it for four to five months, and then we

6 had somebody come in that made a crazy offer and wanted to

7 buy it, so he bought it.

8 Q. Okay. Do you know the name of that

9 individual?

10 A. I don't off the top of my head, I don't.

11 It's in my records, but I don't know it right off the top

12 of my head.

13 Q. If I said the name was Frank Evans, would

14 that refresh your recollection?

15 A. I believe so, yes.

16 Q. Okay, and when you said he made a crazy

17 offer, do you recall how much that offer was?

18 A. No, I'd have to look at the bill of sale,

19 but it was a good offer, that's why we did it, otherwise

20 we planned on keeping it for four to five months.

21 Q. Okay, and did you make any representations

22 or other statements to Woodside as to the current

23 possession or title of the vehicle?

24 A. No.

25 Q. When was the last time you spoke to someone

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1 from Woodside?

2 A. Probably, I'd say the end of March, maybe,

3 the very beginning of April.

4 Q. And can you briefly explain the context of

5 that conversation?

6 A. I remember them just calling me, asking me

7 about that car, that particular car, where it was, because

8 at that time we had sold the car to Frank, but my landlord

9 had taken the title to the car. That was one of the

10 titles he took.

11 Q. Okay. When you say your "landlord", are you

12 speaking of Mr. --

13 A. Farache.

14 Q. -- Farache?

15 Okay. So, but do you have any reason to

16 believe that Mr. Farache is in possession of this vehicle?

17 A. I don't know if Mr. Evans has it or if Moshe

18 has it. I know Moshe has the title, because that's one of

19 the titles he took.

20 Q. Okay, and did you do any other business with

21 Mr. Evans?

22 A. Yes, he bought cars from us over the years.

23 Q. Okay. More than 10 cars?

24 A. No, no.

25 MR. SHELOMITH: Okay. All right. Thank you

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1 for answering those questions. I will reserve the right

2 to ask further questions at the Rule 2004 Examination.

3 Thank you.

4 MS. MEHDIPOUR: Thank you, Counsel.

5 All right. Mr. Shraiberg.

6 MR. SHRAIBERG: Thanks, Ms. Mehdipour.

7 EXAMINATION

8 BY MR. SHRAIBERG:

9 Q. Good morning, or -- yes, still good morning.

10 Question for you, do you know who Wing Lake

11 Capital is?

12 A. Yes.

13 Q. Who is Wing Lake Capital?

14 A. They're a lending, I think they're an MCA

15 lending company, I think. I think they also go by

16 Franklin, I think.

17 Q. They were formerly known as Franklin.

18 Did you -- did Excell take out a loan with

19 Franklin?

20 A. Yes.

21 Q. Do you know how much that was for?

22 A. I'd have to look at the actual contract to

23 be able to tell you the exact number.

24 Q. Was it for $6 million?

25 A. I'd have to see the contract to be able to

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1 tell you the exact number. I don't want to guess.

2 Q. Did you personally guarantee that loan?

3 A. I'd have to look at those documents just to

4 make sure before I answer it.

5 Q. You don't know if you personally guaranteed

6 a $6 million loan?

7 A. I've got to look at those documents to be

8 able to -- I just don't want to answer incorrectly. So,

9 I'd like to -- I would need to see the documents to be

10 able to tell you.

11 Q. Did your wife also personally guarantee that

12 loan, or did she personally guarantee that loan?

13 A. I would need to have those documents in

14 front of me to answer you a hundred percent.

15 Q. You stated earlier that the landlord came in

16 and took all of the debtor's inventory prior to the filing

17 of the bankruptcy.

18 A. Yes.

19 Q. Out of the inventory that it took, did

20 Excell own any of the inventory free and clear of any

21 liens?

22 A. Excell didn't own any of the cars.

23 Q. When was the last time Excell owned a car,

24 or a car was titled in its name?

25 A. I'd have to look at my records and have

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1 access to them to be able to give you that specific date.

2 It would have been some time in '21, but I don't -- I'd

3 have to have my records to really answer that.

4 Q. Did it own any cars in its name in October

5 of '21?

6 A. I'd have to have my records to be able to

7 answer that a hundred percent.

8 Q. You say to answer it one hundred percent.

9 Do you know a timeframe, when was the last time that

10 Excell owned any inventory in its name?

11 A. Once again, I mean, I really would need

12 access to be able to tell you that. I don't want to

13 answer it without knowing. I need to see my stuff to be

14 able to answer that.

15 Q. The last time that it -- well, how about at

16 the beginning of the year, in January of 2021, did Excell

17 own any inventory in its own name?

18 A. Yes, I can tell you yes to that.

19 Q. In the beginning of the year, January

20 of 2021, did Excell own any inventory free and clear

21 outright, no liens encumbering it?

22 A. Yes, I can answer that, but I would need my

23 documents to tell you how much, or the dollar amount, or

24 how many cars but, yes, I do believe that it did.

25 Q. At the time it took out a loan with Franklin

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1 Capital, did the company represent to Franklin Capital

2 that its inventory was owned by Excell?

3 A. I would have to see the contracts with

4 Franklin Capital to really be able to answer that for you.

5 Q. Do you know how long ago you entered into

6 the contract with Franklin Capital?

7 A. No.

8 Q. Was it years ago?

9 A. No, no, it wasn't years ago, but I don't

10 know the exact date.

11 Q. Was it in 2021?

12 A. I'd have to see the document. I think it

13 was, yeah, but I'd have to see the document.

14 Q. Was it in November of 2021?

15 A. I'd have to have the contracts in front of

16 me just so I can answer it correctly.

17 Q. You don't remember taking out a $6 million

18 loan in November of 2021?

19 A. I would just need to see -- I want to be

20 specific. I would need to see the contracts to be able to

21 answer that question, if it's in November of '21.

22 Q. You stated you don't know the exact amount

23 that you took out, the exact amount of the loan with

24 Franklin. Do you know for a fact, though, that it was

25 over $5 million?

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1 A. I'd have to reference the contract just to

2 be accurate on that a hundred percent.

3 Q. Was it more than $4 million?

4 A. I'm comfortable saying it was over

5 $4 million, yes, but I would need to see the contract to

6 be able to answer exactly what it was.

7 Q. Let's use the number 4 million. Would that

8 have been your largest loan at the time you took it out?

9 A. No.

10 Q. What was your largest loan then?

11 A. I already testified to that, that would have

12 been with the Seaside Bank.

13 Q. For how much?

14 A. That was seven and a half.

15 Q. And at the time you took out the loan with

16 Franklin, you owed Seaside Bank seven and a half million

17 dollars?

18 A. No.

19 Q. Wasn't Franklin your largest lender at the

20 time you took out their loan?

21 A. Oh, at the time, I don't -- no.

22 Q. Who was?

23 A. I'd have to see my document to be able to

24 answer that for you. I don't want to guess. I don't

25 think that they were.

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1 Q. So if you're saying you don't think that

2 they were, who do you think was?

3 A. I would just have to have my document so

4 that I could answer it. I mean, you're asking me

5 questions. I need -- I don't have them in front of me.

6 Q. Did you have any other lenders at the time

7 you took out the loan with Franklin?

8 A. Yes.

9 Q. Have you heard of a company called HighBar

10 Capital?

11 A. Yes.

12 Q. Who is HighBar Capital?

13 A. They're like Wing Lake, they're an MCA.

14 Q. Do you know when you took out a loan with

15 HighBar Capital?

16 A. No.

17 Q. Was it before or after you took out a loan

18 with Franklin?

19 A. I don't remember, I'd have to see the

20 documents to answer the date. I don't recollect.

21 Q. Did you service the HighBar Capital loan?

22 A. What does that mean?

23 Q. Did you make any payments to HighBar Capital

24 after receiving funds from them?

25 A. Yes. No, we didn't receive funds. I didn't

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1 receive any funds from HighBar.

2 Q. You received nothing from HighBar?

3 A. No.

4 Q. So, who -- have you -- so, who did you

5 receive -- who from, you stated that they were a lender.

6 A. Right, it was a company called Spin Capital.

7 Spin Capital transferred their loan to HighBar. HighBar

8 didn't distribute any money at all.

9 Q. Did you make a 1.3 -- you, being Excell,

10 make a $1.3 million payment to HighBar Capital in the

11 first few weeks of February of 2022?

12 A. You mean one payment of $1.3 million?

13 Q. Correct.

14 A. No.

15 Q. Were there a group of payments that totalled

16 $1.3 million to HighBar Capital within the first two weeks

17 of February?

18 A. Yes.

19 Q. And what were those payments for?

20 A. Interest.

21 Q. And that's interest on your Spin Capital

22 loan?

23 A. Yes.

24 Q. When did Excell start having financial

25 issues?

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1 A. I'd have to go back and really look and see,

2 you know, with the records when. It's hard for me to

3 pinpoint a date, but I'd have to go back and look.

4 Q. Was it in 2020?

5 A. No.

6 Q. When was the first time Excell took out a

7 loan with an MCA lender?

8 A. I'd have to look at the actual contracts,

9 but any date that I'm going to tell you would be a guess.

10 It was the end of '20 or beginning of '21, but I'd have to

11 look at the dates.

12 MR. SHRAIBERG: For now I have no further

13 questions. I'll reserve for the 2004 Exam.

14 Thank you.

15 MS. MEHDIPOUR: Thank you, Mr. Shraiberg.

16 Ms. Roberts, do you care to ask any

17 questions?

18 MS. ROBERTS: Yes, thank you, Ms. Mehdipour.

19 EXAMINATION

20 BY MS. ROBERTS:

21 Q. Mr. Zankl, you have not had me listed as a

22 creditor, as well as you didn't have Aaron with

23 Greenbucket or Popin (phonetic) until this morning. Why

24 have you not recognized me as a creditor?

25 MR. WINDERMAN: Excuse me, is that you,

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1 individually?

2 MS. ROBERTS: Me, individually.

3 MR. WINDERMAN: Okay.

4 MS. ROBERTS: Yes, Lillian, L-i-l-l-i-an

5 R-o-b-e-r-t-s.

6 MR. WINDERMAN: Do you have her address?

7 THE WITNESS: I don't.

8 MR. WINDERMAN: Can we have your address,

9 please?

10 MS. ROBERTS: 6360 Northwest 42nd Avenue,

11 Coconut Creek, Florida 33073, a creditor for $500,000 from

12 2015, that is guaranteed on a promissory note by Scott, by

13 Mr. Zankl and Mrs. Zankl, and another 300,000 that is

14 remaining, owed from 2018.

15 MR. WINDERMAN: Okay. Go ahead and ask your

16 questions.

17 MS. ROBERTS: Thank you.

18 BY MS. ROBERTS:

19 Q. Scott -- Mr. Zankl, what's the reason behind

20 not listing me as a creditor?

21 A. No reason, I actually just forgot. There

22 was no reason.

23 Q. Okay.

24 MR. WINDERMAN: We will amend the schedules.

25 MS. ROBERTS: Thank you.

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1 BY MS. ROBERTS:

2 Q. Is the casino investment that you spoke of

3 several times with me as I was helping you to obtain

4 financing in places, is that casino investment a personal

5 investment or through Excell Auto?

6 A. Personal.

7 Q. Personal.

8 And, Scott -- Mr. Zankl, what is -- how much

9 is your personal wealth?

10 A. I would have to put it together for you. I

11 don't know it off the top of my head.

12 Q. Is it greater than $30 million?

13 A. No.

14 Q. How much is the casino investment worth?

15 A. It's not worth anything as of today.

16 Q. Why is that?

17 A. Because it's not -- one, it's not open, it's

18 got a very small facility open and, two, they don't have

19 their official approval yet, to what they're doing as far

20 as how it's going to be run. So, today's value, it's

21 worth nothing.

22 Q. You had on occasion shared with me that it

23 was worth $40 million, 40 million-plus dollars. What was

24 that based on?

25 A. That was probably over a year ago, and that

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1 was based on information that I was getting from the

2 management team from the casino, based on what their

3 projections were, but that was over 14 years. That wasn't

4 the value at that time. That was just based on what the

5 projections were over 14 years, and that was over a year

6 ago.

7 Q. Did you set out with this as a Ponzi scheme,

8 or was this a business that got away from you?

9 A. It was a business that got away from me.

10 MS. ROBERTS: Okay. Thank you,

11 Ms. Mehdipour. I reserve the right for further

12 questioning, please.

13 MS. MEHDIPOUR: Thank you, Ms. Roberts.

14 Mr. Krehl.

15 MR. KREHL: Thank you, Madam Trustee. This

16 is Jessy Krehl, K-r-e-h-l, with Pack Law. We represent

17 certainly entities that are owned by Bob Shah, S-h-a-h.

18 I just want to cite for clarity of the

19 record, that we do take issue with many of the answers

20 we've heard from the debtor today and we will be pursuing

21 2004 discovery, with a full reservation of rights.

22 EXAMINATION

23 BY MR. KREHL:

24 Q. But just as a couple of gating questions,

25 Mr. Zankl, and I guess it is officially good afternoon

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1 now. As a baseline question, and without reference to any

2 specific transaction (inaudible) more than one lender

3 using the same vehicle as underlying collateral for two

4 different loans?

5 A. I'm sorry, what's that? I didn't -- was

6 that a question?

7 Q. Yes.

8 (Inaudible) -- there are occasions --

9 A. I can't hear you.

10 Q. -- where you --

11 MR. WERNICK: Nicole, we can't hear him. I

12 don't know if --

13 MR. KREHL: Am I audible? Hello.

14 MR. WERNICK: No, can't hear you.

15 MR. KREHL: Hello?

16 MR. WERNICK: No, I can't hear you.

17 MR. KREHL: I'm not audible?

18 MS. MEHDIPOUR: Yes, Mr. Krehl, first of

19 all, it's Ms. Mehdipour or Trustee Mehdipour, and --

20 MR. KREHL: You can't hear?

21 MS. MEHDIPOUR: -- second. Mr. Krehl, it

22 looks like there might be an Internet connection issue on

23 your end. We're having a lot of feedback.

24 Maybe if we give it a moment it will come

25 through a little clearer.

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1 MR. KREHL: Am I coming through clearly now?

2 MS. MEHDIPOUR: You are now. Thank you.

3 MR. KREHL: Okay. My apologies. I think I

4 it must have been the incorrect microphone.

5 BY MR. KREHL:

6 Q. The question was whether there were

7 occasions on which you or the debtor, Mr. Zankl, had

8 gotten loans with the same vehicle as underlying

9 collateral from two different lenders, or multiple

10 different lenders?

11 A. No.

12 Q. Okay. There were no occasions of that, and

13 can you please explain, just briefly, the sorts of general

14 procedures, not a transaction specific, but the general

15 procedures that you would undergo when getting a loan from

16 a lender to ensure that different collateral was being

17 used and that, you know, the same vehicle was not the

18 underlying collateral for more than one loan?

19 A. I'd have to see the contracts because the

20 lenders --

21 Q. Just general, general procedures, if you

22 were having a lender come and there was going to be

23 vehicles (inaudible) underlying collateral, what were the

24 types of things for the debtor to make sure that all

25 security interest were above board, no specifics.

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1 A. I couldn't really -- you broke up, I

2 couldn't hear part of that question.

3 Q. Did the debtor have any procedures to make

4 sure that when it was entering into a lender arrangement,

5 any underlying collateral was not already collateralized

6 on a different loan, general procedures, not a specific

7 transaction.

8 A. No.

9 Q. What was that?

10 A. No, the lender -- no, the lenders that were

11 secured, they filed UCCs.

12 Q. On the doctor's side, when entering into

13 these arrangements, did the debtor have anything on the

14 debtor's side to make sure that the underlying collateral

15 was not already collateralized on a different loan?

16 A. I'd have to see the documents.

17 Q. So there were no procedures the debtor had

18 to make sure when entering into a new loan that that

19 collateral was not already encumbered, the debtor did not

20 have any procedures?

21 A. Well, individual cars were never

22 individually collateralized. So, there is -- there wasn't

23 really a way to track that. They weren't -- so I'd have

24 to see the actual contracts because each debtor was

25 different, but individual cars were not.

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1 Q. Understood. So, yes, so as I understand

2 you, it would have been transaction specific, there were

3 not baseline procedures that the debtor followed to make

4 sure that there was not duplication of collateral for

5 multiple lenders.

6 MR. WERNICK: We're having a hard time

7 hearing on our end.

8 THE WITNESS: I can't hear anything he's

9 saying. It's, like, very garbly, like, I just, I can't

10 hear.

11 BY MR. KREHL:

12 Q. Yes. I apologize for any microphone issues

13 that I'm having. I do believe that you've answered the

14 question, though, with respect to general procedures, is

15 that correct? You're saying there may have been

16 transaction-specific procedures, but there were not

17 general debtor procedures to (inaudible) ensure that

18 individual loans were not collateralized by the same

19 collateral on multiple occasions.

20 A. Once again, I'm having a hard time hearing

21 him.

22 MR. KREHL: Madam Trustee, am I audible to

23 you?

24 MS. MEHDIPOUR: It's breaking up quite a

25 bit. So, I'm unable to hear the full question as well.

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1 Do you want to give it maybe one more shot?

2 MR. KREHL: I apologize, I'm not sure.

3 Yes, Madam Trustee, thank you.

4 BY MR. KREHL:

5 Q. Just, the baseline key inquiry that I'm

6 trying to drive at is whether or not the debtor had

7 general procedures, not to an individual transaction, to

8 make sure when entering into a loan agreement that any

9 collateral was not already collateralized under a separate

10 loan agreement?

11 A. And, once again, I have to see the

12 individual contracts to be able to answer that question.

13 MR. KREHL: Okay. Yes, if it was

14 transaction specific, that answers my question.

15 Thank you, sir.

16 MS. MEHDIPOUR: You're done, right?

17 MR. KREHL: Oh, yes, my apologies,

18 Madam Trustee, that's the end of our questioning.

19 MS. MEHDIPOUR: Thank you, Counsel.

20 Mr. Miller.

21 MR. MILLER: Thank you, Madam Trustee.

22 EXAMINATION

23 BY MR. MILLER:

24 Q. Mr. Zankl --

25 MR. MILLER: First of all, Madam Trustee,

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1 we're going to -- I just want to let you know, as to my

2 clients' -- the testimony by Mr. Zankl, my clients dispute

3 it in reference to whatever he testified to, because there

4 is no basis for it, and we object to that.

5 However, I'm going to ask some questions.

6 BY MR. MILLER:

7 Q. Mr. Zankl, did the Excell premises have

8 camera systems?

9 A. I'm sorry, can you say that one more time?

10 MR. WERNICK: Madam Trustee (inaudible)

11 announce who Mr. Miller represents, as he did at the

12 beginning, could we hear that again so that we're clear.

13 MR. MILLER: I did already at the beginning

14 of the matter --

15 MR. WERNICK: I know.

16 MR. MILLER: I announced.

17 MR. WERNICK: I know, but if you can repeat

18 it? We have 40 different people on the line, Mr. Miller.

19 Thank you.

20 MR. MILLER: Well, I would hope you took

21 notes. I'm trying to get this ended quickly. I already

22 announced Auto Wholesale of Boca.

23 BY MR. MILLER:

24 Q. And with that said, again, did the premises

25 have cameras?

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1 A. Yes.

2 Q. Okay, and was the -- were the recordings

3 kept in an iPod system, or was it in a hardware system?

4 A. I don't know.

5 Q. Who would know that?

6 A. The gentleman who actually set up the

7 cameras.

8 Q. Mr. Zankl, have you reviewed those cameras,

9 the recordings?

10 A. As far as -- what do you mean?

11 Q. Have you recent -- have you in the past six

12 months reviewed any of the recordings?

13 A. On a live feed, yes, not going back.

14 Q. Okay. As a matter of fact, you had your --

15 had Mr. Winderman reach out to Ms. -- to the trustee to

16 advise somebody was in the premises at the time the

17 trustee was there, correct?

18 A. Yes, that was a live feed, yes.

19 Q. Okay. When you say it's a live feed, how

20 are you -- do you access it on your phone or a computer?

21 A. You can actually do it, I think, either way.

22 Q. Okay, and so you have a password and a code

23 to get into that system?

24 A. Yes.

25 Q. And do you know who the IT people were, or

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1 the people that installed the camera system?

2 A. I'd have to get the actual information, it's

3 in one of the files.

4 Q. Okay. How long would it take you to get

5 that?

6 A. Actually, the trustee has it.

7 Q. Is it your testimony you've given the

8 trustee the ability to access the recordings and the

9 camera system of Excell?

10 A. Yes.

11 Q. Okay. Earlier you testified when asked

12 about when you first met or conferred with counsel, any

13 attorney for purposes of considering the filing of

14 bankruptcy. Do you recall that testimony?

15 A. Yes.

16 Q. Was that a yes?

17 A. I'm sorry, say that again.

18 Q. Do you recall testifying already regarding

19 the first time you met or conferred with an attorney for

20 purposes of considering filing bankruptcy for Excell?

21 A. Yes.

22 Q. You don't recall that at the beginning of

23 this 341?

24 A. No, I do recall. You asked me, I said, yes,

25 I do recall, yes.

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1 Q. Okay. Your testimony was, the earliest was

2 April 7th, isn't that correct?

3 A. Yes, I believe so, yes.

4 Q. But isn't it a fact that you had met before

5 that with the law firm of Furr & Cohen?

6 A. I don't think I met with them before the

7 7th. It might have been the same day.

8 Q. So if Furr & Cohen had submitted an

9 affidavit to the bankruptcy court indicating the date of

10 your meeting, that was a date prior to April 7th, that

11 would be an error on their part?

12 A. No, it would be an error on my part. It

13 wouldn't be on theirs, I'm sure.

14 Q. Okay. So Furr & Cohen is probably correct

15 on the date they met with you then, right?

16 A. Yeah, I would say so.

17 Q. Okay. Now, what was the purpose of that

18 meeting with Furr & Cohen, was it to put the company into

19 bankruptcy, or for you, or you and your spouse to consider

20 filing bankruptcy and get information on that?

21 MR. WINDERMAN: We're going to assert

22 attorney/client privilege. We don't see any basis for

23 that question with regard to the Zankls individually.

24 BY MR. MILLER:

25 Q. I'm not asking, I'm not asking for what

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1 their conference -- what they discussed. I'm asking for

2 the substance. I'm entitled to the substance.

3 BY MR. MILLER:

4 Q. What was your --

5 MR. WINDERMAN: No, you're not entitled.

6 MR. MILLER: Stop.

7 MR. WINDERMAN: You're not entitled to the

8 substance when the substance would reveal the

9 conversation.

10 MR. MILLER: No, Mr. Winderman, I'm entitled

11 to know what the basis of the meeting was.

12 MR. WINDERMAN: And the answer is you're not

13 going to find out here.

14 MR. MILLER: No, I don't want you

15 testifying. I don't want you testifying.

16 MR. WINDERMAN: You're not going to find

17 out. I've invoked the privilege. We're refusing to

18 answer the question.

19 MR. MILLER: You're here for the debtor,

20 correct, Mr. Winderman?

21 MR. WINDERMAN: I'm here to object to your

22 useless question.

23 MR. MILLER: No, my question is are you here

24 for the debtor or for Mr. Zankl and Mrs. Zankl?

25 MR. WINDERMAN: Move on, Counsel.

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1 MR. MILLER: No. You need to tell us who

2 you represent.

3 MR. WINDERMAN: Move on. I don't have to --

4 I've already announced it. Didn't you write it down?

5 MR. MILLER: Wait a minute, I'm trying --

6 you know, Mr. Winderman, you're just being ridiculous, so

7 let's get to the next --

8 BY MR. MILLER:

9 Q. Mr. Zankl --

10 MR. WINDERMAN: Ask your question.

11 MR. MILLER: Stop.

12 BY MR. MILLER:

13 Q. Mr. Zankl, does Mr. Winderman represent you

14 individually?

15 A. He represents Excell Auto.

16 Q. Okay. Is there an attorney in the room that

17 represents you individually?

18 A. Yes.

19 Q. Who is that?

20 A. Right here, Aaron.

21 Q. Aaron what?

22 A. Wernick.

23 Q. Okay. Now my question again, did you meet

24 with Furr & Cohen for purposes of a personal bankruptcy?

25 MR. WINDERMAN: And I'm going to assert

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1 attorney/client privilege.

2 MR. MILLER: You're not his lawyer. You

3 don't get to --

4 MR. WINDERMAN: I don't care. I don't have

5 to be his attorney for this purpose to assert the

6 privilege.

7 MR. MILLER: Yes, you do, you have to.

8 MS. MEHDIPOUR: Excuse me, excuse me.

9 MR. MILLER: Mr. Wernick, are you going to

10 object?

11 MS. MEHDIPOUR: Gentlemen. Gentlemen, just

12 a moment, just a moment.

13 First of all, while there is no court

14 reporter here, to have a clear record let's make sure we

15 don't speak over each other, please.

16 And, Mr. Winderman, if you are asserting

17 that the debtor, Mr. Zankl, is not going to answer, then

18 please state that clearly on the record.

19 Mr. Miller, please, go ahead.

20 BY MR. MILLER:

21 Q. Okay. Once again, Mr. Zankl, I'm asking,

22 did you meet with Furr & Cohen for purposes of a personal

23 bankruptcy? I'm not asking if you did it for Excell. I'm

24 asking if you met for purposes of a personal bankruptcy?

25 MR. WERNICK: I'd like to take a break,

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1 please.

2 MR. MILLER: What's that?

3 MR. WERNICK: I'd like to take a break.

4 MR. MILLER: No, you don't get to confer

5 with the witness while there is a pending question.

6 MR. WERNICK: I'm not going to coach the

7 witness. I mean, he can decide -- the problem is that we

8 have two different lawyers in the room, and two different

9 entities, and I'm trying to figure out where Mr. Miller's

10 questioning is going towards.

11 MR. MILLER: I'm going to ask the question

12 again.

13 BY MR. MILLER:

14 Q. Mr. Zankl, did you or your wife meet with

15 Furr & Cohen for purposes of considering or discussing a

16 personal bankruptcy?

17 I'm not asking if you told him, I got

18 X-million dollars in debt, or I've got this asset here.

19 Was the purpose of that meeting for your personal

20 bankruptcy?

21 MR. WERNICK: And this is a Meeting of

22 Creditors, Mr. Miller. So --

23 MR. MILLER: And this is appropriate to ask

24 it because there is a filing in the bankruptcy court

25 regarding this matter. That's what we're asking --

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1 MR. WERNICK: Obviously --

2 MR. MILLER: Are you instructing the

3 witness? Counselor, are you instructing the witness not

4 to answer the question?

5 MR. WERNICK: I'm not. Obviously the

6 witness --

7 MR. MILLER: Okay.

8 MR. WERNICK: -- knows that there is an

9 attorney/client privilege, and he can answer in a way

10 that --

11 MR. MILLER: Are you asserting the

12 privilege, Mr. -- no, Counsel, are you directing your

13 client not to answer the question?

14 MR. WERNICK: I mean, Mr. Zankl can answer

15 the question, he can waive the privilege, or he can keep

16 the privilege, that is up to him.

17 MR. MILLER: There is no privilege. No, you

18 guys really --

19 MR. WERNICK: He's obviously not going to

20 reveal --

21 BY MR. MILLER:

22 Q. Mr. Zankl --

23 MR. WERNICK: -- any discussion that he's

24 had --

25 MR. MILLER: I don't want to have a debate

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1 with you, Counsel. I want the question answered.

2 Everybody here wants to know, and they're entitled to

3 know, did Mr. Zankl meet with Furr & Cohen for the

4 purposes of personal bankruptcy consideration?

5 BY MR. MILLER:

6 Q. Mr. Zankl, did you meet with Furr & Cohen

7 for that purpose?

8 A. I honestly don't even remember if it was --

9 it was a blur. I know we met with them, but I don't

10 remember what we actually talked about, if it was for me,

11 personally, or the businesses, I don't remember.

12 Q. Mr. Zankl, is that your wife with the smile

13 on her face sitting to your left?

14 A. Yes.

15 MR. MILLER: Okay. Just let the record

16 reflect she had a smirk on her face when you answered.

17 BY MR. MILLER:

18 Q. So you don't recall the purpose of the

19 meeting at Furr & Cohen?

20 MR. WERNICK: I'll object (inaudible) --

21 what someone was -- their look on their face.

22 MR. MILLER: Look, if you're going to make

23 an objection, don't make a speaking objection. I don't

24 need to teach you that.

25 BY MR. MILLER:

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1 Q. So, again, Mr. Zankl, you --

2 MR. WERNICK: (Inaudible.)

3 BY MR. MILLER:

4 Q. Mr. Zankl, your testimony is that you don't

5 recall the reason you met with Furr & Cohen, is that

6 correct?

7 A. No, I don't recall the particular

8 discussions, if I talked at all about me, myself,

9 personally, or if it was over the business, that, I don't

10 remember.

11 Q. Was your wife present during that meeting?

12 A. Yes.

13 Q. Was anyone else present during that meeting?

14 A. I believe there was another gentleman in the

15 room, but I don't remember his name.

16 Q. Was he with you or with the firm of

17 Furr & Cohen?

18 A. No, with the firm.

19 Q. And who at the firm do you recall meeting

20 with?

21 A. I think I met with Mr. Cohen, and I don't

22 remember the other gentleman's name.

23 Q. Did you meet Robert Furr?

24 A. Yes.

25 Q. Mr. Zankl, you testified Ed Brown is a

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1 co-owner of Excell, correct?

2 A. Yes.

3 Q. Whose dealer number, whose license plate

4 dealer number is PJO15M?

5 A. No idea without seeing -- behind the plate

6 it tells you who that belongs to. I would not know

7 without seeing the plate.

8 Q. Okay. Well, I just read the name to you. I

9 just want -- number to you. I just want to know, is that

10 an Excell dealer plate?

11 A. I'll answer it again, Mr. Miller. Without

12 seeing the physical plate, there is a sticker behind it

13 that references what store the plate belongs to.

14 Q. How many --

15 A. And without that plate, I wouldn't know.

16 Q. How many dealer plates did Excell have?

17 A. That would be a question that would be

18 answered by one of the girls in my office, Alana would

19 answer that. I don't know exactly how many plates.

20 Q. How many automobiles do you have in your

21 household?

22 A. How many do I have at my house?

23 Q. Did you not understand?

24 MR. WERNICK: What's the question?

25 THE WITNESS: No, I didn't answer it.

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1 Go ahead, ask it again.

2 BY MR. MILLER:

3 Q. I said how many automobiles do you have in

4 your household?

5 A. Three.

6 Q. Okay, and were any of those three

7 automobiles at any point in time owned by, or in the

8 custody of Excell?

9 A. No.

10 Q. Okay. Do any of those automobiles have any

11 dealer plates that belong to Excell?

12 A. No.

13 Q. Do you know what cars Mr. Brown is currently

14 in possession of and operating?

15 A. No.

16 Q. If I told you that we believe that he has in

17 his possession a 2021 white Lamborghini Urus, serial

18 number ending 2270 in his possession, do you recall him

19 ever driving that?

20 A. Yes.

21 Q. Okay, and have you seen him recently with

22 that automobile at the country club?

23 A. No.

24 Q. Anywhere else?

25 A. No.

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1 Q. Does he also have in his possession a white

2 2021 Rolls-Royce Cullinan, serial number ending 4097?

3 A. I don't know for sure.

4 Q. Didn't you give him those two automobiles

5 the end of March, beginning of April 2022?

6 A. No.

7 Q. Do you have a bank account at Bank of

8 America ending 3954?

9 A. No.

10 Q. Does your spouse?

11 A. No.

12 Q. Do any businesses affiliated with you?

13 A. No.

14 Q. Do you know why you deposited a check for

15 $700,000 on March 28th into that account from Excell?

16 A. Into a Bank of America?

17 Q. That's what I asked.

18 A. No.

19 Q. Who is NBNS Management?

20 A. I don't know.

21 Q. Have you ever heard of them?

22 A. Doesn't ring a bell.

23 Q. Okay. Mr. Zankl, do you or your wife have

24 any foreign bank accounts?

25 A. No.

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1 Q. Have you banked, or any entities affiliated

2 with you, or any trusts affiliated with you, in Lisbon,

3 Portugal or in the nation of Portugal?

4 A. No.

5 Q. Do you have an account, whether you, with

6 your spouse or without, or any entity affiliated with you,

7 with which you bank?

8 A. No.

9 Q. Is that a no?

10 A. No.

11 Q. Okay. Do you recall transferring a million

12 dollars to a trust in Lisbon, Portugal, within the past

13 six months?

14 A. No, I'd have to see the bank statement.

15 Q. Okay. What was your wife's role at Excell?

16 A. As I testified earlier, she came in January,

17 and was revamping all the procedures and policies, and the

18 HR for the company.

19 Q. Mr. Zankl, was there a period of time that

20 you were absent in the beginning of this year from the

21 Excell premises?

22 A. In March.

23 Q. From what date to what date?

24 A. I think it was, like, March 15th, I think,

25 or the 14th of March.

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1 Q. Just one day?

2 A. No, that's the last day I was in there.

3 Q. So, you weren't present the dates of

4 April 2nd and April 3rd, 2022?

5 A. No, I was in there -- I was gone from

6 March 15th, I think, and then I was there the evening of

7 April 1st, and then I was there two more times, three more

8 times in April when I met with the trustee.

9 Q. Okay, and do you recall the Boca police

10 department being at the Excell premises the 1st of April

11 of 2022?

12 A. I wasn't there to see the police there, but

13 I was told they were there.

14 Q. Well, weren't you present to hand a check to

15 a gentleman that would not give up the car he was sitting

16 in the whole time he was in the premises while the police

17 were there?

18 A. I wasn't there, no.

19 Q. You don't recall handing him a check for --

20 A. No, I wasn't there. I wasn't there.

21 Q. Let me finish.

22 Do you recall handing a gentleman a check

23 for $250,000 to get out of the car?

24 A. Nope.

25 Q. Did you --

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1 A. I wasn't there.

2 Q. Did you instruct somebody to give that

3 gentleman a $250,000 check to get out of the car?

4 A. Which gentleman are you referring to?

5 Q. I'm asking, do you write checks for $250,000

6 so much that you can't recall that?

7 A. I don't write checks, first of all.

8 Q. Do you recall instructing anyone at Excell

9 to hand a gentleman a check for $250,000 in the first week

10 of April 2022?

11 A. No.

12 Q. How much money did Excell borrow from

13 various creditors between January 1st, 2022 and the date

14 it filed bankruptcy?

15 A. I'd have to look at the contracts and see.

16 Q. Would it be safe to say it was in excess of

17 $25 million?

18 A. I'd have to see the contracts to see.

19 Q. So if you received -- if Excell received

20 $25 million in that period of time, what happened to that

21 money, where did it go?

22 A. I'd have to see the contracts to see how

23 much it borrowed.

24 Q. Do you recall borrowing money from an entity

25 by the name of -- somebody that you borrowed money from on

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1 January 6th of 2022, that recorded a UCC-1, do you recall

2 that company?

3 A. No.

4 Q. Okay. Do you recall borrowing money from

5 TBF on or about January 25th, 2022 for Excell?

6 A. No. I'd have to see the contract to be able

7 to tell you a specific date.

8 Q. Well, do you recall borrowing from so many

9 different people you can't remember them in that

10 three-month period?

11 A. No, just, I want to answer it correctly, so

12 if I had the contracts I could give you the exact answer.

13 I don't want to guess.

14 Q. Mr. Zankl, did you ever instruct any

15 employees of Excell to immediately, or as quickly as

16 possible, transfer automobiles from Excell to Karma of

17 Broward or Karma of Palm Beach?

18 A. No.

19 Q. Do you recall -- do you communicate by email

20 with your staff?

21 A. Not a lot, mostly verbal, but sometimes

22 emails, yes.

23 Q. Okay, and do you recall writing -- who was

24 Alana?

25 A. Alana, she was one of the girls that handled

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1 contracts and (inaudible) and stuff.

2 Q. Do you recall writing an email to Alana on

3 March 31st, 2022, to immediately move 14 different

4 automobiles from Excell, and transfer them to Karma?

5 A. No.

6 Q. Does anyone else have access to your email,

7 that they can just write these emails on their own for

8 you?

9 A. Not that I'm aware of, but I'm sure that it

10 can be done, but not that I'm aware of.

11 Q. How is it that you intended to give -- I'm

12 looking at all these UCC-1 you had reported, you were

13 borrowing money, representing to these creditors that they

14 were going to get inventory securing their loans, and

15 counsel just before me just asked, were you giving up the

16 same inventory to multiple lenders. Was that possible,

17 did that happen?

18 A. Without seeing the contracts to specifically

19 see what the contract said, it would be -- I can't answer

20 that without seeing the contract.

21 Q. Mr. Zankl, when was the last time you

22 traveled outside of the United States?

23 A. November, I believe, of last year.

24 Q. Was that with Ed Brown?

25 A. No.

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1 Q. Do you recall your trip with Ed Brown?

2 A. Which one?

3 Q. Well, the one you guys went on, the yacht

4 trip together, do you remember that?

5 A. Once again, which one?

6 Q. Well, the most recent one.

7 A. Yes.

8 Q. When was that?

9 A. I think it was in February or March of last

10 year.

11 Q. And does -- do you and Mr. Brown have any

12 other corporations -- corporate interests together where

13 you each have an ownership interest, whether it's a joint

14 venture, or corporation, an LLC, or anything like that, a

15 partnership?

16 A. There is a finance company that -- he

17 doesn't have an ownership in, but there is an Excell

18 Finance Company.

19 Q. What's the name of that company?

20 A. I just said it, Excell Finance.

21 Q. Do you have a college background?

22 A. I'm sorry?

23 Q. Did you go to college?

24 A. Yes.

25 Q. Did you graduate?

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1 A. Yes.

2 Q. What degree did you get?

3 A. Marketing, advertising, minor in criminal

4 law.

5 Q. Did your wife graduate from college?

6 A. Yes.

7 Q. What degree did she get?

8 A. Business, marketing.

9 MR. MILLER: All right. I'm going to

10 reserve for a 2004 Examination, Madam Trustee. It's been

11 a long day, I guess, for everybody, and I don't want to go

12 on because, as you said, this could take weeks.

13 Thank you for your time.

14 MS. MEHDIPOUR: Mr. Miller, thank you.

15 Mr. Harvey.

16 MR. HARVEY: Yes, Madam Trustee. Thank you.

17 MS. MEHDIPOUR: Thank you.

18 EXAMINATION

19 BY MR. HARVEY:

20 Q. Mr. Zankl, do you recall my client, BAL

21 Investments, LLC?

22 A. Yes.

23 Q. Okay. When did you first come to do

24 business in any form with BAL Investments?

25 A. I don't -- I mean, I don't remember the -- I

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1 don't recall the exact date. I don't recall the exact

2 date.

3 Q. More than two years ago?

4 A. No, it would not have been more than two

5 years ago, no.

6 Q. And how did the business relationship with

7 BAL Investments start, what kind of transactions were you

8 entering into together?

9 A. I'd have to really see the contract to

10 answer that question.

11 Q. How would you refer to BAL Investments,

12 would you refer to them as a private lender?

13 A. They were a lender, yes.

14 Q. So any testimony you've given here today in

15 reference generally to private lenders, would that apply

16 to BAL Investments?

17 A. Without seeing the contact, I'd have to see

18 their specific contract.

19 Q. Is it your testimony here today that you did

20 not enter into any agreements where a specific car was

21 identified as collateral with a private lender, such as

22 BAL Investments?

23 A. I'd have to look at the contract that I had

24 with them to be able to answer that question.

25 Q. In your amended schedules filed last night,

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1 you listed BAL Investments as a creditor for $5 million.

2 Are you aware of that?

3 A. Yes.

4 Q. Okay, and to your recollection what does

5 that 5 million represent?

6 A. I'd have to have that contract to be able to

7 tell you exactly.

8 Q. Do you know how many contracts you entered

9 into with BAL Investments?

10 A. No, I'd have to have that -- I'd have to

11 have the contract, but I don't.

12 Q. Do you recall entering into a $2 million

13 line of credit with BAL Investments?

14 A. No, I don't recall that.

15 Q. So, then do you not recall personally

16 guaranteeing that line of credit as well?

17 A. Without seeing that -- I'd have to see the

18 documents before I could answer that question.

19 Q. Do you recall at any point in time ever

20 personally guaranteeing loans that are the subject of the

21 Creditors' Meeting here today?

22 A. Without seeing the actual contract -- I'd

23 have to see the actual contract to answer that. I don't

24 want to answer it incorrectly.

25 Q. So, your answer then is you have no

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1 recollection of ever guaranteeing a loan that's been

2 discussed here today?

3 A. No, that's not what I'm saying. I'm saying

4 for anything specific, I would have to see the contract.

5 I don't want to answer a question without knowing for

6 sure, and I would need to see the contract.

7 Q. Well, sir, I'm not talking specific. In

8 general, in reference to any creditor referenced here

9 today, and referenced in your filings, including those

10 amended schedules as of last night, have you ever

11 personally guaranteed a loan represented with those

12 creditors?

13 A. I'm sure that there was some personally

14 guaranteed, but I can't reference a specific one without

15 seeing the contract.

16 Q. Do you recall personally executing any

17 agreement with BAL Investments?

18 A. Do I recall doing anything with them?

19 Q. Personally executing loan documents with

20 BAL Investments?

21 A. Yes, I do. Yes, I mean, I did sign

22 documents with them. I just would need the document to be

23 able to answer any questions relating to the documents or

24 the terms of the deal.

25 Q. Do you recall whether you executed those

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1 documents by hand, or whether or not you used a software

2 such as DocuSign?

3 A. That, I don't recall.

4 Q. Do you recall in what capacity you signed

5 those documents?

6 A. I'm not sure what you mean by "capacity".

7 Q. Okay. Did you sign them in your individual

8 capacity?

9 A. I don't recall. I don't, I don't recall.

10 Q. Okay. If someone were to sign on behalf of

11 Excell Auto (inaudible) --

12 A. No, not always.

13 Q. Was there a specific reason why you or

14 someone else with Excell Auto would sign a particular

15 agreement?

16 A. I mean, I would sign, or Teddi had

17 authorization to sign, Nidia had authorization to sign.

18 It would be one of us who would sign. I mean, Alana had

19 authorization to sign on behalf of Excell Auto. I mean,

20 they all had authorization.

21 Q. Is there any particular factor that dictated

22 who signed on behalf of Excell Auto?

23 A. No.

24 Q. Did anyone with authority to sign on behalf

25 of Excell Auto have to come to you, or your wife, or

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1 Ed Brown for authority to enter into an agreement?

2 A. No.

3 Q. Was it a tiered structure, as far as

4 authority to sign and bind Excell Auto -- actually, let me

5 rephrase that.

6 A. No.

7 Q. Let me rephrase that.

8 If there was an agreement for under

9 $2 million, did only certain sales people have authority

10 to enter into that agreement?

11 A. Without seeing the specific contract, I

12 wouldn't be able to answer that.

13 Q. Generally speaking, in reference to any

14 sales, or any transactions entered into with Excell Auto,

15 did all employees have the same signing authority?

16 A. I would have to see the particular situation

17 of what you're referencing. It's -- your blanket, it's

18 such a wide question. I'd have to know exactly what the

19 contract was, or what it was pertaining to.

20 Q. That's not what I'm asking, sir. I'm not

21 asking the specifics of a contract. I'm saying general

22 procedures, did everyone at Excell Auto have the same

23 authority to sign and bind Excell Auto to a particular

24 loan agreement?

25 A. Are you talking about a loan? I mean, what

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1 are you referencing?

2 Q. I just said a loan agreement, sir.

3 A. I didn't hear that, I apologize.

4 No, it would -- for loan agreements, they

5 would be signed -- that would be signed by me, as far as a

6 loan agreement.

7 Q. Okay. Did the employees of Excell Auto have

8 signing authority for the sales of cars in Excell Auto's

9 name?

10 A. Yes.

11 Q. Did separate employees have signing

12 authority for any loan transactions entered into on behalf

13 of Excell Auto?

14 A. Well, it depends, what do you mean by "loan

15 transaction"?

16 Q. How would you define it?

17 A. Well, a loan transaction, is Excell

18 borrowing money, or if it's a loan transaction of when a

19 customer came in and bought a car, and we did the

20 financing for the customer, that's also a loan

21 transaction.

22 Q. All right. In either of those two

23 categories, was there separate signing authority for

24 Excell Auto amongst the employees?

25 A. Yes.

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1 Q. Okay. How was that signing authority split

2 amongst the employees?

3 A. If it was reference to an individual vehicle

4 being sold, anybody could sign the documents when it came

5 to that, as far as anyone in the office, the girls.

6 Q. When it came to binding Excell Auto to

7 liability on a loan, no matter the source of that loan,

8 who had that authority?

9 A. That would vary, I'd have to see the

10 contract.

11 Q. And how would it vary?

12 A. Based on the contract.

13 Q. What factors denominate a contract as being

14 separate, or categorically separate from another contract?

15 A. There really wasn't, it just, it would

16 depend on the contract.

17 Q. And what factor makes it dependent upon the

18 contract?

19 A. Well, it's hard for me to say that without

20 seeing the contract.

21 Q. Did you read every single loan agreement

22 that you signed?

23 A. No.

24 Q. Going back to BAL Investments specifically,

25 do you recall an increase of a credit line with

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1 BAL Investments incurring in late 2021?

2 A. I would need to see that contract to answer

3 that question.

4 Q. Would it refresh your recollection if I told

5 you that pursuant to the lawsuit filed in state court on

6 behalf of my client, that you entered into an agreement

7 with BAL Investments to extend and modify a line of credit

8 agreement from an initial $2 million up to $5 million?

9 A. I would need to see the contract to be able

10 to answer that question a hundred percent.

11 Q. Would you have any way or means of disputing

12 that my client fully funded the $5 million line of credit?

13 A. I would need to see the actual contract, and

14 I would need to be referencing in my bank statements to

15 make sure of that before I answered it.

16 Q. And which bank statements would those be?

17 A. Chase.

18 Q. Do you recall ever entering into

19 transactions with BAL Investments where a specific car was

20 nominated for use of the funds lent under that agreement?

21 A. I would have to see the actual contract

22 you're referencing so that I could answer it for you. I'm

23 not going to guess here. I need to see the contract.

24 Q. Did you read all the agreements that Excell

25 Auto entered into with BAL Investments?

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1 A. You just asked me that earlier. No.

2 Q. And actually I did not, sir, but thank you.

3 Okay. Did you rely upon someone else to

4 read the agreements and provide any sort of summation or

5 bullet points for you?

6 A. No.

7 Q. And on what basis did you sign the

8 documents?

9 A. I'm not sure what you mean by that.

10 Q. Sure, I'll rephrase.

11 Do you recall whether BAL Investments sent

12 you documents to sign?

13 A. I'm -- that's why we're here, yes, I'm sure

14 I signed them, yes.

15 Q. Okay. Well, specifically my question is,

16 did BAL Investments send the documents to you directly?

17 A. That, I don't -- I don't know for sure if

18 they did or didn't. I don't know, I don't remember if

19 they were signed DocuSign, or if it was signed on paper, I

20 don't recall.

21 Q. Mr. Zankl, did you primarily deal with

22 BAL Investments, LLC on behalf of Excell Auto, or was

23 there someone else who had -- that handled those

24 communications?

25 A. It would have been me.

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1 Q. Okay. Was your wife involved as well?

2 A. No.

3 Q. Do you have any recollection whether or not

4 your wife signed on behalf of Excell Auto?

5 A. I'd have to see the documents to be able to

6 answer that question a hundred percent.

7 Q. Okay. In addition to your $5 million line

8 of credit that I was asking you about, do you have any

9 recollection of any profit sharing agreement with

10 BAL Investments?

11 A. Without seeing those documents I cannot

12 answer the question a hundred percent. I just would like

13 to have the contracts so I can answer, reference it.

14 Q. In general practice, did Excell Auto enter

15 into profit sharing agreements where a specific automobile

16 was not nominated or discussed in that agreement?

17 A. Can you rephrase that question?

18 Q. Sure.

19 When you entered into agreements where

20 profits from the sale of an automobile would be split, or

21 shared, or otherwise nominated, at least in part, for a

22 payment to the lender, did those agreements always include

23 a specific identification of an automobile from which

24 those funds would emanate?

25 A. No, no.

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1 Q. If a specific vehicle was not nominated in a

2 profit sharing agreement, how would you determine the

3 source of the funds to be paid back to the lender?

4 A. Without seeing the contract -- each contract

5 was different. I'd have to see their specific contract to

6 be able to answer that question for you.

7 Q. Did the inventory aspect of the Dealertrack

8 software have any notifications, identifiers, or otherwise

9 to let you know that the inventory was being booked for a

10 deal, that it was already pledged somewhere else for sale?

11 A. No.

12 MR. HARVEY: Madam Trustee, I have no more

13 questions, but reserve for the 2004 Examination.

14 MS. MEHDIPOUR: Thank you, Mr. Harvey.

15 Mr. Shraiberg.

16 MR. SHRAIBERG: Thank you, meritorious

17 defense Al trustee. I just have one -- kind of a set of

18 questions with regard to some of your answers, both to

19 what was just stated to Mr. Harvey, as well as to me

20 earlier.

21 EXAMINATION

22 BY MR. SHRAIBERG:

23 Q. Both of us had asked whether you, your wife,

24 and any of the affiliate companies have guaranteed our

25 clients' loans. Do you remember that?

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1 A. I remember the questions, yes.

2 Q. And your answer was, and I wrote it down, I

3 would have to see the documents to answer that

4 100 percent, correct?

5 A. Yes.

6 Q. Do you remember signing your bankruptcy

7 schedules in this matter?

8 A. Yes.

9 Q. And before you signed your bankruptcy

10 schedules, you reviewed the information within them,

11 correct?

12 A. Yes.

13 Q. You made sure that the information was, in

14 fact, true and correct?

15 A. Yes.

16 Q. And then when you signed it, you signed it

17 under penalty of perjury, correct?

18 A. Yes.

19 Q. Just like today you're testifying, you're

20 testifying under penalty of perjury, correct?

21 A. Yes.

22 Q. And you take that oath seriously, correct?

23 A. Yes.

24 Q. And at the time you signed your bankruptcy

25 schedules, you were represented by counsel, correct?

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1 A. Yes.

2 Q. And before signing, you had the ability to

3 ask counsel questions with regard to any of the questions

4 within the schedules, correct?

5 A. I mean, yes and no.

6 Q. You didn't have the ability to speak with

7 counsel prior to signing your bankruptcy schedules?

8 A. Well, I answered you yes. Yes, we did, and,

9 no, we didn't, because our time got cut short to fill them

10 out. That's why we rushed to get them done, and that's

11 why they weren't completely filled out, and that's why

12 we've had to amend them, is because we thought we had an

13 extra 10 days, but when my attorney got back from out of

14 town, we only had one day.

15 Q. So at the time you signed your bankruptcy

16 schedules originally, you knew they weren't true and

17 correct?

18 A. No, not that they weren't true and correct,

19 that I knew that I'd be able -- that we'd be able to amend

20 them to add stuff, not to change anything that was

21 currently on there, but to amend them, is what I was told.

22 Q. And, in fact, you have amended your

23 bankruptcy schedules, correct?

24 A. Yes.

25 Q. And I think that was last night, literally?

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1 A. No, we amended them prior to last night as

2 well. We've been amending them throughout the process.

3 Q. But now, between the original schedules and

4 the amendment, they're true and correct, right?

5 MR. WINDERMAN: No, we're going to amend

6 them further based on the information that's come up at

7 the 341, as we've indicated.

8 MR. SHRAIBERG: What specifically? I think

9 I may recall one instance of not listing a creditor. Was

10 there something else?

11 MR. WINDERMAN: I think there are three. I

12 think it's OLP, Greenbucket and Lillian --

13 THE WITNESS: Roberts.

14 MR. WINDERMAN: -- Roberts.

15 BY MR. SHRAIBERG:

16 Q. Okay, and other than listing --

17 MR. WINDERMAN: And to list the Chase bank

18 accounts, the trustee is correct, they're not listed, and

19 we're going to list them. Hopefully that will all get

20 done today.

21 BY MR. SHRAIBERG:

22 Q. And because you take your oath seriously, as

23 you've testified to, and you knew that you were signing

24 the schedules and the amendments under penalty of perjury,

25 and assuming that you didn't just list the information

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1 from memory, you looked at certain documents to come up

2 with -- to fill out your bankruptcy schedules, correct?

3 A. No.

4 Q. You didn't?

5 A. We didn't have access to the documents. For

6 some of the stuff that we filled out, we did not have

7 access to get into the building to get our documents.

8 Q. What documents did you not have access to to

9 -- did you not have access to?

10 A. One of the questions was sales revenue or

11 revenue, I think, for Excell, I did not have access to be

12 able to pull that up, and without going into the business

13 to get access to the systems, I could not get that

14 information without it.

15 Another question on the statements was did

16 Excell transfer any property in the last 24 months. I

17 could not answer that question without getting to my

18 documents, and I didn't have access to them.

19 The bank accounts, I did have access to

20 those, but then they were taken away, so I didn't have

21 access to them.

22 I think that's about it.

23 Q. Nothing else?

24 MR. WINDERMAN: Well, I don't think that's

25 entirely correct. We're still, I think, in the process of

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1 identifying inventory and --

2 THE WITNESS: Oh, yeah, inventory, thank

3 you. I didn't have access to the inventory files to be

4 able to properly do that.

5 BY MR. SHRAIBERG:

6 Q. Anything else?

7 A. I'm not sure if there is anything else. I'm

8 not sure if there is anything else. I don't believe so.

9 I mean, there is one instance where I was actually at the

10 store with the trustee, and just going through the files I

11 found three receivables to Excell that I completely even

12 forgot about, because they were very old, but just by

13 going through the files, I was able to discover those, and

14 we added those on to the statements, but I didn't have

15 those on the original statements because I didn't have

16 access to my office, which those I just discovered, just

17 found them, money that was actually owed back to Excell.

18 Q. But all the information that you're

19 referring to, your books and records for Excell, you did

20 have access to after you filed, correct?

21 A. No, I did not.

22 Q. Haven't you turned this information over to

23 the trustee already?

24 A. Well, she had taken possession of it. I

25 requested -- after we filed bankruptcy, we requested

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1 access to get my files on numerous, numerous occasions,

2 but we didn't get in to get the files to be able to do it.

3 Q. What did you review to fill out your

4 schedules after (inaudible) --

5 A. On which occasion.

6 Q. Yes, you filled out your bankruptcy

7 schedules and they're pretty detailed. You list most of

8 your creditors, you think it was all but three, and you

9 list the balances owed to each of those creditors.

10 What did you review to get that information?

11 A. On those particular contracts on there, I

12 had some of the contracts for some of the people that I

13 was able to pull up and be able to get the numbers off of

14 those.

15 Q. So is it safe to say that if you have the

16 number, you had the contract?

17 A. Yeah, I was able to pull some of them, not

18 all of them, though.

19 Q. My question was, if they're listed on your

20 schedules with a balance owed, does that mean you had a

21 copy of their contract?

22 A. No.

23 Q. So what did you review to get those

24 balances, and those -- and that information?

25 A. Well, like I just said, I had some of the

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1 contracts, but I didn't have all of them.

2 Q. So how are they listed with a balance on

3 your bankruptcy schedules if you didn't have the

4 contracts?

5 A. Because I answered, I put the numbers down

6 there, that was the -- I didn't have access to get all of

7 the information. Like I said, my attorney was gone. He

8 came back on a Monday, and we thought we had the whole

9 rest of the week to do the schedules, but we only had to

10 the end of business on Monday to turn them in, and I had

11 not had access to any of my documents or statements or

12 anything, but I had to get the schedules turned in that

13 Monday by 5 o'clock.

14 So what I was told, and to this day I'm

15 still being told, is that it's typical when you do these

16 statements, is that you can amend them, you're allowed to

17 amend them, you're allowed to make changes to them, is

18 what I was instructed, and I had a timeframe to get them

19 in by 5 o'clock that day, when I originally thought I had

20 the whole week to do it, and I did the best I could to

21 list everything on those statements to my knowledge, the

22 best that I could do it without having the physical

23 documents, and as -- throughout the time we've done it,

24 we've been making amendments as I've been able to get

25 access to the documents, we've been amending those.

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1 Q. All my question is, if you have now listed a

2 creditor, either initially or through your amendment that

3 was filed last night, does that mean you've looked at a

4 copy of their contract --

5 A. No, it does not.

6 Q. -- to put that information on the schedules?

7 Was your answer no?

8 A. No, I have not reviewed -- because some of

9 the contracts I don't have, they're in the files. The

10 trustee took everything out of the accounting office, and

11 those contracts were in there. Those contracts were in

12 there.

13 Q. So --

14 A. So some of them are a certain dollar amount,

15 but have been paid back principal. So the amount may not

16 be to the penny, without having a full amortization

17 schedule.

18 Q. I'm asking --

19 A. If you are asking me to have it to the

20 penny, my question (sic) to you is no, because I don't

21 have an amortization schedule to be able to do that. If

22 I'm doing it to the best of my knowledge, yes, and like I

23 said, I did not have access to my stuff to be able to do

24 it.

25 Q. I'm not asking, I'm not asking what the

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1 actual balances are for any particular creditor. All I'm

2 asking is what you reviewed to put the information down on

3 your bankruptcy schedules.

4 A. And I'm going to say it again, I didn't have

5 access to --

6 MR. WINDERMAN: He wants to know what you

7 reviewed, not what you didn't review.

8 THE WITNESS: I don't remember exactly what

9 I reviewed.

10 MR. WINDERMAN: Then say --

11 THE WITNESS: I mean, I'm going through a

12 lot of stuff right now, so I remember exactly what I

13 reviewed.

14 MR. WINDERMAN: Then that's the answer.

15 BY MR. SHRAIBERG:

16 Q. I'll give you an example. I believe

17 Mr. Harvey's client was BAL Investments, is that correct?

18 A. Yes, I believe so.

19 Q. Notice the amount of his client's claim at

20 an even $5 million. To get that number, does that mean

21 you reviewed --

22 A. No.

23 Q. What did you review to get that number --

24 A. I --

25 Q. -- and to get their address, to get their

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1 information?

2 A. I answered, I answered the dollar amount on

3 that piece of paper to the best that I could recall,

4 because I didn't have access to the documents.

5 I can answer the question any which way you

6 want, it's going to be the same answer. I didn't have

7 access to the documents, so I did it to the best of my

8 knowledge.

9 Q. Similarly, you list my client, Wing Lake,

10 with a balance of an even $5,900,000. Do you know what

11 you reviewed to get their address, their name, and the

12 amount owed?

13 A. With their address, I believe I Googled the

14 address to get the address.

15 Q. How about the amount owed?

16 A. The amount owed, I took my best estimate of

17 what I thought that I owed. I didn't have the document.

18 Q. So is the information within your bankruptcy

19 schedules all a guess?

20 A. I don't -- listen, I don't think it's

21 qualified as a guess, no, I didn't just pull a number out

22 of my hat. What I'm saying is that I took the number that

23 I put on there, that I thought the closest to what the

24 dollar amount was.

25 You represent a company that, you know, I

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1 made monthly payments to of principal and interest. So

2 that principal payment would have decreased what I owed

3 them. The number that I put on the schedule I believe is

4 higher than what I truly owe them, but I don't know the

5 exact number.

6 Q. Would you be able to go through your

7 bankruptcy schedules and tell us which ones -- which

8 information is accurate and which one is a guess?

9 A. Not a guess. I'll say it again, it's an

10 estimate that I am putting on that I believe it's very,

11 very close to what the number is.

12 I mean, a guess, I could say it's

13 $2 million. I mean, it's -- I'm putting on there what I

14 believe is as close as possible.

15 Your creditor, the person you represent may

16 say it's a different dollar amount. I might say it's a

17 different dollar amount.

18 Are you asking what the specific contract

19 reads from the time we did the deal, or based on after

20 making four or five payments to them? Because for me to

21 get the exact payoff amount for my statement to be a

22 hundred percent accurate, I'd have to get a payoff from

23 your bank, from your lender to give it to me.

24 So anything I put on there is going to be,

25 what you would say is a guess, because without me getting

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1 a payoff from your lender, that number wouldn't be

2 accurate. Am I right?

3 Q. What other information on your bankruptcy

4 schedules and the Statement of Financial Affairs --

5 A. I asked you a question. Am I right?

6 Q. Please let me ask my questions.

7 What other information within your

8 bankruptcy schedules and your Statement of Financial

9 Affairs, which were both signed under penalty of perjury,

10 is not accurate?

11 A. Without going line by line, I could not

12 answer that question.

13 Q. I believe that -- do you have Docket

14 Entry 36 in front of you? That's your bankruptcy

15 schedules.

16 A. I don't have any --

17 MR. WINDERMAN: We don't have any documents.

18 You don't bring documents to a 341.

19 MR. SHRAIBERG: Your bankruptcy schedules?

20 MR. WINDERMAN: Yes. If the trustee wanted

21 to examine them, she would have.

22 This is all going to get fleshed out at the

23 2004. I don't know why you're spinning your wheels at

24 this point. You'll get your opportunity. You'll produce

25 your documents, and you'll find out what the exact amounts

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1 are.

2 MS. MEHDIPOUR: Mr. Shraiberg --

3 MR. WINDERMAN: He's not --

4 MS. MEHDIPOUR: Mr. Shraiberg, I'm happy to

5 share on the screen the schedules that were amended at

6 Docket Entry 78, if you'd like to continue asking any

7 questions.

8 MR. SHRAIBERG: Oh, thank you,

9 Madam Trustee.

10 Actually, I think we should -- yeah, that

11 would be perfectly fine.

12 MS. MEHDIPOUR: Okay.

13 MR. SHRAIBERG: Thank you.

14 MS. MEHDIPOUR: Is everyone able to see

15 these schedules?

16 MR. SHRAIBERG: I see it perfectly.

17 MS. MEHDIPOUR: Okay. I'll scroll for you

18 if you would like me to.

19 MR. SHRAIBERG: Thank you.

20 MS. MEHDIPOUR: I'm happy to do that,

21 Mr. Shraiberg.

22 BY MR. SHRAIBERG:

23 Q. Mr. Zankl, these are your amendments, the

24 amendment to your bankruptcy schedules. Do you recognize

25 them? It says Docket Entry 78 across the top, Page 1 of

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1 31.

2 A. I need to get closer to see it.

3 Yes, I see it.

4 Q. Now, this is the actual amendment to your

5 bankruptcy schedules, correct?

6 A. I don't know.

7 MR. WINDERMAN: We'll stipulate that they

8 were the amendments that were filed last night.

9 BY MR. SHRAIBERG:

10 Q. And these amendments, you were not under the

11 same time crunch that you previously testified to with

12 regard to your original schedules, correct?

13 A. Not a time crunch, but I did not have access

14 to the documents until just recently.

15 MR. SHRAIBERG: Madam Trustee, can you jump

16 to Page 31?

17 MS. MEHDIPOUR: Certainly.

18 BY MR. SHRAIBERG:

19 Q. Do you see Part 14 on Page 31 of 31 of

20 Docket Entry 78, do you see that signature and declaration

21 section?

22 A. Am I supposed to be looking for my

23 signature?

24 Q. Do you see this section?

25 MR. WINDERMAN: We'll stipulate that he

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1 didn't physically sign the document, that because of the

2 time it was typed in.

3 BY MR. SHRAIBERG:

4 Q. Did you authorize your attorney to sign on

5 your behalf?

6 A. Yes.

7 Q. There isn't a wet signature from you any

8 place? You never physically signed this document?

9 A. It looks to me like it's typed in there,

10 that's typed, can you see it? It looks like it's typed.

11 MR. WINDERMAN: And the declaration was, the

12 declaration was filed just now, and it was physically

13 signed.

14 BY MR. SHRAIBERG:

15 Q. So, you had signed these amendments under

16 penalty of perjury, correct?

17 A. Yes, that's what you keep saying, yes.

18 Q. Well, I don't want to keep saying it. I'm

19 asking you if you have signed these amendments?

20 A. Yes, you've asked me that question four or

21 five times, yes.

22 MR. SHRAIBERG: All right. If you can go

23 back to Page 1?

24 Thank you.

25 BY MR. SHRAIBERG:

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1 Q. Mr. Zankl, you didn't file any type of a

2 declaration with these schedules stating that the

3 information may not be accurate, correct?

4 A. I don't know if I did that or didn't do

5 that.

6 Q. You don't know?

7 A. No.

8 Q. Part 1, it says cash and cash equivalent,

9 does the debtor have any cash or cash equivalent, you said

10 no. Is that a guess, or is that true?

11 A. No, that's true, Brad Salado (phonetic),

12 yes, that's true.

13 Q. Part 2, deposits and prepayments,

14 Question 6, does the debtor have any deposits or

15 prepayments, you checked no. Is that a guess or is that

16 accurate?

17 A. That was put in there, it wasn't a guess,

18 but it was answered, the question in there. That's

19 something that has not been amended, but I would -- to

20 answer that question a hundred percent, the accounting

21 stuff, I don't believe that there is any deposits or

22 prepayments from Excell. I know years ago there would

23 have been for Excell, but I don't believe after '21 there

24 is deposits or prepayments, no.

25 Q. So you say you don't believe. What would

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1 you look at to know for certain?

2 A. The accounting software in Dealertrack.

3 Q. And you don't have access to this?

4 A. No, sir, I don't.

5 Q. Do you have any written communication to the

6 trustee requesting access so you can fill out your

7 bankruptcy schedules accurately and truthfully?

8 A. Yes, we do.

9 Q. Did you file any type of a caveat with the

10 Bankruptcy Court stating that this is to the best of your

11 knowledge because there is a lack of documentation?

12 A. I would have to ask my attorney that. I

13 didn't file anything, no.

14 Q. And you certainly didn't sign anything

15 before you signed these schedules under penalty of

16 perjury, correct?

17 A. I don't believe so.

18 Q. You don't believe so or, no, you did not?

19 A. I'm answering the question, I don't believe

20 I did. I don't know for sure.

21 MR. SHRAIBERG: So, if we can go to Page 2,

22 please?

23 MS. MEHDIPOUR: Mr. Shraiberg, sure. I gave

24 you control, you should be able to --

25 MR. SHRAIBERG: Oh, thanks.

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1 MS. MEHDIPOUR: So you can navigate through.

2 Let me know if it works. There you are, excellent.

3 MR. SHRAIBERG: Did it work? It's not --

4 oh, now it's working, perfect.

5 BY MR. SHRAIBERG:

6 Q. Part 3, accounts receivable. Does the

7 debtor have any accounts receivable? You answered yes.

8 Was that a guess, or is that accurate?

9 A. I don't know, it has -- Excell does have

10 receivables, yes.

11 Q. I didn't hear you, what?

12 A. It has receivables, yes.

13 Q. Question 11, 90 days old or less, you listed

14 zero. Is that a guess or is that accurate?

15 A. No, that actually -- over 90 days old,

16 doesn't it have -- what is that, 140 --

17 Q. It says 90 days old or less?

18 A. Is that Number 11?

19 Q. 11A?

20 A. Well, it does have receivables. As far as

21 the age of the receivables, I know that the Excell Auto

22 Sport and Service, its receivables are older than 90 days,

23 and it's just over a million dollars, but that's on here

24 somewhere.

25 Q. Request 11B, you wrote over 90 days old, you

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1 put the exact number of $148,000. So, that number is not

2 accurate?

3 A. No, that's not accurate.

4 Q. And, once again, this is the amendment to

5 your bankruptcy schedules, correct?

6 A. I think it is. I'm not sure if this is or

7 isn't. I think it is.

8 Q. Docket Entry 78, Page 2 of 31. If your

9 receivables are over a million dollars, why did you list

10 them at 148,000?

11 A. Well, there should be another section on

12 here. I know it was listed. Is there another receivable

13 section on here?

14 Q. Let me ask it a different way. Do you know

15 what an account receivable is?

16 A. Yes, it's money owed.

17 Q. When asked for a list of accounts receivable

18 over 90 days old, you put the face amount at $148,000.

19 Did you understand that question?

20 A. What I'm trying to tell you is there should

21 be another section on here that's got the receivable from

22 the other company, the service shop, that's over -- it's

23 over a million dollars.

24 Q. Well --

25 A. I don't see it on here, but that -- I know

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1 it's on here, I put it on there.

2 Q. So, 148,000 is wrong, correct?

3 A. Yes, it should be that, plus the million

4 dollars from the service shop.

5 Q. But the number -- so then the million

6 dollars from the service shop is an intercompany

7 receivable. This 148,000, what is that made up of, what

8 is it comprised of?

9 A. Without seeing the backup, I don't -- I

10 believe that this 148,000 is something that I just

11 discovered, that I referenced earlier when I was in the

12 office with the trustee going through the records, that I

13 came upon three customers that owe Excell money, and I

14 believe that that's what that 148,000 is, is those three

15 customers that I just discovered, I don't know the

16 timeframe. I mean, I think I was with the trustee, I'd

17 say it was within the last 10 days maybe, I'm not sure

18 exactly, but I discovered this with her in the office, and

19 she reminded me to make sure that I put it on the

20 schedules, which we did.

21 Q. There are three customers that owe Excell

22 money, is that a guess, or is that the exact amount?

23 A. No, no, that's the amount.

24 Q. And the total face amount is $148,000, or is

25 that a guess?

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1 A. No, that's the amount, because actually the

2 trustee has the files that show exactly what's owed.

3 Q. Part 4, investments, does the debtor own any

4 investments? You checked no. Is that a guess, or is that

5 accurate?

6 A. No, that's accurate.

7 Q. Part 5, Page 3 of 31, does the debtor --

8 inventory, excluding agriculture assets, Question 18, does

9 the debtor own any inventory, you checked, no. Was that a

10 guess or is that accurate?

11 A. That's accurate.

12 Q. I'm sorry?

13 A. That's accurate.

14 Q. Part 6, farming and fishing-related assets,

15 Question 27. Does the debtor own or lease any farming or

16 fishing-related assets, you checked, no. Is that

17 accurate, or was that a guess?

18 A. That's accurate.

19 Q. Part 7, office furniture, fixtures,

20 Question 38, does the debtor own or lease any office

21 furniture, fixtures, equipment, or collectibles, you

22 checked, no. Is that a guess, or is that accurate?

23 A. No, that should be accurate.

24 Q. It should be accurate?

25 A. Yes, because at one time it did, but at the

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1 time of the filing of the bankruptcy, there were things

2 that were in Excell, furniture and fixtures that Karma

3 bought. So it should have been -- the answer should be

4 no, that should be correct.

5 Q. Is the sale of the furniture, fixtures and

6 equipment that you just referenced listed on your

7 bankruptcy schedules as a sale to Karma?

8 A. No, I don't see anywhere to put that on

9 here.

10 Q. Do you remember giving that information to

11 your attorney?

12 A. Not the dollar amount but, yes, I did tell

13 -- yes, because I didn't know the dollar amount either.

14 Q. You don't know what the dollar amount was?

15 A. No, that would have been the girls in the

16 office.

17 Q. Did you ask one of the girls in the office?

18 A. No, because they -- I didn't have any

19 contact with them when I filled this out.

20 Q. But you were filing your schedules under

21 penalty of perjury.

22 A. Well, the employees didn't get their last

23 two weeks of pay, so they weren't communicating with me

24 and answering their phone. So I didn't have access, a way

25 of finding that out.

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1 Q. Earlier you testified that you didn't know

2 the balance of certain creditors, you gave your best

3 guess, correct?

4 MR. WINDERMAN: He didn't call it a guess,

5 and I'm beginning to get tired of you calling things

6 guesses when you know that they're not. It's a bad faith

7 question on your part.

8 BY MR. SHRAIBERG:

9 Q. What would you like me to use, Mr. Zankl?

10 MR. WINDERMAN: He's already testified as to

11 what he did.

12 MR. SHRAIBERG: I'm asking Mr. Zankl.

13 BY MR. SHRAIBERG:

14 Q. Mr. Zankl, what word would you like me to

15 use to substitute for the word "guess"?

16 A. Best recollection. I mean, I really don't

17 know what word to use.

18 Q. Perfect.

19 You used your best recollection to come up

20 with the number, the amount that was owed to particular

21 creditors if you don't have the exact balance, correct?

22 A. Yes.

23 Q. Why didn't you use your best recollection as

24 to what you sold the FF&E to an insider company for?

25 A. Well, I'm looking at this Question Number 7,

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1 what you're referring to is, does the debtor own or lease

2 any office furniture, fixtures, equipment, or

3 collectibles. It doesn't reference there, did I sell it

4 or transfer it. It just asks if it owns it. At the time

5 of the filing --

6 Q. Well, we'll get to that question. All I

7 asked was does it list anywhere on your schedules whether

8 you had that sale?

9 A. I'm answering Number 38, you asked me the

10 question, did it own or lease any office furniture,

11 fixtures, equipment, or collectibles, the answer is no, on

12 Number 38, that is true.

13 Q. Fair enough. We'll get there when we get

14 there.

15 Part 8, machinery, equipment and vehicles,

16 Question 46, does the debtor own or lease any machinery,

17 equipment or vehicles. You answered, yes. Is that your

18 best recollection, or is that true?

19 A. No, that's true.

20 Q. Question 47 -- oh, I'm sorry, general

21 description, net book value of the debtor's interest,

22 valuation method used, and current value, that's blank.

23 Why?

24 A. Because there isn't -- there is not a -- the

25 question is net book value of debtor's interest, it's not

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1 available, I don't how to -- I wouldn't know where to find

2 the net book value. I wasn't just going to put a number

3 in there. There is no way for me to find the book value.

4 Q. You're not going to put a book value of

5 what? The first question is the general description.

6 A. No, no, you said Question 47, right?

7 Q. 46, you'll see it says general description,

8 include year, make, model and identification number.

9 A. Well, it says it right down there,

10 Number 47.

11 Q. Okay. For 47.1, 2 and 3, which is what you

12 list for automobiles, vans, trucks, and motorcycles, is

13 that a best recollection, or is that, after it, as to all

14 the company owned at the time of filing?

15 A. Yes, that should be accurate, yes.

16 Q. Question 48, watercraft, trailers, motors

17 and related accessories, you list two Jet Skis. Is that a

18 best recollection, or is that accurate?

19 A. The Jet Skis are correct.

20 Q. Current value of $20,000, is that best

21 recollection, or is that accurate?

22 A. No, I mean, that's just -- I don't think --

23 they're used Jet Skis. That was just a valuation that I

24 got from a -- actually from a Jet Ski dealership, that

25 said what they would pay for them.

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1 Q. Which one?

2 A. I'm sorry?

3 Q. Which one?

4 A. What do you mean, which one?

5 Q. What Jet Ski dealership did you get a

6 valuation of $20,000 from?

7 A. Riva Motor Sport.

8 Q. I didn't hear you?

9 A. Riva Motor Sport.

10 Q. R-i-v-a?

11 A. Yes.

12 Q. Do you remember who you spoke with there?

13 A. No, I don't.

14 Q. How did you come up with the current

15 debtor's value -- the value of the debtor's interest as to

16 Question 47, for the three items listed there?

17 A. On the Peterbilt and the box truck, I called

18 a place where we bought the vehicles from to get an

19 estimation on what they would pay for the vehicles.

20 Q. Who did you call -- you're breaking up?

21 A. The company that we bought the trucks from.

22 Q. Who was that?

23 A. It's called TLC.

24 Q. Where are they located?

25 A. Pompano Beach, Florida.

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1 Q. Who did you speak with there?

2 A. I don't recall the guy's name. I think his

3 name is Mike. I don't recall.

4 Q. 2019 Mercedes Sprinter, that's a truck?

5 A. It's a -- yeah, it's a Mercedes-Benz

6 Sprinter, it's a -- it is a, it's a truck, it's a large

7 SUV that carries people and stuff.

8 Q. Skipping down, aircraft and accessories, you

9 list none. Is that a best recollection, or is that true?

10 A. That's true.

11 Q. Question 50, other machinery, fixtures, and

12 equipment, you list service shop equipment. Is that a --

13 well, and it has a value of $1 million. How did you come

14 up with the $1 million number?

15 A. We actually have a receivable, which I think

16 my attorney, we sent it over last night to update it,

17 which it's only updated through 7 of '21. It's more than

18 that now, that we sent over last night, but it's in our

19 accounting software, on the Dealertrack side, it shows

20 exactly what's owed back to itself from the service shop.

21 It's in the accounting software, and it's all in the bank

22 statements, too.

23 Q. I don't understand that answer.

24 How did you come up with the value of the

25 service shop equipment at exactly $1 million?

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1 A. Because that's the money that Excell has

2 bought equipment, tools, computers, equipment for the

3 shop, as well as money that Excell loaned to the service

4 shop as well on top of that.

5 Q. What's the loan part, this is a list of hard

6 assets. What do you mean by, when you gave a loan?

7 A. Well, it's all the money that's owed from

8 the service shop back to Excell.

9 Q. So this is a receivable?

10 A. That's what it is, isn't it?

11 MR. WINDERMAN: That's the million dollar

12 receivable that he was talking about. We really didn't

13 know how to classify it. He has an ownership interest --

14 or Excell has an ownership interest in the hard assets

15 that are at the auto body shop, and we questioned whether

16 we should establish it as a receivable, or as a hard asset

17 ownership. We're happy to take either interpretation that

18 the trustee would want to take if she pursues the -- when

19 she pursues the claim.

20 BY MR. SHRAIBERG:

21 Q. Okay. Other than a million dollar

22 intercompany receivable, does the debtor own any other

23 machinery, fixtures, or equipment?

24 A. No, just that.

25 Q. Question 52, there is a deprecation schedule

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1 available for any of the property listed in Part 8, and

2 you listed, no. Is that a best recollection, or is that

3 true?

4 A. No, that part is true.

5 Q. 53, has any of the property listed in Part 8

6 been appraised? You said, no. Is that a best

7 recollection, or is that true?

8 A. No, that's true.

9 Q. Part 9, real property, you list, none. Is

10 that accurate -- I'm sorry, is that a best recollection,

11 or is that true?

12 And for the record it says, does the debtor

13 own or lease any real property? You said, none.

14 A. When you reference real property, you're

15 meaning, like, real estate, that's what that means, real

16 property? Yes, it didn't own any real property. It did

17 have a lease.

18 Q. So, 54 is not true, correct?

19 A. It had a lease with 1001 Clint Moore Road.

20 Q. My question is, Question 54 is not accurate,

21 correct?

22 A. No, we're going to have to amend that.

23 MR. WINDERMAN: It no longer has a lease.

24 How would you like us to amend it?

25 BY MR. SHRAIBERG:

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1 Q. Part 10, tangible and intellectual property,

2 Question 59, does the debtor have any interest in any

3 tangible or intellectual property? You said, no. Is that

4 a best recollection, or is that true?

5 A. That's true.

6 Q. Excell doesn't have a customer list or a

7 mailing list?

8 A. I mean, that's a great question. I wasn't

9 part of the -- I mean, I don't know the answer to that,

10 actually. The customer list, mailing list, I don't know

11 if the girls kept that.

12 Q. How about a website, a domain name and a

13 website?

14 A. It doesn't anymore, no, it was shut down.

15 Q. At the time of filing did it have a web --

16 A. No, it was shut down. No, it was shut down.

17 Q. But it doesn't have a domain name?

18 A. I don't believe so anymore, no. When we

19 shut it down, I don't think so.

20 Q. Do you keep any of your customers' personal

21 identifiable information?

22 A. An example, as far as what?

23 Q. Well, you didn't list anything. My question

24 is, is that answer true and correct? You had an attorney

25 representing you at the time you filled out these

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1 schedules. Do you not know what that means?

2 A. Which one are you referring to?

3 Q. Question 67, which is at the top of Page 7

4 of 31 of Docket Entry 78.

5 A. Does your list of records include personally

6 identifiable information of customers. Yes, we had -- we

7 are required for the DMV to hold files for seven years.

8 Q. But you didn't list that you possess that

9 information, did you?

10 A. Well, actually I didn't have possession of

11 it.

12 Q. That's not what the question asks.

13 MR. WINDERMAN: Is that a question?

14 BY MR. SHRAIBERG:

15 Q. Correct?

16 A. I'm sorry, what?

17 Q. That question doesn't ask whether you are in

18 possession of that list. It says does the debtor's list

19 or records include personally identifiable information of

20 customers, correct?

21 A. There was records, yes, they were in the

22 building, yes.

23 Q. And you didn't inform the court that you had

24 that information, correct?

25 MR. WINDERMAN: That's incorrect.

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1 MR. WERNICK: It's not marked no or yes,

2 there is nothing there.

3 MR. WINDERMAN: All those documents were in

4 the possession of the trustee from day one of this

5 bankruptcy.

6 MR. SHRAIBERG: I'm talking about the

7 bankruptcy schedules, sir. It's not listed in your

8 bankruptcy schedules.

9 MR. WINDERMAN: We're working on them.

10 We'll get them right yet.

11 MR. SHRAIBERG: Mr. Winderman, please let

12 the witness answer.

13 MR. WINDERMAN: Why don't you move along? I

14 mean, it's almost 2 o'clock. You've had more time than

15 the trustee at this point. You had an opportunity to ask

16 questions before. At this point if he has to go through

17 every single one of his schedules, we're going to be here

18 all night.

19 MR. FURR: Just for the --

20 MS. MEHDIPOUR: Mr. Winderman,

21 Mr. Winderman.

22 MR. WINDERMAN: Yes, Ms. Trustee.

23 MS. MEHDIPOUR: You received a $25,000 fee

24 to file that Chapter 7 case. These schedules --

25 MR. WINDERMAN: That's correct.

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1 MS. MEHDIPOUR: These schedules should have

2 been in order, accurate, and correct when they were filed

3 on the 8th of April.

4 Mr. Shraiberg will continue down this line

5 of questioning.

6 MR. MILLER: Just for the record,

7 Madam Trustee, I agree, I believe Mr. Shraiberg should be

8 allowed to continue to go along this line. He's doing a

9 very good job, and I'm a creditor, I represent creditors,

10 I am here to listen.

11 MR. MOON: And I'll third that, please,

12 proceed.

13 MS. MEHDIPOUR: Thank you.

14 MR. SHRAIBERG: Thank you.

15 BY MR. SHRAIBERG:

16 Q. Part 11, all other assets, Question 70, does

17 the debtor own any other assets that have not yet been

18 reported on this form? You checked, no. Is that your

19 best recollection, or is that true?

20 A. The only thing -- well, the leases I didn't

21 have. I mean, I was out of the building. That would be

22 the only thing, but it doesn't have a lease anymore, that

23 would be the only thing, the lease in the building, but

24 it's not -- it wasn't there after April 8th, the company,

25 when I filled this out, I wasn't allowed access, so --

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1 but, no, there is nothing else.

2 Q. Question 74, you list an overpayment to Spin

3 Capital/HighBar, do you see that?

4 A. Yes.

5 Q. Do you have a right to sue anyone else?

6 A. I'm sorry?

7 Q. Does the company have a right to sue anyone

8 other than Spin Capital and HighBar?

9 MR. WINDERMAN: Other than the receivables

10 already listed?

11 BY MR. SHRAIBERG:

12 Q. Sure.

13 A. Well, this says been filed, right?

14 Q. Nope, it says specifically whether or not a

15 lawsuit has been filed.

16 A. And your question is if Excell has any other

17 rights to sue anybody else, is that what you're saying?

18 Q. Correct.

19 A. Yes, there would be other lawsuits that

20 Excell could file after filling this out. Yes, there

21 could be.

22 MR. WINDERMAN: Are there?

23 THE WITNESS: Are there? There is not any

24 current lawsuits that Excell has filed against anybody,

25 but there --

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1 BY MR. SHRAIBERG:

2 Q. This is an important question. Is it

3 possible for you to go closer to the microphone?

4 MR. WINDERMAN: The microphone is over here.

5 Can you make the screen a little bit larger?

6 That's why he's moved away from the microphone.

7 MR. SHRAIBERG: I won't ask him -- yes,

8 that's fine, but I won't ask him about this document at

9 the moment.

10 BY MR. SHRAIBERG:

11 Q. You said that there is an ability for this

12 company to sue someone other than HighBar. What other

13 causes of action? It doesn't matter if they brought them,

14 or if it's brought the cause of action yet or not, who

15 else can this company sue? Would do you believe has

16 wronged this company?

17 A. Well, the current receivables that are owed

18 that we discovered, that Excell could sue those for sure.

19 Q. Anyone else?

20 A. Yes, some of the people, yeah, some of the

21 guys that I'm in debt to, I could sue them.

22 Q. For what and who?

23 A. Well, I'm not a lawyer, so I don't know for

24 sure.

25 Q. Who do you think? We're not asking for your

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1 legal opinion.

2 A. I'm not going to guess, so let's move on.

3 Q. Well, it looks like you guessed for some of

4 the other questions. This is an actual question on your

5 bankruptcy schedules, you listed only one party that this

6 company has a right to sue.

7 MR. WINDERMAN: That's not true. We have

8 listed the receivables.

9 MR. SHRAIBERG: The question, causes of

10 action against third parties, it's Question 74, whether or

11 not a lawsuit has been filed? And by the way, if this is

12 not clear, Question 75 will wrap it all together, which is

13 listed, which nothing is listed to, other contingent and

14 unliquidated claims or causes of action of every nature,

15 including counterclaims of the debtor, and rights to

16 setoff claims.

17 BY MR. SHRAIBERG:

18 Q. So my question is, you've only listed one,

19 Spin Capital/HighBar. I don't know if that's the best

20 recollection, or if that is an actual true statement. Who

21 else can this company sue? Who do you believe?

22 A. That's the best recollection.

23 Q. Just one, nothing else?

24 A. I'm not a lawyer, so I don't know who I can

25 sue or I can't sue.

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1 Q. Clients come to lawyers saying, I think I've

2 been wronged, do I have any right to be sued -- to sue

3 someone? We, all the lawyers here are asking you right

4 now, do you think you have the ability of suing someone?

5 A. I mean, you can sue anybody, I guess, right?

6 Q. Right. Who do you think you could sue?

7 MR. WINDERMAN: On behalf of Excell Auto.

8 THE WITNESS: I could say anybody.

9 BY MR. SHRAIBERG:

10 Q. For what, start listing?

11 A. I don't have anyone specific.

12 MR. WINDERMAN: Then the answer is you don't

13 know.

14 THE WITNESS: I don't have anyone specific.

15 BY MR. SHRAIBERG:

16 Q. So there is nobody else to the best of your

17 recollection?

18 A. I don't have anyone specific to mention at

19 this time.

20 Q. When you say "specific", what is confusing

21 you?

22 MR. WINDERMAN: There is nothing confusing

23 him.

24 MR. SHRAIBERG: I have a question pending.

25 MR. WINDERMAN: He answered your question.

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1 MR. SHRAIBERG: There is a question pending.

2 BY MR. SHRAIBERG:

3 Q. You said "nothing specific". What's

4 general, give me a premise.

5 A. I don't know.

6 Q. So does that mean nothing?

7 A. No, I don't know at this time. It could

8 change tomorrow, it could change in an hour, I don't know.

9 Q. So, then is the answer to Question 74

10 inaccurate?

11 A. Well, it's accurate at this time, when I

12 filled it out.

13 Are you stating that if when I filled this

14 out I could never, ever sue anybody after that?

15 Q. I'm asking you.

16 A. That's what I'm asking, at the time this was

17 filled out, that answer was correct.

18 THE WITNESS: I need to take a break.

19 MR. WINDERMAN: Give me five minutes,

20 Bradley, is that okay?

21 MR. SHRAIBERG: That's fine.

22 THE WITNESS: I'm taking a break.

23 MR. WINDERMAN: Just so you know, I have a

24 hard stop at 2:30.

25 MS. MEHDIPOUR: Thank you, Mr. Winderman,

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1 we're aware of that.

2 MR. WINDERMAN: Okay. I didn't know if he

3 was. I know you are.

4 (Thereupon, a recess was had, after which

5 the following proceedings were had:)

6 MS. MEHDIPOUR: Okay. Good afternoon.

7 I understand there is just a few more

8 minutes left here.

9 Mr. Zankl, would you confirm for me that you

10 understand that are you still under oath?

11 THE WITNESS: Yes, I am.

12 MS. MEHDIPOUR: Okay. Thank you.

13 Mr. Shraiberg, go ahead.

14 MR. SHRAIBERG: Thank you.

15 I'm going to wrap up going through the

16 schedules and the Statement of Financial Affairs after one

17 more thing that I'd like to look at.

18 BY MR. SHRAIBERG:

19 Q. Your amendments that you filed last night

20 did not amend your entire bankruptcy schedules. It only

21 amended a few of them.

22 One that wasn't amended was Schedule --

23 excuse me, Schedule H, a list of your co-debtors, which is

24 found at Page 19 of 36, of Docket Entry 36.

25 Now, you may recall during my original

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1 presentation, and Mr. Harvey's presentation, you were

2 asked a question as to whether you personally --

3 personally guaranteed our client's loans. Do you remember

4 that?

5 A. I remember the question, yeah.

6 Q. And you were also asked whether your wife

7 personally guaranteed those loans as well, correct?

8 A. Yes.

9 Q. And whether the affiliate Karma companies

10 personally guaranteed -- or corporately guaranteed those

11 loans, do you remember that?

12 A. Yes.

13 Q. And your answer to both of us is, I don't

14 know, I would have to see the documents to answer that one

15 hundred percent, correct?

16 A. Yes.

17 Q. And, once again, the original schedules that

18 you filed, just like your amendments, were done so under

19 penalty of perjury, correct?

20 A. Yes.

21 Q. And you reviewed the information within the

22 schedules prior to signing them, correct?

23 A. Well, these amended ones, I -- yes.

24 Q. That's a yes?

25 A. Yes.

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1 Q. And even the original ones, you reviewed

2 them before signing them, correct?

3 A. Yes.

4 Q. And even the original schedules, you had

5 access to an attorney to ask any questions to, correct?

6 A. Correct.

7 Q. And you would be able to ask those questions

8 before signing, correct?

9 A. Yes.

10 Q. If you'd look at Page 19 of 36 of Docket

11 Entry 36, which are your original bankruptcy schedules, do

12 you see that? It's on the screen, it says Schedule H,

13 co-debtors. Do you see the document? That's all I'm

14 asking.

15 A. Yes, yes, I see the document.

16 Q. And this is Schedule H that you signed under

17 penalty of perjury, that you stated that the information

18 within it is true and accurate under penalty of perjury?

19 A. Yeah.

20 Q. And this schedule asks that you list any

21 debt where there is a guarantor or another obligor on that

22 debt or obligation, correct?

23 And I'm not trying to trick you. You can

24 see it as to Question Number 1, does the debtor have any

25 co-debtors, you answered, yes, right?

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1 A. Yes.

2 Q. And you listed a co-debtor, and that would

3 be with regard to the creditor Auto Wholesale Boca, right?

4 A. Yes, it's on there.

5 Q. And you stated that both you and your wife

6 personally guaranteed that debt, correct?

7 A. Yes.

8 Q. As well as Karma of Palm Beach, Inc.,

9 correct?

10 A. Yes.

11 Q. Now, just to be clear, because the name of

12 the creditor, Auto Wholesale of Boca, is only listed as to

13 you, personally. Next to Karma Palm Beach, which is found

14 at Line 2.2, and Kristin, at Line 2.3, that creditor is

15 not carried down. Do you see that?

16 A. Yes, I do.

17 Q. Is it safe to assume, though, that that is

18 the creditor for the three of you jointly and severally?

19 A. Yes.

20 Q. But on this list of co-debtors -- on this

21 list of co-debtors that was done under penalty of perjury,

22 you list no other creditors, correct?

23 A. Correct.

24 Q. So, by definition you have not personally

25 guaranteed any other debts, correct?

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1 A. Well, to the best of the information I had

2 when I did this, that's what I put.

3 Q. Oh, so this is best of recollection as well,

4 not accurate?

5 A. It's the best recollection I have, yes,

6 without the documents.

7 Q. How come under this penalty of perjury,

8 under your schedules, you were willing to be best of

9 recollection, but today in the 341, you have to be one

10 hundred percent certain?

11 MR. WINDERMAN: Argumentative at best.

12 You'll have your chance at a 2004.

13 BY MR. SHRAIBERG:

14 Q. Please answer the question.

15 A. The difference is, once again, like I said,

16 when this was filled out, this was filled out from the

17 original day that it was filled out, and I was told that

18 it's a process, the normal process, it's normally done

19 that these can be amended and updated throughout the

20 process, and that that's a normal practice. I don't know

21 for sure but that's what I've been told, it's normal to be

22 able to update your schedules if there is an error, if

23 there is something you did by mistake, whatever, that you

24 can update them.

25 Today, when you're asking me the questions,

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1 I don't have a chance to update or change that. So I want

2 to be a hundred percent accurate when I'm answering the

3 questions today.

4 When I did this, I was instructed that I

5 could amend it or change it, it was allowed. I can't

6 change my answer today when you ask me a question. So I

7 want to be a hundred percent accurate.

8 MR. SHRAIBERG: I have no further questions

9 today. I'll reserve the rest for the 2004.

10 MS. MEHDIPOUR: Thank you, Mr. Shraiberg.

11 At this time I am going to conclude the

12 meeting. I thank all of you for attending, and there will

13 be communication from my office as to the coordination of

14 a 2004 Exam. So thank you all. Mr. Zankl, thank you.

15 MR. MOON: Madam Trustee?

16 MS. MEHDIPOUR: Yes, Mr. Moon, please.

17 MR. MOON: Just a question about the

18 recording.

19 MS. MEHDIPOUR: Yes.

20 MR. MOON: I'm sure a lot of us are going to

21 want a copy of it.

22 MS. MEHDIPOUR: Yes.

23 MR. MOON: Just let us know, I guess, when

24 that's available.

25 MS. MEHDIPOUR: Absolutely, I will do so.

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1 Thank you, Mr. Moon.

2 MR. MOON: Thank you.

3 MS. MEHDIPOUR: All right. Have a nice

4 (inaudible) --

5 UNIDENTIFIED: Thank you.

6 MS. MEHDIPOUR: -- everyone. Thank you.

7 MR. SHRAIBERG: Have a great weekend.

8

9

10

11 (Thereupon, the 341 Meeting of Creditors was

12 concluded.)

13

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1

2 CERTIFICATION

3

4 STATE OF FLORIDA :

5 COUNTY OF MIAMI-DADE :

6

7 I, Cheryl L. Jenkins, RPR, RMR, Shorthand

8 Reporter and Notary Public in and for the State of Florida

9 at Large, do hereby certify that the foregoing Section 341

10 Meeting of Creditors was transcribed by me from a digital

11 recording made on the date and at the place as stated in

12 the caption hereto on page 1; that the foregoing

13 computer-aided transcription is a true record to the best

14 of my ability of said proceedings.

15 WITNESS my hand this 27th day of May, 2022.

16

17

18 ______________________________

19 CHERYL L. JENKINS, RPR, RMR

20 Court Reporter and Notary Public

 in and for the State of Florida at Large

21 Commission #HH 170910

 December 27, 2025

22

23

24

25

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