SUPERIOR COURT OF NEW JERSEY

APPELLATE DIVISION

DOCKET NO. A-3578-20

WILLOW RIDGE 

APARTMENTS, LLC,

Plaintiff-Appellant,

v.

UNION CITY RENT 

STABILIZATION BOARD, a/k/a

THE CITY OF UNION CITY

RENT LEVELING BOARD,

Defendant-Respondent, 

and

MIGUELINA VELEZ,

Defendant/IntervenorRespondent.

____________________________

Argued June 6, 2022 – Decided July 7, 2022

Before Judges Mayer and Natali.

On appeal from the Superior Court of New Jersey, Law 

Division, Hudson County, Docket No. L-2658-20. 

NOT FOR PUBLICATION WITHOUT THE

APPROVAL OF THE APPELLATE DIVISION

This opinion shall not "constitute precedent or be binding upon any court." Although it is posted on the 

internet, this opinion is binding only on the parties in the case and its use in other cases is limited. R. 1:36-3.
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Xavier M. Bailliard argued the cause for appellant 

(Kranjac Tripodi & Partners LLP, attorneys; Xavier M. 

Bailliard and James Van Splinter, on the briefs). 

R. Scott Fahrney argued the cause for respondent City 

of Union City Rent Leveling Board (DeCotiis, 

Fitzpatrick, Cole & Giblin, LLP, attorneys; R. Scott 

Fahrney, on the brief). 

Gregory G. Diebold argued the cause for intervenorrespondent Miguelina Velez (Northeast New Jersey 

Legal Services Corp., attorneys; Gregory G. Diebold, 

of counsel and on the brief; Lawrence Sindoni and Soo 

Woo, on the brief). 

PER CURIAM

In 2015, plaintiff, Willow Ridge Apartments, LLC, purchased a twentyfour-unit apartment building located in Union City (Property) that was 

constructed in 2002. Plaintiff, as well as the Property's prior owner, operated 

the building as exempt from local rent control ordinances, as permitted by 

N.J.S.A. 2A:42-84.1 to -84.6. 

In 2019, the Union City Rent Stabilization Board (Board) notified plaintiff 

that the Property was not exempt from rent control because no evidence existed 

that a claim of exemption was filed prior to Union City's issuance of a certificate 

of occupancy as required by N.J.S.A. 2A:42-84.4. Plaintiff contested the 

Board's determination. 
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After a hearing, the Board concluded that the prior owner of the Property 

never filed the required notice and, as a result, the Property did not qualify for 

the exemption. Plaintiff challenged the Board's decision in the Law Division, 

at which point Miguelina Velez, a tenant of the Property, intervened as a 

defendant. Judge Anthony V. D'Elia upheld the Board's findings and dismissed 

plaintiff's complaint. Before us, plaintiff contests the court's decision, claiming 

the Board's decision was arbitrary, capricious, and unreasonable. We disagree 

and affirm. 

I.

In order to provide context for our decision, we begin by reviewing the 

statutory scheme at issue in this appeal as well as the relevant portions of Union 

City's rent control ordinances. 

A. The Legislation

N.J.S.A. 2A:42-84.1 to -84.6 reflects the Legislature's considered decision 

to exempt from municipal rent control ordinances residential buildings 

constructed after June 25, 1987. N.J.S.A. 2A:42-84.2 specifically provides:

a. In any municipality which has enacted or which 

hereafter enacts a rent control or rent leveling 

ordinance, other than under the authority of P.L.1966, 

c. 168 (C.2A:42-74 et seq.), those provisions of the 

ordinance which limit the periodic or regular increases 

in base rentals of dwelling units shall not apply to 
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multiple dwellings constructed after [June 25, 1987], 

for a period of time not to exceed the period of 

amortization of any initial mortgage loan obtained for 

the multiple dwelling, or for 30 years following 

completion of construction, whichever is less.

b. In the event that there is no initial mortgage 

financing, the period of exemption from a rent control 

or rent leveling ordinance shall be 30 years from the 

completion of construction.

The intent of the legislation is explained in N.J.S.A. 2A:42-84.5:

a. It is the intent of P.L.1987, c. 153 (C.2A:42-84.1 et 

seq.), that the exemption from rent control or rent 

leveling ordinances afforded under P.L.1987, c. 153 

(C.2A:42-84.1 et seq.) shall apply to any form of rent 

control, rent leveling or rent stabilization, whether 

adopted now or in the future, and by whatever name or 

title adopted, which would limit in any manner the 

periodic or regular increases in base rentals of dwelling 

units of multiple dwellings constructed after the 

effective date of P.L.1987, c. 153 (C.2A:42-84.1 et 

seq.). No municipality, county or other political 

subdivision of the State, or agency or instrumentality 

thereof, shall adopt any ordinance, resolution, or rule or 

regulation, or take any other action, to limit, diminish, 

alter or impair any exemption afforded pursuant to 

P.L.1987, c. 153 (C.2A:42-84.1 et seq.).

b. The Legislature deems it to be necessary for the 

public welfare to increase the supply of newly 

constructed rental housing to meet the need for such 

housing in New Jersey. In an effort to promote this new 

construction, the Legislature enacted P.L.1987, c. 153 

(C.2A:42-84.1 et seq.), the purpose of which was to 

exempt new construction of rental multiple dwelling 

units from municipal rent control so that the municipal 
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rent control or rent leveling ordinances would not deter 

the new construction.

The statute also includes two express conditions that require owners who 

seek an exemption to provide notice to the municipality and prospective tenants. 

Specifically, N.J.S.A. 2A:42-84.3 provides:

The owner of any multiple dwelling exempted from a 

rent control or rent leveling ordinance pursuant to this 

act, shall, prior to entering into any lease with a person 

for tenancy of any premises located in the multiple 

dwelling, furnish the prospective tenant with a written 

statement that the multiple dwelling in which the 

premises is located is exempt from rent control or rent 

leveling for such time as may remain in the exemption 

period. Each lease offered to a prospective tenant for 

any dwelling unit therein during the period the multiple 

dwelling is so exempted shall contain a provision 

notifying the tenant of the exemption.

N.J.S.A. 2A:42-84.4 also obligates owners of any newly constructed 

buildings to file a notice claiming the exemption prior to a municipality issuing 

a certificate of occupancy for any applicable building:

The owner of any multiple dwelling claiming an 

exemption from a rent control or rent leveling 

ordinance pursuant to this act shall file with the 

municipal construction official, at least 30 days prior to 

the issuance of a certificate of occupancy for the newly 

constructed multiple dwelling, a written statement of 

the owner's claim of exemption from an ordinance 

under this act, including therein a statement of the date 

upon which the exemption period so claimed shall 

commence, such information as may be necessary to 
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effectively locate and identify the multiple dwelling for 

which the exemption is claimed, and a statement of the 

number of rental dwelling units in the multiple dwelling 

for which the exemption is claimed . . . .

B. Union City's Rent Control Ordinances

Since the Property was constructed, Union City has revised its rent control 

ordinance several times. At the time of the Property's construction, Union City, 

N.J., Rev. Ordinances ch. 14-2(e) (1996) (1996 Ordinance) was in effect and 

provided, "Consistent with state law, new construction shall be exempt from this 

chapter." Union City amended the 1996 Ordinance in its entirety by way of 

Union City, N.J., Code ch. 334 (2013) (2013 Ordinance). That ordinance

similarly provided, "New construction, consistent with state law, shall be 

exempt from this chapter." 2013 Ordinance ch. 334-2(B)(4).

In 2017, Union City again revised its rent control ordinance. Union City, 

N.J., Code ch. 334 (2017) (2017 Ordinance). The 2017 Ordinance recognized 

an exemption for new construction but expressly provided, "This exemption 

applies only where an owner complied with all requirements in N.J.S.A. 2A:42-

84.1 et seq., including the filing with the municipal construction official 

required by N.J.S.A. 2A:42-84.4 and the service of a written statement upon the 

tenant required by N.J.S.A. 2A:42-84.3." 2017 Ordinance ch. 334-2(B)(4)(C). 
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In 2018, Union City adopted Union City, N.J., Ordinance 2018-33 

(November 27, 2018) (2018 Ordinance), amending the 2017 Ordinance. 

Therein, Union City added provisions to the 2017 Ordinance stating 

"[n]otwithstanding the exemption of a property qualified as new construction, 

the Rent Regulation officer shall be authorized to determine on notice to the 

landlord and affected tenant(s) the validity of the landlord's application for 

exemption under the [s]tate [l]aw," and "[i]n the event the [o]fficer determines 

the requirements under the [s]tate [l]aw have not been met by the [l]andlord, the 

rent for the affected unit(s) shall be subject to a determination of the legal rent 

by the [o]fficer under the rent control provisions of this ordinance." 

Finally, in 2019, Union City again revised its rent control ordinance. 

Union City, N.J., Code ch. 334 (2019) (2019 Ordinance). Similar to the 2017 

Ordinance, Union City recognized exemptions for new construction but 

provided, "This exemption applies only where an owner complied with all 

requirements contained in N.J.S.A. 2A:42-84.1 et seq., including the filing with 

the municipal construction official required by N.J.S.A. 2A:42-84.4 and the 

service of a written statement upon the tenant required by N.J.S.A. 2A:42-84.3." 

2019 Ordinance ch. 334-2(B)(5)(C). 
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C. The Board's Hearing and Decision

After construction was completed, Union City issued a certificate of 

occupancy for the Property on August 8, 2002. In June 2019, nearly seventeen 

years later, the Board notified plaintiff that the Property was not exempt from 

rent control because no claim of exemption notice was filed at the time of 

construction as required by N.J.S.A. 2A:42-84.4.

1

 

Before the Board, plaintiff argued that because the Property was 

constructed after 1987, it was indisputably exempt from rent control pursuant to 

N.J.S.A. 2A:42-84.2. It asserted that such a conclusion comported with the plain 

language and legislative intent expressed in N.J.S.A. 2A:42-84.5. Plaintiff 

acknowledged that the statute contains "notice requirements," but stated "[t]here 

is no provision in the [s]tate statute anywhere for a property owner to be 

penalized by losing an exemption," and explained that N.J.S.A. 2A:42-84.2 used 

mandatory language when providing an exemption from rent control for 

properties built after June 25, 1987. 

Plaintiff, relying on Overlook Terrace Management Corp. v. Rent Control 

Board, 71 N.J. 451 (1976), argued further that any municipal ordinance that 

1

 We note that the record does not contain the Board's notice letter. 
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interfered with the statute was preempted. It claimed that if any municipal 

ordinance applied, the applicable ordinance was the 2013 Ordinance, which was

in effect at the time plaintiff purchased the Property and which did not provide 

for a loss of exemption for failure to provide notice, rather than the more recent 

amendments, which contained such express penalty language. Plaintiff argued 

that application of the post-2013 amendments constituted retroactive application 

of rent control, contrary to South Hamilton Associates v. Mayor & Council, 99 

N.J. 437 (1985), and would "punish [plaintiff] for something that happened . . . 

in 2002 before it even owned the [P]roperty." 

At the hearing, the Board considered the testimony of Jazlia Suriel, an 

employee of Union City's Building Department, and Sandy Tuli, the managing 

member of the Property. Suriel testified that she reviewed Union City's records 

associated with the Property and was unable to locate a letter in which plaintiff 

or its predecessor claimed a rent control exemption. 

Tuli described that before purchasing the Property, a realtor provided him 

with an offering memorandum stating that the Property was exempt from rent 

control. Tuli also produced a letter in which a representative of the realtor stated 

that he spoke to the Union City Rent Control office via telephone and confirmed 

that the Property was exempt from rent control before including that information 
10 A-3578-20

in the offering memorandum. In addition, Tuli submitted correspondence from 

a member of the LLC that previously owned the Property, which stated, "To the 

best of my knowledge this building was exempt from the rent control registration 

requirements as it was new construction." 

Tuli also claimed that before purchasing the Property, plaintiff "called the 

Building Department," and was advised that the Property "was new 

construction" and "exempt from rent control." Further, Tuli stated that Union 

City had not notified him identifying "issues with rent control or rent leveling" 

from the time plaintiff purchased the Property until 2019. 

Tuli also explained that the Property's management company served two 

OPRA2requests upon Union City. The first requested a list of all new 

construction buildings built after 1987 and all associated rent control exemption 

documents for those buildings. Tuli described that Union City provided a list 

of new construction buildings but advised that it was unable to locate any 

documents pertaining to rent control exemptions. The second OPRA request 

sought the certificate of occupancy for the Property. Tuli stated that Union City 

initially advised that there was no certificate of occupancy on file but later 

located and produced it. 

2

 New Jersey Open Public Records Act, N.J.S.A. 47:1A-1 to -13. 
11 A-3578-20

After the close of testimony, plaintiff argued that it had no reason to 

believe the Property was subject to rent control and that to impose rent control

obligations "would be unduly punitive and would constitute a major violation of 

the property owner's rights." Further, plaintiff stated that "it was impossible for 

[plaintiff] to have ever filed this notice within [thirty] days of the [c]ertificate 

of [o]ccupancy, because [it] didn't own the [P]roperty then" and that it should 

not lose the exemption because "otherwise a subsequent owner is being 

punished" for the previous owner's "administrative issue." Finally, plaintiff 

argued that Union City's inability to locate a notice claiming the exemption for 

the Property might be the result of a "record keeping issue" citing Union City's 

inability to find rent control exemption documents for other buildings and delay 

in producing the Property's certificate of occupancy.

After considering the record, the Board unanimously concluded that due 

to plaintiff's predecessor's failure to comply with N.J.S.A. 2A:42-84.4's notice 

provision the Property was subject to rent control. It first found that no notice 

claiming the exemption was ever filed for the Property. The Board then 

acknowledged that the statute did not expressly state that failure to file a notice 

of exemption results in a loss of the exemption, but reasoned that accepting 

plaintiff's interpretation would render the notice provisions "superfluous." The 
12 A-3578-20

Board, thereafter, issued a written "Finding of Fact Resolution," in which it 

stated that "the property owner did not request exemption from the Rent Control 

Ordinance and that there is no ability to claim the exemption now, and for the 

reasons set forth on the record, the . . . [P]roperty is subject to the Union City 

Rent Control Ordinance." 

D. The Law Division's Decision

Plaintiff filed a complaint in lieu of prerogative writs challenging the 

Board's determination. After the Board filed an answer, the court permitted 

Velez to intervene as a defendant. 

After considering the parties' written submissions and hearing oral 

arguments, Judge D'Elia issued a July 13, 2021 order dismissing plaintiff's 

complaint and provided his reasoning in a July 19, 2021 written opinion. The 

judge found, similar to the Board, that plaintiff failed to "provide evidence of 

the written statement required by [N.J.S.A. 2A:42-84.4] or the written notice to 

prospective tenants required by [N.J.S.A. 2A:42-84.3]" and "municipal records 

did not reveal any notices either." 

Judge D'Elia also determined that "the record does not establish that 

[p]laintiff attempted to confirm that the exemption applied before purchasing 

the [P]roperty in 2015." He explained that despite plaintiff's assertions to the 
13 A-3578-20

contrary, "[n]either the prior owner nor the broker testified below," there were 

credibility issues with regard to their statements, and Tuli's credibility was 

subject to the Board's evaluation. 

Judge D'Elia rejected plaintiff's arguments that Union City bore the 

burden to demonstrate that notice was not filed and that the Board improperly

concluded that the prior owner failed to file the notice because it had 

demonstrable issues with its record keeping. The judge explained that the 

burden is on the property owner to prove compliance with the statute's notice 

requirements and that "there is sufficient evidence in the record to justify the 

[B]oard's conclusion that the requisite notice required by [N.J.S.A. 2A:42-84.4] 

[was] not received by Union City [thirty] days prior to the issuance of the 

[certificate of occupancy] for the [P]roperty." 

As a result of these findings, Judge D'Elia concluded that "[t]he Board did 

not act arbitrarily or capriciously when it relied upon the 2019 . . . [O]rdinance 3

to assess the consequences for the property owner's failure to prove that it, or 

the previous owner, complied with [N.J.S.A. 2A:42-84.4]." He found that "the 

3

 We note that Judge D'Elia's July 19, 2021 written opinion cited the 2019 

Ordinance, whereas the Board referenced the 2018 Ordinance at the hearing. 

Any error, however, in referencing the 2019 Ordinance is inconsequential as a 

property owner's failure to satisfy N.J.S.A. 2A:42-84.4's notice provision would 

result in a loss of rent control exemption under either ordinance. 
14 A-3578-20

2019 [Ordinance] is consistent with [N.J.S.A. 2A:42-84.4]," explaining that 

"[b]oth require written notice to the city [thirty] days prior to obtaining a 

[certificate of occupancy]." The judge reasoned further that although "the 

statute is silent as to the consequences of a property owner's failure to comply 

with that notice requirement, the 2019 [Ordinance] clarifies that issue. Thus, 

the ordinance does not contradict the state's statute." 

Judge D'Elia further stated that the "essence" of plaintiff's argument was 

that there are "no consequences if the [notice] requirement is not satisfied." He 

explained courts "must interpret a statute, and particularly the notice provisions 

of [N.J.S.A. 2A:42-84.4], so as not to reduce that language requiring the [thirty] 

day notice to mere surplusage," and found that "[t]he Legislature clearly 

established its intent and purpose under N.J.S.A. 2A:42-84.4 by requiring that 

any owner of a newly constructed multiple unit dwelling file a statement of 

exemption with the municipal construction office [thirty] days prior to issuance 

of certificate of occupancy." 

Judge D'Elia also reasoned that "[i]t is of no import that the [C]ity relied 

upon [the 2019 Ordinance]." He explained "[i]f the statute is to have any 

significance, then Union City could have terminated the property owners' 
15 A-3578-20

exemption from the rent control ordinance even in the absence of the 2019 

[Ordinance]." 

In addition, the judge determined that the Board's conclusion that the 

Property was not exempt from rent control would be "justified separately and 

apart [from] plaintiff's failure to show compliance with [N.J.S.A. 2A:42-84.4]" 

because it also failed to comply with N.J.S.A. 2A:42-84.3. He explained that 

N.J.S.A. 2A:42-84.3 requires property owners to provide notice to "prospective 

tenants of the claimed exemption from rent control" and found that "[n]one of 

the prospective tenants [of] this [P]roperty" were notified. He stated that 

"plaintiff asks this [c]ourt to simply ignore the mandatory requirement[]" but 

reasoned that N.J.S.A. 2A:42-84.3 "cannot be considered mere surplusage." 

This appeal followed. 

II.

In plaintiff's first point it argues that the Board's decision was improper 

because it relied on the incorrect municipal ordinance. Specifically, it claims 

the Board reached its decision by retroactively applying the 2019 Ordinance 

when it should have applied the 1996 Ordinance, which was in effect when the 

Property was built. 
16 A-3578-20

Plaintiff asserts the 1996 Ordinance "grants any building built after 1987 

an absolute and unconditional exemption from rent control, without any 

requirement or condition precedent that an owner must provide written notice to 

the City prior to obtaining the same" whereas the 2019 Ordinance "requires that 

an owner of a building submit written notice of exemption as a condition 

precedent to the building being exempt from rent control." Plaintiff 

acknowledges that ordinances "may be applied retroactively when specifically 

set forth therein" but argues "the 2019 Ordinance does not contain any such 

provision or stated intent" and therefore, "cannot be applied retroactively." We 

disagree with these arguments. 

Under our standard of review, "[a] board's decision 'is presumptively 

valid, and is reversible only if arbitrary, capricious, and unreasonable.'" Smart 

SMR of N.Y., Inc. v. Borough of Fair Lawn Bd. of Adjustment, 152 N.J. 309, 

327 (1998) (quoting Sica v. Bd. of Adjustment, 127 N.J. 152, 166-67 (1992)). 

Thus, we will defer to the Board's decision "if it is supported by the record and 

is not so arbitrary, capricious, or unreasonable as to amount to an abuse of 

discretion." Ibid. 

Here, contrary to plaintiff's contention, the controlling authority upon 

which the Board relied was N.J.S.A. 2A:42-84.1 to -84.6, rather than any 
17 A-3578-20

specific Union City rent control ordinance. Indeed, the Board reached its 

decision by analyzing the aforementioned statutory language and reasoning that 

accepting plaintiff's interpretation would render the text of N.J.S.A. 2A:42-84.4

as mere surplusage. Likewise, its written resolution provided that "the property 

owner did not request an exemption from the Rent Control Ordinance and . . . 

there is no ability to claim that exemption now." 

As such, we need not decide which iteration of Union City's rent control 

ordinances was applicable. In any event, the Board's decision would be the same 

whether it applied the 2019 Ordinance, which expressly requires notice pursuant 

to N.J.S.A. 2A:42-84.4 to qualify for an exemption, or the 1996 Ordinance, 

which provided "[c]onsistent with state law, new construction shall be exempt 

from this chapter." 

III.

Plaintiff argues next that the "requirement that written notice be provided 

to the City as a condition to obtaining exemption" contained in the 2019 

Ordinance "is expressly preempted by N.J.S.A. 2A:42-84." It claims that 

N.J.S.A. 2A:42-84.2's language is clear and unambiguous and "explicitly states 

that any building built after 1987 cannot be subject to any municipal rent control 

ordinance." 
18 A-3578-20

Plaintiff asserts further that the Board's interpretation that a rent control 

exemption under N.J.S.A. 2A:42-84.2 is conditioned on compliance with the 

statute's notice requirements is flawed. First, it argues that the Board improperly 

interpreted the word "shall" as having two different meanings in the statute. 

Specifically, it claims the Board interpreted the word "shall" as used in N.J.S.A. 

2A:42-84.4 as creating a mandatory requirement, while interpreting N.J.S.A. 

2A:42-84.2's language that "rent control . . . ordinances . . . shall not apply" as 

being conditioned on the property owner filing the requisite notice. 

Second, it contends the statute does not expressly provide that compliance 

with the notice requirements is a "prerequisite[] to obtaining an exemption or 

that exemption status is lost if . . . written notices are not provided." It argues 

that "had the [L]egislature intended for any penalty to be imposed in the event 

of non-compliance with [the notice provisions] . . . [it] would have set forth that 

penalty." Further it claims that the "permanent loss of rent control exemption" 

would be an "incredibly drastic and punitive penalty." 

Finally, at oral argument, plaintiff contended that allowing a property 

owner to obtain a rent control exemption despite its failure to file a timely notice 

would not prejudice the municipality. It argued that absent timely notice the 

municipality would be able to retroactively determine whether the subject 
19 A-3578-20

property qualified as post-1987 new construction by reviewing historical 

construction documents. 

We are not persuaded by these arguments and agree with Judge D'Elia that 

established principles of statutory interpretation dictate that N.J.S.A. 2A:42-

84.4's notice requirement is a mandatory condition precedent to receipt of a rent 

control exemption under N.J.S.A. 2A:42-84.2. First, because N.J.S.A. 2A:42-

84.1 to -84.6 created a new right to a rent control exemption, strict compliance 

with its terms is required to qualify for the exemption. Second, if compliance 

with N.J.S.A. 2A:42-84.4 were not required, it would constitute meaningless 

surplusage. 

"[W]e apply de novo review to an agency's interpretation of a statute." 

Russo v. Bd. of Trustees, Police & Firemen's Ret. Sys., 206 N.J. 14, 27 (2011). 

However, "[w]here an agency is charged with enforcing a statute, 'courts accord 

substantial deference to the interpretation given to the statute by the agency.'" 

Casciano v. Bd. of Review, 300 N.J. Super. 570, 576 (App. Div. 1997) (quoting 

Bd. of Educ. v. Neptune Twp. Educ. Ass'n, 144 N.J. 16, 31 (1996)). "Deference 

to agency interpretation of a statute is appropriate as long as that interpretation 

is reasonable[] and does not conflict with the express or implied intent of the 

[L]egislature." Id. at 576-77 (internal citations omitted). 
20 A-3578-20

"[A] court may declare an ordinance invalid if it . . . is preempted by 

superior legal authority." Redd v. Bowman, 223 N.J. 87, 108 (2015) (alterations 

in original) (quoting Rumson Estates, Inc. v. Mayor & Council, 177 N.J. 338, 

351 (2003)). "Preemption is a judicially created principle based on the 

proposition that a municipality, which is an agent of the State, cannot act 

contrary to the State." Ibid. (quoting Overlook Terrace Mgmt. Corp., 71 N.J. 

at 461). 

When interpreting a statute, the first step is to look to the plain meaning 

of the language. Bergen Com. Bank v. Sisler, 157 N.J. 188, 202 (1999). "A 

statute's meaning is not self-evident, however, where varying interpretations of 

the statute are plausible." Ibid.; see also Bubis v. Kassin, 184 N.J. 612, 626

(2005). In those situations, the court should look to "judicial interpretation, 

rules of construction, or extrinsic matters." Bergen Com. Bank, 157 N.J. at 202. 

The purpose of such interpretation is to "effectuate the legislative intent in light 

of the language used and the objects sought to be achieved." Twp. of 

Pennsauken v. Schad, 160 N.J. 156, 170 (1999). 

"We do not view [statutory] words and phrases in isolation but rather in 

their proper context and in relationship to other parts of [the] statute, so that 

meaning can be given to the whole of [the] enactment." State v. Twiggs, 233 
21 A-3578-20

N.J. 513, 533 (2018) (alterations in original) (quoting State v. Rangel, 213 N.J. 

500, 509 (2013)). Indeed, we "can . . . draw inferences based on the statute's 

overall structure and composition," State v. S.B., 230 N.J. 62, 68 (2017), and 

consider "the entire legislative scheme of which [a statute] is a part," 

Kimmelman v. Henkels & McCoy, Inc., 108 N.J. 123, 129 (1987). "We do not 

support interpretations that render statutory language as surplusage or 

meaningless." Burgos v. State, 222 N.J. 175, 203 (2015); see also In re 

Commitment of J.M.B., 197 N.J. 563, 573 (2009) ("Interpretations that render 

the Legislature's words mere surplusage are disfavored. Rather, . . . our task 

requires that every effort be made to find vitality in the chosen language." 

(internal citation omitted)). 

"A limitation contained in a statute creating a new right [is] generally 

considered a condition precedent to the existence of the right itself . . . ." 

Kaczmarek v. N.J. Tpk. Auth., 77 N.J. 329, 339 (1978). "[A] statute granting a 

new right usually is mandatory, and the viability of such a right is contingent 

upon strict compliance with the law and all its conditions." Shambie Singer, 3 

Sutherland Statutory Construction § 57:16 (8th ed. 2020); see also People ex rel. 

Dunbar v. First Nat. Bank of Colorado Springs, 356 P.2d 967, 970 (Colo. 1960)

("It is a fundamental rule that, where statutes confer a new right . . . and prescribe 
22 A-3578-20

a mode for the acquisition, preservation, enforcement, or enjoyment, such are 

mandatory, and must be strictly complied with, and . . . if not complied with, no 

right exists." (quoting Schaut v. Joint Sch. Dist. No. 6, Towns of Lena & Little 

River, 210 N.W. 270, 272 (Wis. 1926))). 

We first note, again, that a fair reading of the Board's decision evidences 

that the Board did not premise its decision on the language of any particular 

ordinance, but rather its interpretation of N.J.S.A. 2A:42-84.1 to -84.6. We 

agree with plaintiff, however, that N.J.S.A. 2A:42-84.4 does not expressly state 

the consequence of a property owner's failure to file a claim of exemption prior 

to the issuance of a certificate of occupancy and, as a result, we apply the 

aforementioned principles of statutory interpretation to resolve the issue. 

Bergen Com. Bank, 157 N.J. at 202. In doing so, we conclude the Board 

correctly determined that compliance with N.J.S.A. 2A:42-84.4's notice 

requirement operates as a prerequisite to obtaining an exemption from rent 

control pursuant to N.J.S.A. 2A:42-84.2. 

First, N.J.S.A. 2A:42-84.1 to -84.6 created a new right to rent control 

exemptions. As such, we presume that the Legislature intended strict 

compliance with N.J.S.A. 2A:42-84.4 to be required for property owners to 
23 A-3578-20

qualify for a rent control exemption. See Kaczmarek, 77 N.J. at 339; Dunbar, 

356 P.2d at 970. 

Second, reading N.J.S.A. 2A:42:84.4 in context of "the entire legislative 

scheme of which it is a part," Kimmelman, 108 N.J. at 129, avoiding 

"[i]nterpretations that render the Legislature's words mere surplusage," and 

making "every effort . . . to find vitality in the chosen language," In re J.M.B., 

197 N.J. at 573, further supports the interpretation that providing the requisite 

notice operates as a condition precedent to receipt of a rent control exemption. 

To hold otherwise would render N.J.S.A. 2A:42-84.4 meaningless surplusage, 

as there would be no consequence for a property owner's failure to provide the 

requisite notice. See Burgos, 222 N.J. at 203; In re J.M.B., 197 N.J. at 573. 

Such an interpretation also appears to effectuate the legislative intent 

because it advances the pragmatic goal of N.J.S.A. 2A:42-84.4. Providing the 

notice required by N.J.S.A. 2A:42-84.4 thirty days prior to the issuance of a 

certificate of occupancy serves a clear purpose — to allow a municipality to 

inspect the subject property in a timely fashion and ensure that it qualifies for 

the exemption. Accepting defendant's interpretation of the statute would allow 

property owners to circumvent that necessary safeguard, a result the Legislature 

clearly did not intend. We also note that timely notice allows municipalities to 
24 A-3578-20

memorialize and track which properties are subject to, and exempt from, rent 

control. 

Finally, we reject plaintiff's argument that any delay in notice is 

essentially harmless under the circumstances and penalizes it in a draconian

fashion as a municipal entity could determine whether properties qualify as post1987 new construction by reviewing historical construction documents. First, 

such relief is contrary to the express statutory language. Second, plaintiff's 

interpretation of N.J.S.A. 2A:42-84.4 would place an undue burden on 

municipalities to conduct retroactive analyses of construction projects 

potentially, as in this case, decades after construction. Third, we also reject 

plaintiff's prejudice claims as it produced no proof that its predecessor complied 

with N.J.S.A. 2A:42-84.4, and any lack of diligence by plaintiff on that point 

should not be visited upon the municipality. In sum, we are satisfied that the 

Board's statutory interpretation was reasonable and is entitled to our deference. 

Casciano, 300 N.J. Super. at 576-77. 

IV.

Finally, plaintiff argues that the Board improperly found that a claim of 

exemption had never been filed for the Property. It asserts that the evidence it 

presented to the Board "support[ed] the inescapable conclusion that written 
25 A-3578-20

notice . . . was provided within the time limitations set forth in the 2019 

Ordinance." Plaintiff specifically references its proofs indicating that "the prior 

owner of the Property had operated [it] as exempt from rent control since 2002, 

. . . the prior owner represented that it provided notice of the exemption to the 

City, and . . . the Property was marketed in 2015 as being exempt from rent 

control," which it claims the Board ignored. 

Further, Plaintiff contends that the Board "relied exclusively on the fact 

that the City could not locate in its records the written document that the prior 

owner represented had been provided." It claims that "the evidence introduced 

at the [h]earing demonstrated that the City's record keeping was deficient and 

could not be relied on," citing Union City's initial failure to locate the certificate 

of occupancy associated with the Property in response to plaintiff's OPRA 

request. We also disagree with these arguments. 

As noted, we will defer to the Board's decision "if it is supported by the 

record and is not so arbitrary, capricious, or unreasonable as to amount to an 

abuse of discretion." Smart SMR of N.Y., 152 N.J. at 327 (quoting Sica, 127 

N.J. at 166-67). "If the factual findings of an administrative agency are 

supported by sufficient credible evidence, courts are obliged to accept them." 

Self v. Bd. of Review, 91 N.J. 453, 459 (1982). 
26 A-3578-20

Here, the Board concluded that no claim of exemption associated with the 

Property had been filed, based on Plaintiff's failure to provide a copy and Union

City's inability to locate one in its records. Because that finding was supported 

by the record, it is entitled to our deference. Self, 91 N.J. at 459 (1982). 

Plaintiff's arguments to the contrary are unpersuasive. First, that Union

City was not initially able to locate the Property's certificate of occupancy in no 

way establishes that its record keeping was deficient to the extent that the Board 

could not rely on the absence of a record in reaching its conclusion. 

Second, plaintiff's proofs fell well short of establishing an "inescapable 

conclusion that written notice . . . was provided within the time limitations set 

forth in the 2019 Ordinance," as it contends. As noted, Union City was unable 

to locate a claim of exemption for the Property in its records and plaintiff failed 

to produce one. 

Further, the proofs plaintiff presented to the Board were based, in large 

part, on inadmissible hearsay. Plaintiff attempted to establish that the notice 

had been filed by introducing: 1) a letter from a representative of the realtor 

who sold the Property stating that he spoke to the Union City Rent Control office 

and confirmed that the Property was exempt from rent control; 2) a letter from 

a member of the LLC that previously owned the Property stating that the 
27 A-3578-20

Property was exempt from rent control as new construction; and 3) Tuli's 

testimony that before purchasing the Property plaintiff contacted an unnamed 

Building Department representative who advised it that the Property was exempt 

from rent control. 

Each of these proofs, absent perhaps the statement from the anonymous 

representative of the Union City Building Department, were offered for their 

truth and consisted of statements made outside of the Board's hearing and, 

therefore, constituted inadmissible hearsay. See N.J.R.E. 801(c). Although we 

acknowledge that hearsay statements are admissible in administrative hearings, 

we discern from the Board's comments that it deemed the probative value of 

plaintiff's proofs to be minimal. We are satisfied that the Board did not abuse 

its discretion by rejecting those bare proofs and relying instead on Suriel's direct 

testimony stating that Union City's records did not contain a claim of exemption 

for the Property. 

Finally, we note that plaintiff did not contend before the Board that Union

City's failure to identify the lack of a claim of exemption for the Property before 

2019 should result in it being equitably estopped from revoking the Property's 

exempt status, and, as such, the Board made no attendant findings. Plaintiff also 

did not raise an estoppel argument before us. We, therefore, consider any such 
28 A-3578-20

argument waived. N.J. Dep't of Env't Prot. v. Alloway Twp., 438 N.J. Super. 

501, 505 n.2 (App. Div. 2015) ("An issue that is not briefed is deemed waived 

upon appeal."). 

Affirmed.