LAWRENCE B. SEIDMAN VS. SPENCER SAVINGS BANK, SLA (C-000053-15, PASSAIC COUNTY AND STATEWIDE) (CONSOLIDATED)


NOT FOR PUBLICATION WITHOUT THE APPROVAL OF THE APPELLATE DIVISION This opinion shall not "constitute precedent or be binding upon any court ."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. SUPERIOR COURT OF NEW JERSEY APPELLATE DIVISION DOCKET NOS. A-2039-17T3 A-4739-17T4 LAWRENCE B. SEIDMAN, Plaintiff-Respondent, v. SPENCER SAVINGS BANK, SLA, JOSE B. GUERRERO, PETER J. HAYES, NICHOLAS LORUSSO, BARRY MINKIN, JOHN STURGES, ANTHONY S. CICATIELLO, and ALBERT D. CHAMBERLAIN, Defendants-Appellants. ______________________________ LAWRENCE B. SEIDMAN, Plaintiff-Appellant, v. SPENCER SAVINGS BANK, SLA, JOSE B. GUERRERO, PETER J. HAYES, NICHOLAS LORUSSO, BARRY MINKIN, JOHN STURGES, ANTHONY S. CICATIELLO, and ALBERT D. CHAMBERLAIN, Defendants-Respondents. _________________________________ Argued September 16, 2019 – Decided October 3, 2019 Before Judges Sabatino, Sumners, and Geiger. On appeal from the Superior Court of New Jersey, Chancery Division, Passaic County, Docket No. C- 000053-15. Helen Davis Chaitman argued the cause for appellants in A-2039-17 and respondents in A-4739-17 (Chaitman LLP, attorneys; Helen Davis Chaitman, of counsel and on the briefs; Gregory M. Dexter, on the briefs). Peter R. Bray argued the cause for respondent in A- 2039-17 and appellant in A-4739-17 (Bray & Bray, LLC, attorneys; Peter R. Bray, on the briefs). Garen Gazaryan, Deputy Attorney General, argued the cause for intervenor New Jersey Department of Banking and Insurance (Gurbir S. Grewal, Attorney General, attorney; Garen Gazaryan, on the brief). PER CURIAM These appeals 1 represents the fifth time this court has been asked to address this ongoing dispute between plaintiff Lawrence B. Seidman, an 1 The appeals were argued back-to-back and we consolidate them for purposes of this opinion. A-2039-17T3 2 attorney and money manager, and defendant Spencer Savings Bank, SLA ("Spencer" or "the bank"), a mutual savings and loan association established pursuant to the New Jersey Savings and Loan Act, N.J.S.A. 17:12B-1 to -319 (the "SLA").2 Seidman and several of his relatives have been depositors at the bank. He contends the bank's Board of Directors and Chief Executive Officer ("CEO") are entrenched, and they have mismanaged the bank and reaped excessive compensation and other perks. The bank contends, on the other hand, that it has been soundly managed, and that Seidman is improperly trying to wrest control of the bank for personal gain. Through a by-law adopted in 1995, the bank established a ten-percent threshold of total depositors for nominating Board members. Seidman sued to 2 See Seidman v. Spencer Sav. Bank, No. A-3899-04 (App. Div. March 23, 2006) ("Seidman I") (remanding certain issues respectively to the trial court and to the Commissioner of Banking and Insurance); Seidman v. Spencer Sav. Bank, Nos. A-0167-07, A-1036-07, A-1343-07 (App. Div. Nov. 9, 2009) ("Seidman II") (remanding certain issues to the Commissioner for amplification); Seidman v. Spencer Sav. Bank, Nos. A-0167-07, A-1036-07, A-1343-07 (App. Div. July 27, 2010) ("Seidman III") (affirming certain rulings by the trial court and the Commissioner, but allowing plaintiff to file a new complaint), certif. denied, ...

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