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AGENDA
Nantucket Land Bank Commission
Regular Meeting of September 26, 2006
Land Bank Meeting Room, 22 Broad Street
Nantucket, Massachusetts
CALL TO ORDER
Minutes of the regular meetings held September 12, 2006
A. CITIZEN BUSINESS/ANNOUNCEMENTS
B. TRANSFER HEARING DECISION - Nos. 25792 and 25842, Robert B. Lang
C. TRANSFER HEARING UPDATE:
No. 26947, Bruce H. Poor
No. 26977, Bruce A. Issadore, John Englert,
Thomas M. Sobol and Meredith L. Sobol, tenants in common
Unreported transfer of control when Andrew Kay was added as manager, Hedgebury
Lane, LLC and Harold B. Murphy and Lauren C. Murphy, Trustees ofECD
Realty Trust
D. PROPERTY MANAGEMENT
1. Miacomet Golf Update
E. TRANSFER BUSINESS
F. FINANCIAL BUSINESS
1. Fiscal Year 2006 Audited Financial Statements
2. Monthly Transfer Statistics
3. Monthly Financial Report
4. Warrant Authorization - Cash Disbursements
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G. REGULAR BUSINESS
1. Public Notices Review
2. Madaket Road Takings Discussion
H. PROPERTY MANAGEMENT
1. Property Supervisor's Update
2. Somerset Farm Property - Marble Barn Update
3. Apthorpe Property - Bench Donation
4. Nobadeer Farm Road Property - Ball Fields Discussion
5. Sconset Beach Preservation Fund - Erosion Project
EXECUTIVE SESSION
ADJOURNMENT
Land Bank Commission
September 26, 2006
Page 2
Upon a motion made and duly seconded it was VOTED to execute the Escrow Agreement as
presented and pursuant to the terms of the Escrow Agreement to execute a Release of Lien releasing
the Notice of Lien recorded August 23,2006, against Hedgebury Lane, LLC and Harold B. Murphy
and Lauren C. Murphy, Trustees ofECD Realty Trust.
Hearing on these transfers is scheduled for 4:00 p.m. October 24, 2006
D. PROPERTY MANAGEMENT:
1. Miacomet Golf Course:
a. Facilities Update - Golf Course Renovations: The Director read correspondence from
the Massachusetts Secretary of Environmental Affairs, Robert W. Golledge, Jr., approving the Land
Bank's request to repair and renovate the "old 9 holes section" of the Miacomet Golf Course and
commending the Land Bank on its efforts to provide a range of recreational opportunities to the public.
b. Financial Report: Mr. Passios presented the financial report for the period ending
August 31, 2006 and a "snap shot" summary of finances at September 26, 2006.
c. Operations Update: The Commission was informed that a member meeting was
held at the Miacomet Golf Club to discuss tournament scheduling.
d. Facilities Update - Building Improvements: Mr. Passios presented working plans
for the proposed renovation of the administration building for the Commissions review.
e. Facilities Update - Golf Course Renovations (continued): The Commission was
informed that sod production has been secured and that the project manual will be reworked for a
tentative Request for Proposals (RFP) date of January 15,2007. A discussion followed regarding
scheduling and logistics.
E. TRANSFER BUSINESS:
1. "M" Exemption Update:
a. Five Year Ownership Compliance and Release of Lien - No. 21149 Brent E.
Williams and Stacey T. Williams: Upon a motion made and duly seconded, it was VOTED to
authorize the issuance of a Release of Lien as a result of the purchasers fulfilling all of the
requirements of Section 12, subsection (-m-).
2. Transfer Update:
a. Request for Extension for Transfer Property Correction - No. 26568 Alan M. Forster
and Nancy Anne C. Forster: The Commission acknowledged receipt of correspondence from Alan
M. Forster requesting a two-month extension to complete the transfer correction by November 30,
2006. Upon a motion made and duly seconded, it was VOTED to approve the request as presented.
Land Bank Commission
September 26, 2006
Page 4
4. Property Supervisor's Update: Jeffrey Pollock reported that the parking area at Sanford Farm
had been relocated due to erosion problems and presented photographs of the new parking area.
5. Somerset Farm Property - Marble Barn Renovation: The Commission reviewed plans
prepared by Milton Rowland and Associates for the Marble Barn relocation and renovation. Upon a
motion made and duly seconded, it was VOTED to approve the plans and to submit an application to
the Historic District Commission.
I. EXECUTIVE SESSION: Upon a motion made and duly seconded, it was VOTED to go into
Executive Session. Each member was polled individually. All members voted yes. The Chairman
noted that the Commission would reconvene into regular session and that the purpose of going into
executive session was to discuss matters related to land acquisition.
RETURN TO REGULAR SESSION
ADJOURNMENT: Upon a motion made and duly seconded, it was VOTED to adjourn at 6:35 P.M.
John J.
Attested to:
Accepted, Approved, and Released by the VOTE of
the Commission this lOth day of October 2006.
~
Kenneth W. Holdgate, Jr(
6. Both of the Conveyances were reported as transfers to which the Land Bank fee was "not
applicable" pursuant to Section lOA of the Act, which states in pertinent part:
To the extent not otherwise subject to payment of a fee pursuant to section ten, and
notwithstanding the exemptions set forth in paragraphs (i) and (j) (of section twelve],
unless otherwise exempted pursuant to said section twelve excluding said paragraphs (i)
and (j), there shall be paid a fee equal to two per cent of the fair market value of real
property interests held in the name of a partnership or otherwise owned by a partnership
upon the change in composition of such partnership either in one transaction or a series of
related transactions which change in composition results in a transfer of capital interests
in excess of fifty per cent of the total capital interests within such partnerships or results
in a transfer of the ownership rights to profit interests within such partnership in excess of
fifty per cent ofthe total profit interests within such partnerships. (Bracketed material
inserted for clarity.)
The pertinent parts of the Land Bank Rules and Regulations effective July 1,2002 (the
"Regulations") include the following:
Section 2.03(8)(b):
With respect to a Partnership, unless otherwise exempted, there shall be a Fee due under
Section lOA of the Act upon either of two events affecting a Partnership owning any Real
Property Interest in real property situated in the County of Nantucket held in the name of
or otherwise owned by the Partnership:
(i) A Fee is due upon the change in composition of the Partnership, occurring
either in one transaction or a series of related 'transactions, which results in a transfer of
control such that capital interests in excess of fifty per cent (50%) of the total capital
interests within such Partnership are shifted from one partner or controlling group to
another partner or controlling group; or
(ii) A Fee is due upon a change in composition of the Partnership, occurring
either in one transaction or a series of related transactions, which results in a transfer of
control such that the ownership rights to profit interests within such Partnership in excess
of fifty per cent (50%) of the total profit interests within such Partnership are shifted from
one partner or controlling group to another partner or controlling group.
Section 2.04(1):
Pursuant to Section 2.03, Paragraphs 8 and 9 of these Rules and Regulations, non-deed
transfers of interests in a . . . Partnership, or a trust holding any Real Property Interest in
real property situated in the County of Nantucket are subject to the Fee, unless otherwise
exempted or non-applicable pursuant to Sections 12 or lOA of the Act.
2
Beneficial Interest document dated June 2, 2004, (25% interest from Robert B. Lang and
David A. Lang, Trustees of The Harold M. Lang Personal Residence Trust to Robert B.
Lang), and Lang Family Nominee Trust Schedule of Beneficial Interests document dated
June 2, 2004, received at the Land Bank on June 1,2005;
Exhibit E. Transfer Documents Record No. 25790, including Form A, Form B, Lang
Family Nominee Trust Transfer of Beneficial Interest document dated August 20, 2004,
(50% from David A. Lang to David A. Lang, Trustee of the David A. Lang Revocable
Trust), and Lang Family Nominee Trust Third Revised Schedule of Beneficial Interests
document dated August 20, 2004, received at the Land Bank on June 1,2005;
Exhibit F. Transfer Documents Record No. 25791, including Form A, Form B, Lang
Family Nominee Trust Transfer of Beneficial Interest document dated August 20,2004,
((a) Robert B. Lang and (b) David A. Lang, as Trustee ofthe David A. Lang Revocable
Trust to (a) Robert B. Lang and (b) David A. Lang, as Trustee of David A. Lang
Revocable Trust as partners in the Lang Brothers Monomoy Partnership], and Lang
Family Nominee Trust Fourth Revised Schedule of Beneficial Interests document dated
August 20, 2004, received at the Land Bank on June 1,2005;
Exhibit G. Transfer Documents Record No. 25792, including Form A, Form B, and Lang
Brothers Monomoy Partnership Transfer of Partnership Interest document dated October
19,2004, (25% from David A. Lang, as Trustee of the David A. Lang Revocable Trust to
Robert B. Lang) received at the Land Bank on June 1,2005;
Exhibit H. Transfer Documents Record No. 25842, including Form A, and Form B (25%
from David A. Lang, as Trustee of the David A. Lang Revocable Trust to Robert B.
Lang) received at the Land Bank on June 15,2005;
Exhibit I. Land Bank Notice of Assessment / Record No. 25792 dated July 15,2005, to
Robert B. Lang, Land Bank Notice of Assessment / Record No. 25842 dated July 15,
2005, to Robert B. Lang, and cover letter to Robert B. Lang from Kenneth W. Holdgate,
Jr., Chairman, Nantucket Land Bank Commission;
Exhibit J. Correspondence dated July 21,2005, from Robert B. Lang by his attorneys,
Reade, Gullicksen, Hanley and Gifford, LLP, by Arthur I. Reade, Jr., P.C., to Nantucket
Land Bank Commission, requesting a hearing on Nantucket Islands Land Bank Notice of
Assessment / Record No. 25792 dated July 15, 2005, and Land Bank Notice of
Assessment / Record No. 25842 dated July 15,2005;
Exhibit K. Transfer Documents Record No. 26001, including Form A, Form B, and Lang
Family Nominee Trust Instrument of Transfer of Beneficial Interest document dated July
21,2005, (100% interest from Robert B. Lang to Robert B. Lang, Trustee of the Robert
B. Lang Revocable Living Trust) received at the Land Bank on August 2, 2005;
4
Exhibit R. Correspondence from Valerie Swett, Esq. dated July 14, 2006, to Arthur 1.
Reade, Jr., Esq.;
Exhibit S. Correspondence from Arthur I. Reade, Jr., Esq. dated August 11,2006, to
Valerie Swett, Esq. with attached copy of the 2005 Federal and Massachusetts
partnership returns (final returns) ofthe Lang Brothers Monomoy Partnership.
12. The Purchaser has failed to discharge the Land Bank fee assessed in the Notices of
Assessment in the total amount of$8,240.00 plus penalty and interest running from the
respective dates of transfer.
FINDINGS
1. Based on the facts, documentation, and information provided at the hearing, the
Commission finds that pursuant to Section 10 of the Act and Sections 2.03 and 2.04 of
the Regulations, the Conveyances are subject to the transfer fee. The Conveyances
constitute a series of related transactions, which if considered together as a single
transaction involve transferring exactly fifty (50%) percent of the capital and profit
interests of Partnership from David to Robert. As such, the Conveyances are within the
definition ofa "not applicable" transfer pursuant to Section lOA of the Act. However,
we find that the Partnership was created for the sole purpose of avoiding payment of the
Land Bank fee. It was created virtually simultaneously with the first ofthe Conveyances
and terminated simultaneously with the second of the Conveyances. It was stated that the
Partnership was created forthe purpose of Robert and David offering the Property for
rent, but no arm's length rents were received. At the creation of the Partnership it was
known that one of the two partners would buyout the entire interest of the other partner,
thereby rendering moot the legal structure being created. No credible business purpose
for the creation of the Partnership was provided by Robert. In light of these
circumstances and other relevant factors, we conclude that the creation ofthe Partnership
was a sham transaction and that the Conveyances may be considered without regard to
the creation or existence of the Partnership.
2. We find in our discretion and after considering all of the facts and circumstances that the
amount of Land Bank fee assessed on accoun,t of the Conveyances (a total of $8,240) is
de minimis, and that the best interests of the public would not be served by incurring the
expense oflitigation to collect the fee due from Robert on account of the Conveyances.
Furthermore, this decision is the first instance in which this Commission has applied the
sham transaction doctrine established by common law and codified in M.G.L. Chapter
62C Section 3A, so Robert did not have notice prior to the Conveyances of the
Commission's intent to apply the doctrine. This determination is made without any
impact for future transactions and without any precedential effect. We reserve the right
to make future determinations on a case by case basis.
6
MONTHLY TRANSFER STATISTICS CALENDAR 2005
CAL05
Month
Jan-05
Feb-05
Mar-05
Apr -05
May-05
Jun-05
Jul-05
Aug-05
Sep-05
Oct-05
Nov-05
Dec-05
................. .
:THRl{AUG05
....'..,...........................
Average
Low
High
Total Exempt Taxable
Transfers Transfers Transfers
130
85
93
89
96
124
83
92
131
120
91
148
........... .
.............""6
::1.~2
........... .
........... .
107
83
148
57
48
53
50
50
58
36
45
48
35
48
110
............... .
................ .
................:"2:9..7.......
:;~<<>~::~:\j. ',: :<:~
. . . . . . . . . . . . . . . .
.......... .. .
53
35
110
73
37
40
39
46
66
47
47
83
85
43
38
......":1:95
~::~~~~:~~:~\, ....
........... .
......... .
54
37
85
Total Gross
Value
$136,754,392
$43,249,759
$68,345,932
$51,084,963
$83,808,142
$148,172,988
$84,966,423
$79,297,377
$170,977,147
$176,148,013
$7~,391 ,500
$79,616,375
::............ .....$e.$$.$7~1~7~.....
$99,817,751
$43,249,759
$176,148,013
MONTHLY TRANSFER STATISTICS CALENDAR 2006
Gross
Value Taxable
$135,351,725
$42,599,759
$67,135,932
$49,884,963
$76,101,803
$144,472,988
$84,366,423
$78,447,377
$155,677,147
$171,285,209
$74,591,500
$65,841,375
. . . . . . . . . . . . . . . . . . . . .
.....................3...................
. . ... .. .
... ..
.... ... ....
. . . . . . .
:$678:: 60<970
:.:.:.;...:.....:...,...:...:...,:-...:-:...
.... -....... .. ...
$95,479,683
$42,599,759
$171,285,209
Revenue
Received
$2,744,481
$853,995
$1,356,739
$1,007,699
$1,524,036
$2,889,460
$1,691,900
$1,574,140
$3,113,343
$3,429,117
--
$1,495,63_Q_
$1,335,445
$.t$;p.4gA$.Q
.... .... -..,.
$1,917,999
$853,995
$3,429,117
CAL06 Total Exempt Taxable Total Gross Gross Revenue
Month Transfers Transfers Transfers Value Value Taxable Received
Jan-06 106 59 47 $105,705,774 $104,705,774 $2,094,115
Feb-06 87 54 33 $52,792,786 $51,532,000 $1,038,640
Mar-06 104 63 41 $81,793,500 $80,393,500 $1,607,870
Apr-06 78 44 34 $73,440,925 $69,424,975 $1,388,500
-
May-06 96 50 46 $91,696,267 $90,991,600 $1,821,832
.---
Jun-06 79 39 40 $78,671 ,~08 $77,871,608 $1,557,432
JuJ-06 66 34 32 $65,734,501 $64,334,501 $1,286,690
Aug-06 75 49 26 $48,890,581 $46,838,137 $938,763
Sep-06
Oct-06
Nov-06
Dec-06
H'.t~~ti.Atj~tq~:
Average
Low
High
MONTHL Y
::...~$.:,
86
66
106
...............3. 9..2......
....,..... ..
......... ..
............ .'
. . . . . . . . . . . ,
......... '"
........... ..
. . . . . . . . . . . . . . . '. . . .. . . .
.......... ..
..........'..,..................
49
34
63
.... .:..~~$....
37
26
47
:::: >$59'" 8 :1;ij~:.94:~.... ...:.....:.$. :.i:tai:FO'92<O': 'g':' S':::
::::::::;:;:::::..::.;..,:.::~ -: :~~l:.:::.::~:::;:::::::::::: .:~..,:.: ':"::,:",~:,,:,,,:,,:::::::
$74,840,743
$48,890,581
$105,705,774
$73,261,512
$46,838,137
$104,705,774
.$11)133.,842
$1,466,739_
$938,763
$2,094,115
UNAUDITED
TRANSFER BUSINESS
Nantucket Land Bank Commission
Regular Meeting of September 26, 2006
1. "M" Exemption Update:
a. Five- Year Ownership Compliance and Release of Lien
No. 21149 Brent E. Williams and Stacey T. Williams
2. Transfer Update:
a. Request for Extension for Transfer Property Correction:
No. 26568 Alan M. Forster and Nancy Anne C. Forster
b. Additional Review and Request for Information:
No. 27302 David W. McArthur, Trustee Ellen T. Shaw Realty Trust
MINUTES
Nantucket Land Bank Commission
Regular Meeting of September 26, 2006
Land Bank Meeting Room, 22 Broad Street
Nantucket, Massachusetts
CALL TO ORDER: 4:00 P.M.
PRESENT: Bartlett, Holdgate, Johnston, Reinhard, Stackpole.
Minutes of the regular meeting held September 12, 2006: Upon a motion made and duly seconded, it
was VOTED to accept, approve and release the minutes of September 12, 2006, as amended.
A. CITIZEN BUSINESS/ANNOUNCEMENTS: The Director reported that electronic
correspondence had been received from year-round resident Jamie Giesea asking the Land Bank to
contribute funds to the Nantucket School System. The Chairman asked the Director to respond to the
request and to explain that the Land Bank is legislatively unable to make such a contribution.
B. TRANSFER HEARING DECISION - Nos. 25792 and 25842, Robert B. Lang:
Robert B. Lang and Arthur I. Reade, Jr. Esq. were in attendance.
Pursuant to the requirements of Massachusetts General Court Acts of 1983, Chapter 669 (the "Act"),
as amended, Section 14 (a), after a hearing held 4:00 P.M., Tuesday, September 12,2006, at the
Land Bank meeting room, 22 Broad Street, Nantucket and a review of the proposed decision and
determination prepared by Valerie Swett, Esq., legal counsel to the Nantucket Land Bank
Commission, the Commission entered a decision and determination. Upon a motion made and duly
seconded, it was VOTED that the Decision and Determination as presented are consistent with the
instructions provided to counsel by the Commission and therefore it is accepted as presented. A copy
of the signed Decision and Determination shall be attached to the minutes of this meeting and
incorporated therein by reference. The vote was unanimous.
C. TRANSFER HEARING UPDATE:
Keith M. Yankow, Esq. was in attendance on behalf of his client, Bruce H. Poor.
No. 26947 Bruce H. Poor
No. 26977 Bruce A. Issadore, John Englert,
Thomas M. Sobol and Meredith L. Sobol, tenants in common
Unreported transfer of control when Andrew Kaye was added as manager, Hedgebury
Lane, LLC and Harold B. Murphy and Lauren C. Murphy, Trustees of
ECD Realty Trust
The Director summarized the content of the proposed Escrow Agreement as prepared by Valerie Swett,
Esq., legal counsel to the Nantucket Land Bank Commission. The Escrow Agreement shall be by and
between Hedgebury Lane, LLC, Nantucket Islands Land Bank, and Deutsch Williams Brooks DeRensis
& Holland, P.C. (The escrow fund to be established under the Escrow Agreement will provide security
for collection of a possible Land Bank fee which is in lieu of the recorded Notice of Lien.)
Land Bank Commission
September 26, 2006
Page 3
b. Additional Review and Request for Information - No. 27302 David W. McArthur,
Trustee of the Ellen T. Shaw Realty Trust: The Commission was informed that payment of a Land
Bank fee has been received for a previously unreported transfer of beneficial interest in the Ellen T.
Shaw Realty Trust and subsequently, a letter was sent to Mr. McArthur requesting further
information with regard to the outstanding mortgage at the time of transfer. Upon a motion made and
duly seconded, it was VOTED to determine that it was the consensus of the Commission to waive
the penalty and interest on the fee received pursuant to the purchaser satisfactorily discharging their
obligation to the Land Bank regarding any Land Bank fee which may be outstanding.
F. FINANCIAL BUSINESS:
1. FY 2006 Audited Financial Statements: The final FY 2006 audited financial statements
were presented for the Commission's review. Upon a motion made and duly seconded, it was voted
to accept the statements as prepared by O'Connor & Drew P.c.
2. Monthly Transfer Statistics: The August 2006 transfer statistics were presented.
3. Monthly Financial Report: The August 2006 financial report was presented to the
Commission.
4. Warrant Authorization - Cash Disbursements: Upon a motion made and duly seconded, it
was VOTED to execute the September 26, 2006, warrant document in the amount of $ 72,030.26 to
be provided to the county treasurer.
G. REGULAR BUSINESS:
1. Public Notice Review: The Director reviewed public notices received since the last review.
No action was taken.
2. Madaket Road Takings Discussion: The Director reported that the County Commissioners
have completed the full Madaket Road takings and have requested additional funding of$I,960.00
for the cost of reworking the plan of takings of the paved and unpaved roads. Upon a motion made
and duly seconded, it was VOTED to approve the request.
H. PROPERTY MANGEMENT:
1. Apthorpe Property - Bench Donation: The Commission considered a request from
Western Avenue resident, David Folger, to place a memorial bench on the Land Bank's Apthorpe
property. Upon a motion made and duly seconded, it was VOTED to approve the request subject to
Land Bank's approval of the bench.
2. Nobadeer Farm Road Property - Ball Fields Discussion: The Commission reviewed the
revised ball fields concept plan prepared by Gale Associates showing the relocation of the parking area.
3. Sconset Beach Preservation Fund - Erosion Project: The Director reported that the Sconset
Beach Preservation project would be discussed at the Board of Selectman's meeting on Wednesday,
September 27,2006, and that the project could potentially affect the Land Bank's Codfish Park property.
NANTUCKET LAND BANK COMMISSION
22 Broad Street
Nantucket, Massachusetts, 02554
DECISION AND DETERMINATION
In the matter of
Robert B. Lang (the "Purchaser"),
pursuant to Notice of Assessment dated July 15, 2005.
Premises at 11 Monomoy Road, Nantucket, Massachusetts (Tax Map 54, Parcel 196).
FACTS
1. Pursuant to the requirements of the 1983 Acts and Resolves of the Massachusetts General
Court, Chapter 669, as amended (the "Act"), Section l4(a), the Nantucket Islands Land Bank
Commission (the "Land Bank") hereby enters this determination and decision, after a hearing
held 4:00 P.M., Tuesday, September 12, 2006, at the Land Bank Meeting Room, 22 Broad
Street, Nantucket. This determination and decision is based upon the Commission's record in this
matter.
2. The current record owner of the Premises is David A. Lang and Robert B. Lang, Trustees
of the Lang Family Nominee Trust dated June 27,2001, recorded in the Nantucket Land
Registration District as Document No. 93197 (the "Trust"). The Trust is a Massachusetts
nominee trust and as such holds title as nominee for the true owners ofthe Premises, who are the
beneficiaries of the Trust.
3. As of August 20,2004, the beneficiaries of the trust were David A. Lang, Trustee of the
David A. Lang Revocable Trust, as to fifty (50%) percent ("David"), and Robert B. Lang
individually, as to fifty (50%) percent ("Robert", collectively, the "Brothers"). See Exhibits A
through E.
4. Effective August 20, 2004, the Brothers transferred their beneficial interest in the Trust to
the Lang Brothers Monomoy Partnership (the "Partnership"), in which David and Robert each
had a fifty (50%) percent ownership interest. See Exhibit F (the "Transfer").
5. As of October 19,2004, David conveyed half of his interest in the Partnership (25% of
the total title to the Premises) to Robert, and effective June 16,2005, David conveyed the
balance of his interest in the Partnership (25% ofthe total title to the Premises) to Robert,
making Robert the sole beneficiary of the Trust (collectively, the "Conveyances"). See Exhibits
G and H.
1
7. On July 15, 2005, fees were assessed regarding the Conveyances as transfers of control
within a partnership. See Exhibit I.
8. By counsel's letter dated July 21,2005, Robert requested a hearing regarding the
assessments. By agreement of the parties, the hearing was deferred to allow for an exchange of
questions and information regarding the Trust, the Partnership and the Conveyances. See
Exhibits J through S.
9. The Partnership filed two sets of income tax returns, being the 2004 initial returns and the
2005 final returns. The returns show no rent income in 2005 and $15,000 of rent income in
2004, being rent paid by David and Robert's father. See Exhibits 0 and S.
10. If the Partnership had not been formed and David had transferred his interest in the Trust
to Robert while they were beneficiaries of the Trust, the transfers would not have been exempt
and would have been clearly subject to the Land Bank fee. Since that is the case, Robert was
asked to provide an explanation of the business purpose for creation ofthe Partnership. See
Exhibits P and Q.
11. The following exhibits were made a part of the Commission's official record without
objection by the Purchaser and are incorporated herein by reference:
Exhibit A. Transfer Documents Record No. 20939, including Form A, Form B,Form C,
and deed from Marion C. Lang and Harold M. Lang, Trustees of The Marion C. Lang
Revocable Living Trust Agreement and Harold M. Lang, Trustee of The Harold M. Lang
Revocable Living Trust to David A. Lang and Robert B. Lang, Trustees of the Lang
Family Nominee Trust recorded at the Nantucket Registry on June 27,2001, as
Document 93198;
Exhibit B. Correspondence from Attorney Marianne Hanley dated May 27, 2005, to
Nantucket Islands Land Bank submitted by hand with Land Bank Transfer Nos. 25788,
25789,25790,25791, and 25792;
Exhibit C. Transfer Documents Record No. 25788, including Form A, Form B, Lang
Family Nominee Trust Assignment of Beneficial Interest document dated June 11,2003,
(25% interest from Robert B. Lang and David A. Lang, Trustees of The Marion C. Lang
Personal Residence Trust to Robert B. Lang), Lang Family Nominee Trust Assignment
of Beneficial Interest document dated June 11,2003, (25% interest from Robert B. Lang
and David A. Lang, Trustees of The Marion C. Lang Personal Residence Trust to David
A. Lang), and Lang Family Nominee Trust Schedule of Beneficial Interests document
dated June 11,2003, received at the Land Bank on June 1,2005;
Exhibit D. Transfer Documents Record No. 25789, including Form A, Form B, Lang
Family Nominee Trust Assignment of Beneficial Interest document dated June 2, 2004,
(25% interest from Robert B. Lang and David A. Lang, Trustees of The Harold M. Lang
Personal Residence Trust to David A. Lang), Lang Family Nominee Trust Assignment of
3
Exhibit L. Correspondence from Valerie Swett, Esq. dated August 8, 2005, to Arthur I.
Reade, Jr., Esq.;
Exhibit M. Correspondence from Valerie Swett, Esq. dated September 15,2005, to
Arthur 1. Reade, Jr., Esq. including attached correspondence from Valerie Swett, Esq.
dated August 8, 2005, to Arthur I. Reade, Jr., Esq.;
Exhibit N. Correspondence from Arthur 1. Reade, Jr., Esq. dated September 21,2005, to
Valerie Swett, Esq. including attached copies of:
The Marion C. Lang Revocable Living Trust Agreement dated August 12, 1999.
The Harold M. Lang Revocable Living Trust Agreement dated August 12, 1999.
The Marion C. Lang Personal Residence Trust for Robert B. Lang.
The Marion C. Lang Personal Residence Trust for David A. Lang.
The Harold M. Lang Personal Residence Trust for Robert B. Lang.
The Harold M. Lang Personal Residence Trust for David A. Lang.
Deed from Marion C. Lang and Harold M. Lang, Trustees of The Marion C. Lang
Revocable Living Trust Agreement and Harold M. Lang, Trustee of The Harold M. Lang
Revocable Living Trust Agreement to David A. Lang and Robert M. Lang, Trustees of
Lang Family Nominee Trust.
The (initial) Schedule of Beneficial Interests in Lang Family Nominee Trust.
The Partnership Agreement of Lang Brothers Monomoy Partnership.
The David A. Lang Revocable Trust.
Exhibit O. Correspondence from Arthur 1. Reade, Jr., Esq. dated January 20, 2006, to
Valerie Swett, Esq. with attached copies of the 2004 Federal and Massachusetts
partnership returns of the Lang Brothers Monomoy Partnership;
Exhibit P. Correspondence from Valerie Swett, Esq. dated June 21, 2006, to Arthur I.
Reade, Jr., Esq.;
Exhibit O. Correspondence from Arthur I. Reade, Jr., Esq. dated July 7, 2006, to Valerie
Swett, Esq.;
5
DETERMINATION
ACCORDINGLY, the Commission finds that a fee is due pursuant to Section 10 of the
Act. However, due to the de minimis nature of the Fee and the novel application of the sham
transaction doctrine, the Notice of Assessment dated July 15, 2005, is withdrawn. The
Commission hereby announces its ~ntention henceforth to apply the sham transaction doctrine in
appropriate instances where such transactions come to its attention.
Purchaser has the rights set forth in the attached copy of the Act, for further proceedings
in connection with this Decision and Determination.
WITNESS our hands and seals this 26th day of September, 2006.
NANTUCKET ISLANDS LAND BANK
By Its Commission:
DWLIB 204099vl
1141/00
7
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NANTUCKET LAND BANK COMMISSION WORKSHEET
UNAUDITED FINANCIAL REPORT as of August 31, 2006
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STATEMENT OF.ACCOUNTS. UNRESTRICTED FUNDS:
Nantucket Bank / Operating Fund 790008734
Nantucket Bank / Operating Fund 799508888
Nantucket Bank / Collection Account 790017653
MMDT / Cash Account 44229979
TOTAL UNRESTRICTED FUNDS:
APY
4.70
0.50
4.71
5.44
$24,893.48
$5,310.12
$5,009,248.85
$15,070,201.66
$20,109,654.11
STATEMENT OF ACCOUNTS. RESTRICTED FUNDS:
Miacomet Park / Nantucket Bank CD43-2790 due 9/25/07
Miacomet Park 2000 / Nantucket Bank 79-24361
Debt Service Fund 98E / US Bank
Working Capital/ Nantucket Bank CD45-2733 due 6/14/07
Marble Reserve / MMDT Account 44250553
Gardner Reserve / MMDT Account 44200442
Tenant Security Deposits / Nantucket Bank
Deutsch Williams Escrow / Citizens Bank
Smooth Hummocks Management Escrow 790027038
TOTAL RESTRICTED FUNDS:
APY
4.59
4.70
4.85
5.00
5.44
5.44
$2,512,298.53
$234,394.21
$8,112.24
$1,165,807.58
$323,720.72
$152,215.63
$1,100.00
$392,500.00
$40,020.08
$4,830,168.99
3.18
BONDS:
Principal
Outstanding
1998 Series E Issue
(Final principal payment 7/1/2019)
$9,545,000 (A)
Payment Due
1/1/2007
(C) $235,432.50
Payment Due
7/1/2007
(D) $785,432.50
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NOTES / LOAN:
Marble Note #19
Principal
Outstanding Payment Schedules Annual Payment~
$1,700,000 Interest of $25,768.60 due 9th of March, June, Sept, Dec: $103,074.40
Ottison Note #27
(Note payable 9/26/06)
$4,500,000 Final Interest due Sept 26, 2006: $112,500.00
Goodwillie Note #28
(Note payable 12/12/06)
$3,000,000 Final Interest due 12/12/06 $60,000.00
Goodwillie Note #29
(Note payable 12/12/07)
Golf Course Loan
$2,000,000
TOTAL NOTES/LOAN/BONDS:
$5,011,881
$16,211,881 (B)
Principal and Interest of $36,030.05 due Monthly:
Total Annual Notes / Loan Payments (E):
$432,360.60
$787,935.00
Interest of $40,000 due 12/12/06, 6/12/07, & 12/12/07
$80,000.00
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TOTAL DEBT (A) & (B): $25,756,881
Total Annual Debt Payments (C) (D) & (E): $1,808,800.00
STATEMNTFY07