郭文贵破产案 · MOTION · ECF #1988-1

# **EXHIBIT A**

Case 22-50073 Doc 1988-1 Filed 07/07/23 Entered 07/07/23 19:00:40 Page 2 of 12

#### Aaron A. Romney

From: Aaron A. Romney Sent: Thursday, July 6, 2023 5:11 PM To: Kearney, Kevin M.; Vartan, Lee Cc: Wernick, Melissa F. Subject: RE: Hudson Diamond Attachments: Hudson-Diamond-Holding-LLC---DE-LLC-Agreement-Member-Managed-Signed (002).pdf

Kevin: You very clearly told Lee and I that Qiang Guo was the sole member of Hudson Diamond NY. I don't know what Hudson Diamond Holdings, Inc. is, but I do know that Mei Guo is the sole member of Hudson Diamond Holdings, LLC, see attached, and had I been told that Hudson Diamond Inc. was I would have taken measures to ascertain who owns/controls Hudson Diamond, Inc. Instead, after our call, I filed a motion to withdraw my appearance on behalf of New York based on your statement that Qiang Guo, not Mei Guo or Hudson Diamond Holdings, LLC, was the sole member of New York.

Before we spoke, I believed that Mei Guo, either directly or through Holdings, was the sole member of New York. As of when we spoke, you did not know who Qiang Guo was. I informed you that was the Debtor's son, who I did not represent, and that since you were telling me that Qiang Guo was the sole member of New York, we had nothing further to discuss because Mei Guo and I are not entitled to files that belong to Qiang Guo. I asked you to confirm whether Hodgson Russ had a file for Hudson Diamond Holdings, LLC, and the following day you confirmed that Hodgson Russ did not have a file for Hudson Diamond Holdings, LLC (or Hudson Diamond Holdings, Inc.).

From: Kearney, Kevin M. <KKearney@hodgsonruss.com> Sent: Thursday, July 6, 2023 4:48 PM To: Aaron A. Romney <aromney@zeislaw.com>; Vartan, Lee <lvartan@csglaw.com> Cc: Wernick, Melissa F. <mwernick@csglaw.com> Subject: RE: Hudson Diamond

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Aaron, it is unclear to me how much information I can provide to you, given the constraints of RPC 1.6. I am comfortable telling you that the document you attached was prepared at the request of Max Krasner. I confess I do not have any notes of our earlier conversations, but I question whether I ever told you that Mr. Kwok's son was the sole member of Hudson Diamond NY LLC. He did sign the operating agreement as an officer of Hudson Diamond Holdings Inc., and as the President of Hudson Diamond NY LLC. The documents indicate that Holdings was the member, not Qiang Guo. But I do not know if he was the sole member of Holdings, an entity we did not represent, and I have no information as to how or when Mei Guo became the sole member of that Entity, as reflected in the document you sent me.. As I advised earlier, our engagement letter concerning the formation of Hudson Diamond NY LLC was addressed to Yvette Wang.

I will continue to research and consider if either of your clients can appropriately authorize us to provide confidential information to you on matters relating to Hudson Diamond NY LLC.

Kevin M. Kearney General Counsel Hodgson Russ LLP

Tel: 716.848.1385


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The Guaranty Building | 140 Pearl Street, Suite 100 | Buffalo, NY 14202 Tel: 716.856.4000 map

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From: Aaron A. Romney <aromney@zeislaw.com> Sent: Wednesday, July 5, 2023 12:09 PM To: Kearney, Kevin M. <KKearney@hodgsonruss.com>; Vartan, Lee <lvartan@csglaw.com> Cc: Wernick, Melissa F. <mwernick@csglaw.com> Subject: RE: Hudson Diamond

Kevin: I hope you had a nice holiday. Have you spoken with the attorney who you believe is the person most likely to know something about the attached document? It is important that we ascertain as much information about this as possible.

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When Lee and I spoke with you on or about June 12, you told us that the only operating agreement in your files for Hudson Diamond NY indicated that Mr. Kwok's son was the sole member of Hudson Diamond NY. Last week you indicated that you believe your firm prepared the attached, which indicates that Hudson Diamond Holdings, LLC was the sole member of Hudson Diamond NY, and that Mei Guo is the sole member of Hudson Diamond Holdings, LLC. It is important that I confirm whether your office, in fact, prepared the attached, and, if so, why it did so, in light of the fact that you believed that Mr. Kwok's son was the sole member of Hudson Diamond NY.

I would also like copies of all documents that your firm has concerning Hudson Diamond Holdings and Hudson Diamond NY, including, but not necessarily limited to, all documents that your firm produced to the Chapter 11 Trustee concerning these entities.

Thanks,

Aaron A. Romney, Esq. Zeisler & Zeisler, P.C. 10 Middle Street, 15th Floor Bridgeport, CT 06604 203-368-4234 (Firm) 203-368-5473 (Direct and E-fax) 12

From: Kearney, Kevin M. <KKearney@hodgsonruss.com> Sent: Wednesday, June 28, 2023 1:11 PM To: Vartan, Lee <lvartan@csglaw.com>; Aaron A. Romney <aromney@zeislaw.com> Cc: Wernick, Melissa F. <mwernick@csglaw.com> Subject: RE: Hudson Diamond

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Lee, all I can tell you is that it was produced, and it looks like a document that we prepared. I have reached out to the lawyer who most likely would know something about the document, but have not heard back. ff I do I will give you a call.

Kevin M. Kearney General Counsel Hodgson Russ LLP

Tel: 716.848.1385


website | vCard | bio | email

The Guaranty Building | 140 Pearl Street, Suite 100 | Buffalo, NY 14202 Tel: 716.856.4000 : map

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From: Vartan, Lee <lvartan@csglaw.com> Sent: Wednesday, June 28, 2023 11:49 AM To: Kearney, Kevin M. <KKearney@hodgsonruss.com>; Aaron A. Romney <aromney@zeislaw.com> Cc: Wernick, Melissa F. <mwernick@csglaw.com> Subject: RE: Hudson Diamond

Kevin,

Have 5 minutes to chat today with Aaron and me. We just had a follow-up question or two re: the attached. We can be free in the afternoon.

Lee

LEE VARTAN Member Chiesa Shahinian & Giantomasi PC

> 0 973.530.2107 | M 973.294.9615 lvartan@csglaw.com 105 Eisenhower Parkway | Roseland, NJ 07068

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From: Kearney, Kevin M. <KKearney@hodgsonruss.com> Sent: Tuesday, June 13, 2023 7:52 AM To: Aaron A. Romney <aromney@zeislaw.com>; Vartan, Lee <lvartan@csglaw.com> Cc: Wernick, Melissa F. <mwernick@csglaw.com> Subject: RE: Hudson Diamond

Correct.

Kevin M. Kearney General Counsel Hodgson Russ LLP

Tel: 716.848.1385


website | vCard | bio | email

The Guaranty Building | 140 Pearl Street, Suite 100 | Buffalo, NY 14202 Tel: 716.856.4000 map

w in

From: Aaron A. Romney <aromney@zeislaw.com> Sent: Tuesday, June 13, 2023 7:46 AM To: Kearney, Kevin M. <KKearney@hodgsonruss.com>; Vartan, Lee <lvartan@csglaw.com> Cc: Wernick, Melissa F. <mwernick@csglaw.com> Subject: Re: Hudson Diamond

Thanks. I don't think I'm familiar with Hudson Diamond Holdings, Inc. The entity that Lee and I represent is Hudson Diamond Holdings, LLC and it was formed in Delaware. I'm assuming your answer is the same with that entity?

Thanks

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From: Kearney, Kevin M. <KKearney@hodgsonruss.com> Sent: Tuesday, June 13, 2023 7:39 AM To: Aaron A. Romney <aromney@zeislaw.com>; Vartan, Lee <lvartan@csglaw.com> Cc: Wernick, Melissa F. <mwernick@csglaw.com> Subject: RE: Hudson Diamond

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Aaron, I have done a further review of our files, and I see no indication that we have ever represented Hudson Diamond Holdings, Inc., a BVI company. Our engagement letter is addressed to Hudson Diamond NY LLC, the entity to be formed, care of Ms. Y vette Wang. It appears that Ms. Wang remained the principal point of contact for the client.

Best Kevin

Kevin M. Kearney General Counsel Hodgson Russ LLP

Tel: 716.848.1385


website | vCard | bio | email

The Guaranty Building | 140 Pearl Street. Suite 100 Buffalo, NY 14202 Tel: 716.856.4000 | map

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From: Aaron A. Romney <aromney@zeislaw.com> Sent: Monday, June 12, 2023 12:59 PM To: Kearney, Kevin M. <KKearney@hodgsonruss.com>; Vartan(@csglaw.com>; Harmon, Mark A. < MHarmon@hodgsonruss.com> Cc: Wernick, Melissa F. <mwernick(@csglaw.com> Subject: RE: Hudson Diamond

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Case 22-50073 Doc 1988-1 Filed 07/07/23 Entered 07/07/23 19:00:40 Page 7 of

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Kevin, are you available at 130? If not, please let me know when works this afternoon.

From: Kearney, Kevin M. <KKearney(@hodgsonruss.com> Sent: Monday, June 12, 2023 9:54 AM To: Aaron A. Romney <aromney@zeislaw.com>; Vartan, Lee </vartan@csglaw.com>; Harmon, Mark A. <MHarmon@hodgsonruss.com> Cc: Wernick, Melissa F. < mwernick@csglaw.com> Subject: RE: Hudson Diamond

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Aaron, thanks for your email. I am available to talk this morning, and I have the Hudson diamond files in my office. I am afraid that the attorney who did the work on real estate matters is no longer with the firm, but I will do my best to answer any questions you have.

Kevin Kevin M. Kearney General Counsel Hodgson Russ LLP

Tel: 716.848.1385


website | vCard | bio | email

The Guaranty Building | 140 Pearl Street. Suite 100 Buffalo. NY 14202 Tel: 716.856.4000 | map

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From: Aaron A. Romney <aromney(@zeislaw.com> Sent: Saturday, June 10, 2023 11:18 AM To: Kearney, Kevin M. <KKearney@hodgsonruss.com>; Vartan@csglaw.com>; Harmon, Mark A. < MHarmon@hodgsonruss.com> Cc: Wernick, Melissa F. <mwernick(@csglaw.com> Subject: RE: Hudson Diamond

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Kevin:

Thank you for your email. Mei Guo controls the Hudson Diamond entities and all of its privileged information. It is important that we speak to you and at least one attorney who actually worked for the Hudson

#### Case 22-50073 Doc 1988-1 Filed 07/07/23 Entered 07/07/23 19:00:40 Page 8 of 12

Diamond entities as soon as possible, and we also need all documents in your firm's possession that relate to either Hudson Diamond entity, including all email communications concerning the Hudson Diamond entities.

We also need all documents concerning the Hudson Diamond entities that your firm produced to the Trustee, particularly if any of those documents were privileged. I'm assuming that no privileged emails were produced, since the Hudson Diamond Entities have not waived their privilege.

For the sake of clarity, the reason why Lee reached out (and I am reaching out) is because the Hudson Diamond entities are in the process of complying with a subpoena that the Trustee served on the Hudson Diamond entities, and we believe that your firm likely has responsive documents. We look forward to your firm's assistance in connection with this process.

Please let us know when you are available to speak with us. This matter is time sensitive.

Thank you very much and have a great weekend.

Aaron A. Romney, Esq. Zeisler & Zeisler, P.C. 10 Middle Street, 15th Floor Bridgeport, CT 06604 203-368-4234 (Firm) 203-368-5473 (Direct and E-fax)

From: Kearney, Kevin M. <KKearney(@hodgsonruss.com> Sent: Friday, June 9, 2023 6:59 AM To: Vartan, Lee </vartan@csglaw.com>; Harmon, Mark A. <MHarmon@hodgsonruss.com> Cc: Aaron A. Romney <aromney@zeislaw.com>; Wernick, Melissa F. <mwernick@csglaw.com> Subject: RE: Hudson Diamond

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Lee, I am not back in the office until Monday. I am the firm's general counsel, and while I have been responsible for the production of documents to the Trustee in the bankruptcy proceeding, I have no personal knowledge on any matters involving Hudson Diamond. Before any discussion, can you clarify for me what the current status of that entity is, and specifically whether it is under the Trustee. If so, I do not believe we can provide you with any information or documents absent the Trustee's consent. Regards

Kevin

Kevin M. Kearney General Counsel Hodgson Russ LLP

Tel: 716.848.1385



website | vCard | bio | email

The Guaranty Building | 140 Pearl Street, Suite 100 | Buffalo, NY 14202 Tel: 716.856.4000 | map

w in

From: Vartan, Lee <lvartan(a)csglaw.com> Sent: Thursday, June 8, 2023 10:15 PM To: Harmon, Mark A. < MHarmon@hodgsonruss.com> Cc: Aaron A. Romney <aromney@zeislaw.com>; Wernick, Melissa F. < mwernick@csglaw.com>; Kearney, Kevin M. < KKearney@hodgsonruss.com> Subject: RE: Hudson Diamond

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Thank you. Kevin, please let us know a convenient time tomorrow.

LEE VARTAN Member Chiesa Shahinian & Giantomasi PC

0 973.530.2107 | M 973.294.9615 lvartan@csglaw.com 105 Eisenhower Parkway | Roseland, NJ 07068

csglaw.com | LinkedIn

From: Harmon, Mark A. < MHarmon@hodgsonruss.com> Sent: Thursday, June 8, 2023 10:07 PM To: Vartan, Lee <lvartan(a)csglaw.com> Cc: Aaron A. Romney <aromney@zeislaw.com>; Wernick, Melissa F. <mwernick@csglaw.com>; Kearney, Kevin M. < KKearney@hodgsonruss.com> Subject: RE: Hudson Diamond

You can reach out to Kevin Kearney who is copied on this email.

Mark A. Harmon 646.218.7616

From: Vartan, Lee <lvartan(a)csglaw.com> Sent: Thursday, June 8, 2023 6:54 PM To: Harmon, Mark A. <MHarmon(@)hodgsonruss.com> Case 22-50073 Doc 1988-1 Filed 07/07/23 Entered 07/07/23 19:00:40 Page 10 of 12

Cc: Aaron A. Romney <aromney@zeislaw.com>; Wernick, Melissa F. < mwernick@csglaw.com> Subject: RE: Hudson Diamond

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Thank you, Mark. Is there anyone else at the firm who worked on the matter who might be willing to speak with us. We are trying to get a handle on what documents you might have in your file.

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LEE VARTAN Member Chiesa Shahinian & Giantomasi PC

0 973.530.2107 | M 973.294.9615 lvartan@csglaw.com 105 Eisenhower Parkway | Roseland, NJ 07068

csglaw.com | LinkedIn

From: Harmon, Mark A. < MHarmon@hodgsonruss.com> Sent: Thursday, June 8, 2023 4:22 PM To: Vartan, Lee <lvartan@csglaw.com> Cc: Aaron A. Romney <aromney@zeislaw.com>; Wernick, Melissa F. < mwernick@csglaw.com> Subject: RE: Hudson Diamond

#### \* External Message \*

Lee:

Politely, I decline the opportunity to speak, but please give my regards to Adam Derman.

Mark A. Harmon Partner Hodgson Russ LLP

Tel· 646.218.7616 Mobile: 914.589.9610 646.943.7073 Fax:


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605 Third Ave. Suite 2300 | New York. NY 10158 Tel: 212.751.4300 | map

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From: Vartan, Lee <lvartan(a)csglaw.com> Sent: Thursday, June 8, 2023 4:04 PM To: Harmon, Mark A. <MHarmon(a)hodgsonruss.com> Cc: Aaron A. Romney <aromney@zeislaw.com>; Wernick, Melissa F. < mwernick@csglaw.com> Subject: Hudson Diamond

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Mark.

We represent Mei Guo and the Hudson Diamond entities. Would you have some time to speak briefly tomorrow?

Best,

Lee

#### LEE VARTAN Member

Chiesa Shahinian & Giantomasi PC

0 973.530.2107 | M 973.294.9515 Ivartan@csglaw.com 105 Eisenhower Parkway | Roseland, NJ 07068

csglaw.com | LinkedIn

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#### Case 22-50073 Doc 1988-1 Filed 07/07/23 Entered 07/07/23 19:00:40 Page 12 of 12

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