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WILLIAM T. NEARYUNITED STATES TRUSTEE1100 Commerce, Room 976Dallas, TX 75242(214) 767-8967; FAX (214) 767-8971Lisa L. LambertTrial Attorney, TX 11844250
 
IN THE UNITED STATES BANKRUPTCY COURTFOR THE NORTHERN DISTRICT OF TEXASDALLAS DIVISION
IN RE: §§SILVEROAK HOLDINGS, LTD. § CASE NO: 09-33211d/b/a Bob’s Steak and Chop House § Chapter 11Debtor-in-Possession § Hearing Date: Aug. 10, 2009§ Hearing Time: 9:00 a.m.
UNITED STATES TRUSTEE’S MOTION TO APPOINTA CHAPTER 11 TRUSTEE
TO THE HONORABLE H. DeWAYNE HALE,U.S. BANKRUPTCY JUDGE:The United States Trustee for Region 6 moves the Court to order the appointment of achapter 11 trustee in the Silveroak Holdings, Ltd.’s bankruptcy case. In support, the United StatesTrustee respectfully represents:
Overview
Under the Bankruptcy Code a trustee must be appointed to administer a chapter 11 case if adebtor cannot properly fill the role of debtor in possession. In this case, Silveroak Holding, Ltd.(Silveroak) operated the Bob’s Steak and Chop House, and the management is an individual who issubject to indictment for a first degree felony, who has invoked the Fifth Amendment at thecreditors’ meeting rather than testify about the use of $300,000, and who has inherent conflicts of interest arising from the potential purchase of the Debtor’s assets. “Cause” exists to direct theUnited States Trustee to appoint a chapter 11 trustee. Furthermore, directing the appointment of achapter 11 trustee serves the “interests of creditors” by assuring that fiduciary duties are honored.
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U.S. Trustee’s Motion to Appoint aChapter 11 Trustee – Page
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Factual StatementAllegations Regarding Investment of $300,000:
1.
 
Robert (“Bob”) Sambol is one of the two original founders of Bob’s Steak and ChopHouse, which is the assumed name for Silveroak Holdings. Silveroak Holdings filed a voluntarypetition under chapter 11 of the Bankruptcy Code on May 26, 2009.2.
 
On May 28, 2009, and on June 12, 2009, the Court held hearings on the Debtor’sfinancing, use of cash collateral, payment of pre-petition claims, and banking requests. During thesehearings, Sambol testified that he was now the only equity holder in Silveroak which wasincorporated to hold and operate the Bob’s Steak and Chop House on Lemmon Avenue.3.
 
Based on news articles and Sambol’s testimony at the first day hearings, LeeThompson contends he invested $300,000 for a wine or cigar bar and that he obtained an equityinterest in exchange for that investment. Sambol disputes these allegations.4.
 
According to the Dallas County Criminal Background Search Service, Sambol hasbeen indicted for a first degree felony of theft in excess of $200,000.http://www.dallascounty.org/criminalBackgroundSearch/defendant_detail.do?ln=03.5.
 
As the Debtor’s management, Sambol selected his accountant to serve as chief restructuring officer. The proposed chief restructuring officer’s employment application is pending.6.
 
The Debtor is a limited partnership. Silveroak Management is a general partnerholding a ten percent in the Debtor, and Sandol is a limited partner with a ninety percent interest.
Statement of Financial Affairs, Question 21.
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U.S. Trustee’s Motion to Appoint aChapter 11 Trustee – Page
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Allegations Regarding Conflicts of Interest:
7.
 
The other founder of Bob’s Steak and Chop House incorporated the LenoxRestaurant Group, Inc. (“Lenox”), and Lenox now franchises Bob’s Steak and Chop Houses.8.
 
With court approval, Lenox has provided funds to the Debtor during the post-petition time period.9.
 
Sambol and the Debtor’s counsel have indicated that they contemplate selling theDebtor as a going concern.10.
 
Lenox has indicated that it will participate in bidding on the Debtor. As Sambol andLenox have a lengthy history, it is likely that Sambol will negotiate a position for himself when theDebtor is sold.11.
 
In addition, at the creditors’ meeting, Sambol testified that another bidder wasinterested in acquiring the Debtor, using another name, and retaining Sambol.12.
 
While one cannot predict who will bid, other Bob’s Steak and Chop Housefranchisees or other restauranteurs may be interested in acquiring the Debtor but not in retainingSambol.
Legal Analysis and Argument
13.
 
Under the Bankruptcy Code the court must direct the appointment of a chapter 11trustee when “cause” exists or when “such appointment is in the interests of creditors.”
11 U.S.C.§1104(a)(1),(2).
“Cause” exists for the appointment of a chapter 11 trustee. First, the indictmentand inability to testify about the use of the $300,000 is “cause, including fraud, dishonesty,incompetence, or gross mismanagement.”
11 U.S.C. §1104(a)(1).
1
 
Second, “cause” exists because
1
Because Sambol controls the Debtor, the U.S. Trustee’s filing of this motion is compelled by 11 U.S.C. § 1104(e). That subsectionrequires that the U.S. Trustee move for the appointment of a trustee under § 1104(a) if he has “reasonable grounds to suspect” that either
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