John Rosenfeld Deposition

MER-L-001083-15 03/01/2018 7:00:25 PM Pg 1 of 50 Trans ID: LCV2018384488
EXHIBIT
D
1 SUPERIOR COURT OF NEW JERSEY
2 LAW DIVISION - MERCER COUNTY
3 DOCKET NO. MER-L-1083
4 VEYIS SUCSUZ, :
5 Plaintiff, :
6 V. :
7 NEW JERSEY ECONOMIC DEVELOPMENT :
8 AUTHORITY; JOHN J. ROSENFELD; :
9 MICHELE BROWN; FRED COLE; ANNE :
10 CARDELLO; and JOHN DOES 1-10, :
11 Defendants. :
12 -------------------------------------x
13
14 DEPOSITION OF JOHN ROSENFELD
15 DATE: THURSDAY, OCTOBER 26, 2017
16 COMMENCING AT: 11:55 A.M.
17
18
19 GUY J. RENZI & ASSOCIATES, INC.
20 CERTIFIED COURT REPORTERS & VIDEOGRAPHERS
21 GOLDEN CREST CORPORATE CENTER
22 2277 STATE HIGHWAY #33, SUITE 410
23 TRENTON, NEW JERSEY 08690
24 TEL: (609) 989-9199 TOLL FREE: (800) 368-7652
25 www.renziassociates.com
2 4
1 Computer-aided transcript of the 1 INDEX
2 deposition testimony of JOHN ROSENFELD taken 2 WITNESS PAGE
3 stenographically in the above-entitled matter 3 JOHN ROSENFELD
4 before JEAN MARGIOTTA, a Certified Court 4 EXAMINATION BY MR. CONLAN 5
5 Reporter, License No. 2296334, and Notary 5
6 Public of the State of New Jersey, at State Of 6 EXHIBITS
7 New Jersey, Department Of Law & Public Safety, 7 ID DESCRIPTION PAGE
8 Richard J. Hughes Justice Complex, 25 Market 8 1 Witness sketch.................. 98
9 Street, Trenton, New Jersey 08625, on Thursday, 9 2 E-mail from John Rosenfeld to
10 October 26, 2017, commencing at 10:10 a.m. 10 Christine Peluso and Janet
11 11 DeChristie...................... 101
12 12 3 Report by the Office of the
13 13 State Auditor................... 138
14 14 4 Memorandum of Analysis for
15 15 Sony Music Entertainment........ 140
16 16 5 Memorandum of Analysis for
17 17 Better Team USA Corporation..... 145
18 18 6 E-Mail from David Sucsuz to
19 19 John Rosenfeld dated March of
20 20 2014............................ 156
21 21
22 22 (EXHIBITS ANNEXED HERETO)
23 23
24 24 REQUESTS
25 25 (NO FORMAL REQUESTS WERE MADE)
3 5
1 APPEARANCES 1 J O H N R O S E N F E L D, having been first
2 2 duly sworn, testified as follows:
3 BACKES & HILL, LP 3 EXAMINATION BY MR. CONLAN:
4 BY: MICHAEL J. CONLAN, ESQ. 4 Q. Mr. Rosenfeld, as you know, I'm
5 3131 Princeton Pike 5 Mike Conlan. I am the attorney from Backes &
6 Building 5, Suite 114 6 Hill for the Plaintiff, David Sucsuz in this
7 Lawrenceville, New Jersey 08648 7 matter. I am going to take your deposition
8 Tel: (609) 844-0300 8 today.
9 E-mail: michaelconlan@backesandhill.com 9 As you know, you can't speak over
10 For the Plaintiff. 10 me or make hand motions because we have to get
11 11 everything down for the court reporter. I'm
12 STATE OF NEW JERSEY 12 sure you've seen this enough times now and
13 BY: ANTHONY J. ZARRILLO, JR., DAG. 13 that you've got the rules down.
14 DEPARTMENT OF LAW & PUBLIC SAFETY 14 Have you ever been deposed before?
15 RICHARD J. HUGHES JUSTICE COMPLEX 15 A. Never once.
16 25 Market Street, P.O. Box 112 16 Q. Is there anything that would
17 Trenton, New Jersey 08625 17 prevent you from giving accurate and truthful
18 Tel: (609) 292-6252 18 responses today?
19 E-mail: Anthony.zarrillo@lps.state.nj.us 19 A. Truthful is easy enough. The
20 For the Defendants. 20 accuracy we're talking three-and-a-half years
21 21 plus, so I will do my best to recall things,
22 ALSO PRESENT 22 but I think there's certainly a timing issue.
23 KIMBERLY EATON, ESQ. 23 Q. If you feel you don't recall
24 MS. ANNE CARDELLO 24 something just tell me that you don't recall
25 MR. FRED COLE 25 it. Or, if you're estimating something tell
Guy J. Renzi & Associates (609) 989-9199

www.renziassociates.com
6 8
1 me that you're estimating it so we get 1 A. His name was Larry Cier, C-I-E-R.
2 everything as accurate as possible. 2 Q. What happened to him?
3 A. Sure. 3 A. He retired.
4 Q. When did you first come to know of 4 Q. When he retired you got promoted?
5 Mr. Sucsuz? 5 A. Correct.
6 A. It's probably tough to say with 6 Q. Was there an assistant director
7 any degree of accuracy. I would say I was 7 put in place?
8 aware of him before he was in my division, 8 A. I like to say they viewed me as
9 which I believe was in August of 2007. So, if 9 proficient enough that I didn't require one,
10 he came on board in 2012 or so I was probably 10 but that's probably overstating it a little
11 aware of him to a certain extent, not 11 bit.
12 necessarily professionally interacting with 12 Q. So, they didn't replace you?
13 him. 13 A. They did not, no.
14 Q. How did he come to end up in your 14 Q. Was that considered a promotion
15 division? 15 for Mr. Sucsuz to go to the financial officer
16 A. We did have an opening for a 16 position?
17 finance officer in probably early to mid-2007, 17 A. I don't know, to be honest with
18 we did post internally for anybody who was 18 you. I think at the time we did have in place
19 interested in the position. I did interview 19 something from the group, the HAY Group, I
20 Mr. Sucsuz. I'm sorry, I will probably refer 20 think they referred to it as a HAY Study. So
21 to him as David because that was our 21 everybody had an H level for HAY level,
22 professional back and forth. 22 whatever. I don't know what his was before.
23 Q. That's fine. 23 I think he probably came in as an H-15. I
24 A. He submitted his resume, I think 24 don't know what he was before that.
25 it probably went through the human resources 25 Q. So, you didn't follow the standard
7 9
1 division. We sat down and I interviewed him. 1 civil service level protocol?
2 He had enough information on his resume that 2 A. I don't believe so.
3 seemed to kind of correlate with what we were 3 Q. Did you speak to anyone who worked
4 doing. I felt that I could probably train him 4 with him in the position he currently held
5 to do the finance officer duties, and that was 5 when you were interviewing him?
6 basically how it transpired. 6 A. I didn't for a somewhat odd
7 Q. What was your position at that 7 reason. The woman that he had worked for, the
8 time? 8 director of closing services, I did not have a
9 A. At that time I think I was 9 wonderful relationship with. I didn't think
10 recently promoted to director of, it could 10 especially highly of the woman, so I would not
11 have been, it was probably program services at 11 have put any value in what she had to say.
12 the time. The name has changed numerous times 12 Q. How about any of his co-workers?
13 over the years, so it's hard for me to keep it 13 A. I didn't investigate. What we do
14 straight. 14 is, I should say did, was very specific to the
15 Q. So, you were promoted to a 15 Authority, so it's not something where I go
16 director position? 16 off and onto the street and find somebody who
17 A. Correct. 17 does it. Everything we do is so specialized
18 Q. Prior to that had you interviewed 18 that I have to teach the people everything
19 anyone for a finance officer position? 19 because nobody comes in knowing how to do a
20 A. I have. I was assistant director 20 Grow New Jersey application or BEIP
21 for maybe three years prior to that, and to 21 application. It's so specialized that really
22 the extent we were hiring people during that 22 I am looking for somebody whose got some
23 time, I had interviewed them. 23 educational background in line with what we do
24 Q. Who was the director when you were 24 and is a bright enough person that I think I
25 the assistant director? 25 can train them.

14 16
1 officer? 1 A. Two-and-a-half years or two and
2 A. I believe it was '97. I was a 2 three-quarters years, something like that.
3 finance officer for about three years. I 3 Q. Which of the four groups did you
4 became a senior finance officer in the same 4 end up in?
5 group, that was probably again for about three 5 A. I was in the second team, so we
6 years. Then I was promoted to assistant 6 were not bringing projects in. Our job was to
7 director, I will guess that was oddly three 7 do the due diligence necessary to ensure that
8 years as well. Then I became director in 8 they complied with the statutes and
9 mid-2007. 9 regulations.
10 Q. You were on a three year run for a 10 Q. How many finance officers were
11 while? 11 there in '97?
12 A. It was great while it lasted. 12 A. I would say there were probably
13 Q. So, when you became a finance 13 four.
14 officer in '97, was the job then much 14 Q. How about in 2005?
15 different than it is today? 15 A. I would say again there were
16 A. Much. 16 probably four, but a different four.
17 Q. How is that? 17 Q. They weren't the same four people?
18 A. At the time, we were a 18 A. Right.
19 self-contained group that did only bond 19 Q. What kind of training did you
20 financing. So, our job was to go out and 20 provide to Mr. Sucsuz when he started as a
21 basically find projects that would qualify for 21 finance officer?
22 tax-exempt bond financing primarily and to do 22 A. I think we as a group kind of
23 all the due diligence required once an 23 split things up. There were people who had
24 application came in. Present the projects to 24 subject matter expertise in different
25 the Board, we weren't the ones directly 25 programs. So, Teresa Wells probably worked
15 17
1 addressing the Board, but we were in the 1 with him a little bit on bond financing
2 audience. And, that was where the finance 2 because she was the bond expert. Mike Krug,
3 officer involvement stopped once there was 3 he probably worked with David on the NOL
4 Board approval, but the division itself had a 4 program, which is an acronym for Net Operating
5 closing team and a post-closing, so it was 5 Loss, which is technically called the
6 like cradle to grave bonds all in one group. 6 technology business tax certificate transfer
7 Q. When did that change? 7 program, but I won't say that more than once.
8 A. I believe it was January of 2005. 8 That's the NOL program. Mike might have also
9 We did a restructuring where that was deemed 9 worked with David on the BEIP program.
10 to be four different things that should be 10 I think I probably work with David
11 done by four different groups. So, there was 11 directly on all of them, but including the
12 a business development group that went out to 12 film tax credit program and digital media to
13 bring projects in. Then there was an 13 the extent that it was coming into place after
14 underwriting team that would do all of the due 14 he came with us. I do kind of forget the
15 diligence required to assess whether something 15 timing on that.
16 meets the eligibility criteria or not. Then, 16 Q. How was this accomplished, was it
17 after Board approval, it would go to a closing 17 sit down meetings, or was there a formal
18 team to close. Then, after that, it would go 18 training program?
19 to a post-closing teach to basically follow it 19 A. Not so much a formal training
20 through its life cycle. 20 program. I think on a lot of the programs
21 Q. So, when did that actually get 21 there are statutes and regulations. The
22 implemented, when it broke into four parts? 22 statute, you would know this, is the law
23 A. I believe January 1st of '05. 23 itself. The regulations are usually adopted
24 Q. So, that had been going on for a 24 by the Authority to flesh out how we're going
25 couple years prior to hiring Mr. Sucsuz? 25 to put the statute into being. And, I think

18 20
1 the first thing we generally do on those types 1 I was able to push back hard enough so that he
2 of programs is here are the statutes, here are 2 was meets standards.
3 the regulations, read through this, get an 3 Q. So, you said you started noticing
4 idea of what this is and we'll sit down 4 this with respect to something he wrote in his
5 afterwards and answer questions that you have 5 2010 review?
6 and work through a policies and procedures 6 A. Yes. In 2010 that is when he
7 manual that outlines here's what you do, step 7 started asking for the significant salary
8 one, step two, step three, all the way through 8 adjustment that was above and beyond a merit
9 our involvement in a project. So, for the 9 increase. So, it did seem to correlate very
10 most part, that was how the training happened. 10 much with that.
11 I do seem to recall at the time 11 Q. What was that about? Why was he
12 Mr. Sucsuz was going to be on vacation. I 12 asking for a salary adjustment above and
13 think he took a lot of that with him and I 13 beyond merit?
14 think looked at it while he was on vacation, 14 A. I think he was concerned that he
15 which I thought was terrific. 15 was making less than everyone else in the
16 Q. Would you characterize him as a 16 division. And I think our salaries at the
17 hard-working person? 17 time were public information so everybody
18 A. I would characterize him as hard 18 could go out and see what everybody else made,
19 enough working. I think where maybe he went 19 so he would know with reasonable specificity
20 off the right path was not necessarily working 20 that the other officers were making more than
21 the best way or most efficiently. So, I would 21 he was.
22 probably use the term tilting at windmills. I 22 Q. I'm just not understanding. I
23 think there was a lot of digressing from what 23 think I asked when did you notice he was going
24 he should be doing. 24 off the path and not working efficiently and
25 Q. When did you first notice that 25 you said after the 2010.
19 21
1 occurring? 1 A. Right.
2 A. I would say it was probably fairly 2 Q. So, before 2011 he was doing okay?
3 correlated to something he had written in his 3 A. So, before 2011 I would almost
4 final review in 2010, so I would say it 4 split it into two different time periods.
5 probably started in 2011. And, I think that 5 There was a time period when he came on board
6 was the point where the final year assessments 6 that we were still rather self-contained, that
7 they did show meets standards, whatever that 7 we didn't go to an incentive committee, which
8 middle ground characterization was, but I 8 is a subset of our Board of Directors. We
9 think he was on the very low end of meets 9 were basically just reviewing projects. We
10 standards. And, it's something where my boss 10 would sit down internally with a group that
11 at the time, Susan Mania, I think disagreed 11 probably included everybody on our team, as
12 with my putting him at meets standards. I 12 well as people on up through the CEO. And, we
13 think she was pushing for a lower rating. 13 didn't have a lot communication outside of our
14 Q. What year was that? 14 individual team, so it was -- his
15 A. That was starting in 2011. 15 communication issues weren't necessarily
16 Q. Why was she pushing for a lower 16 manifesting themselves at that point just by
17 rating? 17 virtue of the fact that we were not in
18 A. I think she felt his communication 18 situations where there was a lot of
19 issues were significant enough that he 19 communication happening.
20 warranted a needs improvement. My feeling, 20 Q. So, in his 2010 review he wrote
21 and I think we covered this a little bit 21 something about wanting to be adjusted to the
22 yesterday in Fred's testimony, was when you 22 others in the group. Why did that set of why
23 look at that needs improvement it used the 23 do you think that changed things?
24 word termination and it wasn't where I was 24 A. I don't know that I thought about
25 looking to go at the time so I pushed back and 25 it at the time at all. It was really just

22 24
1 going back and looking over information in 1 in question that David kept changing was on
2 preparation for this that it kind of dawned on 2 the memorandum of analysis, which would
3 me that this is exactly the time when these 3 immediately follow the project summary, there
4 things -- 4 is a template of financial information and
5 Q. So, it's the timing, not the fact 5 just above it, it says "in thousands, except
6 that he wrote it in there? 6 ratios," I think is what it says. And, that
7 A. Right. 7 was something that would never change other
8 Q. Okay. So, it's a timing issue? 8 than we would put the correct dates in that
9 A. Yes. 9 portion of the template and also financial
10 Q. When did the incentives part of 10 information of the applicant in the boxes. We
11 the programing become under your purview? 11 would never change the in thousands, except
12 A. Just incentives, you're not 12 ratios, except David did. I asked him not to
13 talking the incentives committee. 13 do that because that was part of the template
14 Q. You said when you first started it 14 that shouldn't change. He did it numerous
15 was just bonds. 15 times over the years even though it was put
16 A. Right. That all occurred during 16 into his 2011 final review. I thought it was
17 that January 2005 date. So, we became that 17 very well explained in that review and it was
18 second part just assessing projects and it was 18 continuing on until 2014, the year he was
19 bonds and incentives, which ultimately did 19 terminated.
20 become our name. We changed from program 20 Q. Did he stop doing that after he
21 services to bonds and incentives. 21 received the PIP?
22 Q. When you started in '97 was it 22 A. I think when he received the PIP
23 part of your job to what they call project 23 he did not get another application that had
24 summaries? 24 foreign currency so he didn't do it
25 A. Yes. 25 potentially just because he didn't have the
23 25
1 Q. Was there a template or those 1 opportunity to. Maybe he would have fixed it
2 kinds of reports? 2 had he had the opportunity.
3 A. We had Word, it was probably a 3 Q. So, it didn't occur?
4 Word Perfect file at that point and there 4 A. It didn't occur, but I don't know
5 would definitely have been a template, yes. 5 if I would characterize it as an improvement I
6 Q. Did that change over the years, 6 want to be clear on that.
7 that template? 7 Q. But he didn't continue to do it?
8 A. Everything probably changed over 8 A. He didn't continue to do it. It
9 the years. 9 would have been even odder to do it on
10 Q. Was there a template in place when 10 something that was in U.S. dollars to begin
11 Ms. Sucsuz started in '07? 11 with.
12 A. Absolutely. 12 Q. When you're talking about these
13 Q. When you say template, what do you 13 templates, are these Word documents, they're
14 mean by template? 14 basically forms you use to summarize the
15 A. That might mean different things 15 applications?
16 in terms of what template you're talking 16 A. I think you can stretch the word
17 about. We had a project summary template for 17 template to mean many things. We do have a
18 bonds and it would have things like the name 18 Work template for the project summary for the
19 of the applicant, the project user would be 19 Grow New Jersey project. If it's a bond it's
20 underneath that, the address and it would have 20 something that happens in our loan management
21 a street address for city, county. So, it was 21 system or LMS, so you would just type
22 a prescribed format where we would just enter 22 information and hit print and it would come
23 information into the blanks, if you will. We 23 out of the LMS. So, that's not a template we
24 have a template for Grow New Jersey 24 can really change. Maybe you don't even call
25 applications. And, I think the one template 25 it a template.

26 28
1 Q. It's a system you enter 1 we're talking about is putting the term US
2 information into? 2 above the financial information box?
3 A. Sure. 3 A. Right. In that line that says in
4 Q. What you're talking about with 4 thousands, except ratio. It was something
5 Grow New Jersey, is it Word that you use? 5 that we chatted about repeatedly and he always
6 A. Yes. 6 insisted that he never had. I could have a
7 Q. You have a Word document that 7 picture of it in my hand and he's say he never
8 people use as a form to input information? 8 changed the template. It was interesting, in
9 A. Correct. 9 one his responses to, it was either the PIP or
10 Q. Do you copy that to create a new 10 his final year end review, he had written that
11 one? 11 he had never changed the template because he
12 A. Actually, it's somewhat a bad idea 12 doesn't consider it a change to make a context
13 to copy an old one that has information in it, 13 based natural adjustment. Everyone else would
14 so what we have is an actual template, it has 14 call that change.
15 the word "templates" in the name. 15 Q. Okay. Did you understand why he
16 Q. You create a new document from 16 was doing that?
17 that? 17 A. I don't know that I understood why
18 A. Right. You open it up and save it 18 because I had asked him not to. It's fine in
19 as a new name. It has a lot of information in 19 the paragraph above that where we say XYZ
20 there that's kind of boilerplate that doesn't 20 applicant provided audit financial statement
21 really change, so, you would add things to it 21 from Ernst & Young, they were in Japanese yen
22 as needed. To the extent it included 22 and we converted to U.S. dollars at the
23 something that you don't need, you would just 23 following exchange rate. I think even there
24 delete it. There are some Excel templates as 24 though, he would go on and on about the
25 well. I think you can call the grant 25 foreign currency. It's fine to mention it
27 29
1 calculator a template. The net benefit test 1 once, you don't need to mention it more than
2 might be a template. 2 once. He would do it three our God knows how
3 Q. So, the Excel spreadsheets are 3 many times it was mentioned.
4 also part of the job duties of a finance 4 What our job is, is synthesize
5 officer to input information? 5 information and provide only that information
6 A. To input information. I don't 6 that the reader is going to need to make a
7 think changing any of the formulas of those. 7 decision. So, extraneous information is just
8 Q. So, the formulas are set, the 8 unnecessary and unwarranted.
9 financial officer puts in the numbers they get 9 Q. So, what was the real problem in
10 from the customer and the calculations are 10 your eyes putting U.S. dollars when there's a
11 done by Excel; correct? 11 foreign exchange issue?
12 A. Correct. 12 A. My issue isn't in the paragraph
13 Q. Did he change any of those? 13 leading up to that.
14 A. The grant calculator I have locked 14 Q. I'm saying on the box.
15 down under a password so nobody can change 15 A. It's a template and it shouldn't
16 those. The net benefit test is not locked 16 be changed. I'm not looking at that which
17 down. That's something that was created by a 17 shouldn't change when I'm going through trying
18 third-party in response to an RFP. I am 18 to assess what we should present to the Board.
19 unaware of him changing things there that he 19 You know, we have a paragraph that might say
20 should have. It is possible that it happened 20 applicant background. I'm not going to look
21 I just don't know. 21 every time to see does that say applicant
22 Q. You never criticized him for 22 background because it should never change,
23 changing that? 23 it's the template.
24 A. No. 24 Q. But, putting U.S. dollars doesn't
25 Q. The change to the template that 25 really change anything, does it?

30 32
1 A. Does it change anything -- 1 need to explain how the numbers in the chart
2 Q. Does it change anything in the 2 need to be shown as U.S. dollars. I think we
3 information below it? 3 might actually have a dollar sign in the
4 A. It might not. 4 template, which is overkill, there's no need
5 Q. How would it? 5 for it.
6 A. I think it's unnecessary. 6 Q. So, the only issue you had with
7 Q. When Mr. Sucsuz started in 2007, 7 respect to template changing was this U.S.
8 when did you first start doing projects on 8 dollars issue; is that correct?
9 this? 9 A. I think that is probably the one,
10 A. It was shortly after. Like I 10 yes. But it continued for years.
11 said, he was on vacation, I believe as he 11 Q. Okay. It really had no effect on
12 transitioned from the old group to my group, 12 the project summary, did it?
13 so it might have been two months later and it 13 A. It was not part of the project
14 could have been the following month. 14 summary. In terms of the document it was in,
15 Q. How did he do at it? 15 it may or may not have affected it. But, I
16 A. To be honest, I think he started 16 think when somebody's boss tells you
17 strong. I think he was basically doing what I 17 specifically don't do this it's usually a good
18 would expect of somebody who was new to the 18 idea not to do it.
19 position. 19 Q. So, that's the main issue with the
20 Q. Right out of the box? 20 template, that you told him to stop doing it
21 A. Yes. 21 and he wouldn't stop doing it?
22 Q. Did you feel that he had trouble 22 A. It's a big problem.
23 picking up any of the information that was 23 Q. Did he do it for every project?
24 presented in the various trainings? 24 A. I believe he did it for every
25 A. I didn't. Really, again, I 25 project involving foreign currency.
31 33
1 thought he started out strong. 1 Q. How many of those were there?
2 Q. Would you say he did better, 2 A. I don't know. Probably less than
3 average, or worse than other finance officers 3 ten.
4 coming out of training? 4 Q. Less than ten over the course of
5 A. I'd say average. He was fine. 5 his career?
6 Q. At what point did you notice that 6 A. From 2011-on.
7 the project summaries he was producing were 7 Q. How many project summaries do you
8 not what you wanted them to be? 8 think he did over that period?
9 A. Again, going back years. I am 9 A. It could have been 60 to 100. I
10 doing my best, but I would probably say 10 don't know.
11 starting in 2011 and as shown in his final 11 Q. So, what else was it about the
12 review at that point. 12 project summaries that changed in 2011?
13 Q. So, what changed in 2011? He had 13 A. I think the write-ups themselves.
14 been on the job for four years at that time? 14 I got the impression that he was trying to
15 A. Was it four? 15 demonstrate how bright he was. I think he
16 Q. He started 2007. 16 felt that we didn't realize it or we didn't
17 A. So, it was three years, three 17 know and that was why he wasn't necessarily
18 months or so. 18 getting these raises. So, I think he was
19 Q. Okay. 19 trying to pack a lot of information into the
20 A. What changed -- I think he just 20 project summary that didn't need to go there,
21 started to not necessarily write things up as 21 so I would have to pull out an awful lot of
22 well. I think he started to have a little bit 22 information from his summaries. I think in
23 of an attitude with conversations with me. 23 one of his year-end reviews I used the word
24 Not accepting don't change the template. It 24 culling. So I have to cull all of his project
25 would be a 30 minute conversation about why we 25 summaries and take out all the information

34 36
1 that isn't needed to get down to what really 1 A. When you have a 3% or 3 1/2% pool
2 should be presented to the Board. 2 it's hard to make big adjustments.
3 Q. Does the Board actually see the 3 Q. You're saying even if you wanted
4 project summaries? 4 to, it would be difficult?
5 A. The Board sees the project 5 A. Yes. My whole life I have been
6 summaries only. All the ancillary documents 6 below the mid-point.
7 are part of the meeting leading up to and 7 Q. What years did you get zero
8 including the incentives committee meeting, 8 raises?
9 it's the Board of Directors only see the 9 A. I don't know the years
10 project summary. 10 specifically, but I would bet in the last ten
11 Q. So, up until 2010, was Mr. Sucsuz 11 years it was probably three or four. I can't
12 getting the same type of raises as other 12 look to people to confirm. It seems like
13 people in his group? 13 more.
14 A. I don't necessarily recall 14 Q. You said you think maybe he was
15 specifically like percentages. But, we do 15 trying to show people how bright he was
16 have an interesting mechanism for coming up 16 because he wasn't getting high enough raises?
17 with the amount of raises that people get. 17 A. It was just a feeling.
18 Assuming there's a pool, I think Fred had 18 Q. Did you ever talk to him about
19 mentioned 3% to 3 1/2% on average, there have 19 that?
20 been several years where the pool was zero and 20 A. I did tell him we understand
21 none of us got a raise. In the years we had 21 you're a bright person. This was not in my
22 the pool available it would be given based on 22 mind an issue that stemmed from somebody who
23 several things. One of which was how the 23 couldn't do the job, this was an issue of
24 employee was rated in their final year-end 24 somebody who didn't do the job and that was a
25 review. Or, if it was leading up to it, how 25 voluntary choice on their part.
35 37
1 we anticipated we are going to rate them on 1 Q. You said he didn't do the job.
2 the upcoming final year-end review. And, the 2 When did he start not doing the job?
3 other component was where is the employee in 3 A. Like I said, 2011 is when the
4 terms of the mid-point of the salary range in 4 final year-end review started to show issues
5 which they were slotted. So, if somebody was 5 and that was also when he started to put his
6 below the mid-point that would be something to 6 comments back to the review. So, I think from
7 their benefit where they might get a higher 7 that point forward at every six month review,
8 raise than they otherwise would. So, I think 8 every one going forward he had comments back.
9 David was below the mid-point by a fair 9 Q. Did he ever tell you I am trying
10 amount, so that piece at least was working in 10 to do more so that I can get a bigger raise?
11 his favor, but the other piece of how they 11 A. I don't think so.
12 were rated might not have been working as much 12 Q. You also said he started to show
13 in his favor. 13 attitude in 2011. What do you mean by that?
14 Q. During the years prior to 2011, 14 A. Just he wouldn't listen. So, I
15 did he always get meet expectations? 15 can tell him we don't need to express in the
16 A. I don't know I ever put him as an 16 template that these are U.S. dollars,
17 exceed expectations overall. I think there 17 everybody knows that. He would launch into
18 could have been individual components that 18 well there's various currencies throughout the
19 were exceeds. But, I don't recall 19 world and we're not the only ones who use
20 specifically what everybody got. 20 dollars, there are Canadian dollars and Hong
21 Q. When was he below the mid-point 21 Kong dollars and whatever. Be that as it may,
22 range? 22 please don't change the template. Oh, but you
23 A. I think throughout his whole 23 don't understand, and it would just go on and
24 tenure. 24 on. I almost couldn't extract myself from the
25 Q. Why was that? 25 conversations.

38 40
1 Q. Did you tell him don't use it in 1 mistake was made?
2 this particular instance or don't ever do 2 A. I don't know. Again, I think I
3 that? 3 used the word tilting at windmills earlier,
4 A. I guess it's in our 2011 final 4 the phrase. He just was off on whatever sort
5 review so, if you want the precise wording. 5 of a tangent and it didn't necessarily mesh
6 Q. When you talked to him about it, 6 with realty.
7 did you tell him I don't want to ever see this 7 Q. With Soda Stream, did you
8 again or did you just say take it out of here? 8 follow-up and find out why there was a
9 A. That was the whole gyst of it 9 disconnect between what he thought they did
10 don't put it in that line in the template. 10 and what the business person said they did?
11 Q. Ever? 11 A. David always did whatever research
12 A. Never, yes. The template says in 12 on his own. I don't know what he did or what
13 thousands, except ratios and that's what it 13 he found. I don't know why they thought that
14 should say, done, end of story. 14 it did not appear to coincide with the reality
15 Q. What other attitude issued besides 15 of the person who went to visit their place of
16 he wouldn't listen to you on the U.S. dollars? 16 business.
17 A. Well, I think some of it was 17 Q. When the company fills out its
18 amongst the team, but actually a good one 18 application is that part of the description
19 comes to mind. I was going to a meeting with 19 what they do?
20 somebody on a project called Soda Stream. I 20 A. It should be. So, it should be
21 don't know how familiar anyone is with Soda 21 true and correct.
22 Stream, but it's sort of like the Keurig of 22 Q. Did you look at the description
23 soda. Prior to going to the meeting I'm 23 for Soda Stream?
24 chatting with David about how he should 24 A. I don't know if I looked at it
25 characterize the project, is it a manufacturer 25 after, no.
39 41
1 or not. So, as I'm going to my meeting David 1 Q. So, you don't know if the
2 says to me look, this company doesn't 2 application had information that was different
3 manufacture anything. They don't even put in 3 from what the business person told you?
4 the CO2 into the little cartridges that are 4 A. I don't. It should be easily
5 used to make the soda. Okay, well if that's 5 verified. There should be a description of
6 the case we can't characterize them as a 6 what the applicant does in its own financial
7 manufacturer because they don't make anything. 7 statements. We generally don't take as gospel
8 So, I get out of my meeting and in the meeting 8 truth that which an applicant puts in the
9 is the business development officer that 9 application, so things need to be verified in
10 brought the project in. He said, I just went 10 alternative ways.
11 to visit their place of business and they 11 Q. Anything else that you would
12 manufacture everything. They make all of the 12 characterize as attitude?
13 components for the soda machines. They even 13 A. I know I had situations with him
14 fill the canisters with the CO2. So, I go 14 where I would be asking him about a specific
15 back upstairs and I say to David, "You know, 15 thing and he would go off on a tangent and I
16 this is the situation they apparently make 16 couldn't extract myself from the conversation
17 everything so they were indeed a manufacturer" 17 and I would be there for 30 minutes chatting
18 and he just looks at me and he says, "But you 18 about whatever he was talking about. So,
19 said they weren't a manufacturer!" Well, I 19 maybe it's not attitudinal, it's something
20 said that because you told me they didn't make 20 that is a communicational issue, which as I
21 a single thing. So, he just has this odd way 21 said was highlighted from 2011 on.
22 of communicating that, maybe you don't call it 22 Q. Did he have any issues
23 attitudinal, it's just odd. At times it could 23 communicating prior to that?
24 be a problem. 24 A. Not that I recall, no.
25 Q. Did you ever find out how that 25 Q. So, you did say that in 2011 he

42 44
1 started doing things a little bit differently 1 performance.
2 and that you would have incentives committee 2 A. I think it was around the time
3 meetings? 3 when the problems started to manifest and I
4 A. I won't swear to you that the 4 think it was kind of evident in his
5 committee started in 2011, it probably started 5 presentations and in his write-ups that there
6 slightly before that. But it was maybe 2010, 6 were issues with communication.
7 maybe even 2009. 7 Q. Were there issues with his ability
8 Q. I think you said he didn't have 8 to understand the changes that were made in
9 trouble communicating with your group in a 9 the programs?
10 group setting, but the way the job was done 10 A. Again, I said this is not a
11 after the incentives committee started you saw 11 situation in my mind where I felt he couldn't
12 a problem. 12 handle what we were being asked to do. I have
13 A. Right. As things changed. So, as 13 had situations where employees were unable to,
14 our job basically became more out there in 14 even at the best of their game, do what we
15 terms of the incentives committee overlooking 15 were being asked to do. I didn't get that
16 what we do and, also in terms of more 16 impression with David, it was he chose to do
17 difficult programs that we handled, I think 17 something else.
18 these problems began to manifest. 18 Q. Well, he chose to do something
19 Q. What was the more difficulty, was 19 else with respect to the U.S. dollars, what
20 it increased difficulty from the programs? 20 else?
21 A. I think early on we did tax-exempt 21 A. Well, like I put together stacks
22 bonds, which I won't necessarily call easy, 22 of information for you guys in discovery with
23 but there aren't necessarily as many rules 23 all of the changes I had to make to his
24 with tax-exempt bonds. To a certain extent, 24 project summaries, cost benefit analyses, net
25 the independent bond counsel attorneys are 25 benefit tests, probably even a couple grant
43 45
1 going to work with the minutia of the 1 calculators in there. The other component is
2 eligibility. So, we're really writing up the 2 the verbal presentations, so as we're sitting
3 project to make sure it fits with our Act, 3 around the table and we're discussing
4 that kind of thing. We also did the BEIP 4 projects.
5 program, which was reasonably simple. It was 5 I will give you some examples of
6 a grant back to an applicant of withholding 6 things that happened even after the PIP. You
7 for new employees. It didn't have a lot of 7 know, you're on notice there are communication
8 rules, it was really simple. As the years 8 issues, here's what you have to do to fix
9 went on we got the BRRAG Program, that's a 9 these issues. We were in the May 2014
10 relocation grant for existing employees. That 10 incentives committee meeting with a subset of
11 got to be a little more difficult. That was 11 our Board of Directors, so a pretty important
12 also amended I think in 2012 to make it even 12 meeting. And, he was told prior to the
13 more, I don't want to say difficult, it's not 13 meeting you've got to explain on this project,
14 difficult for an applicant to be eligible, 14 it was Artech Information Systems, why you
15 it's just there were rules involved and the 15 feel they are or are not a technology
16 rules were a little more involved than a 16 business. You have to explain why you think
17 standard bond or BEIP. 17 they are or are not. So, he knew that going
18 Then Grow New Jersey came into 18 in because he was told specifically by me and
19 being and that was more difficult still and 19 others. And, in the meeting he didn't cover
20 that was 2012. Then late 2013 that was 20 it at all and when somebody asked what is the
21 amended, the Grow New Jersey statute and it 21 status on the technology designation he looked
22 became really involved. So, I think as things 22 to me. You were told specifically you have to
23 progressed we just got more difficult in depth 23 do this, you have to make a recommendation and
24 programs to handle. 24 he just didn't do it. There's more if I may.
25 Q. How did that affect Mr. Sucsuz's 25 In that same meeting we started with Artech

46 48
1 because that was an "A." On the Univision 1 Artech is a staffing company. What they do is
2 project, which was probably one of the last 2 they provide employees of their own, not their
3 ones we went over, also David's project, he 3 own, they provide employees to the applicants
4 was asked a question about Univision and he 4 as a staffing business. I said that doesn't
5 started to answer it then he jumped back to 5 sound like a technology business to me.
6 Artech and said how he had written it up one 6 However, as we come to find out, they were not
7 way, and then he changed his mind and wrote it 7 a staffing business, what they were was a
8 another, and then he changed his mind back and 8 technology business that had W-2 employees on
9 he changed it again. Everybody was looking 9 staff that would go out and do technology in
10 around like wait a minute, we're talking about 10 consultation or as consultants to other
11 Univision and you're talking about Artech. It 11 businesses. So, I feel comfortable with
12 was something that was I think it came across 12 they're a technology business. I am usually
13 very poorly. It was something that the 13 the most conservative person in those
14 chairman of our incentives committee made a 14 conversations.
15 comment to the president of the EDA about the 15 Q. So, was that a New Jersey Grow
16 performance and he relayed it to me. I agreed 16 project?
17 it was very odd troubling presentation to sit 17 A. Yes.
18 through. So, those are communication issues. 18 Q. So, under New Jersey Grow are
19 Q. Did you talk to him about that 19 there various categorizations you would
20 after? 20 categorize a company as in order for them to
21 A. Yes. 21 qualify for different types of bonuses as you
22 Q. What did he say? 22 say?
23 A. I think he apologized. 23 A. There is a targeted industry bonus
24 Q. What was the significance of 24 for $500 per person per year. That's for as
25 Artech being a technology company? 25 many as 10 years. There are probably seven,
47 49
1 A. They would get a bonus if they are 1 eight, nine designations within that targeted
2 a technology business so they would get a 2 industry. So, manufacturing is one,
3 higher tax credit. 3 technology is one, defense, energy.
4 Q. Did you discuss with David why he 4 Logistics. I can't remember them all.
5 was having difficulty determining whether it 5 Q. Was there ever pressure exerted on
6 should be a technology company or not? 6 you or members of your staff from outsiders to
7 A. I don't know that we spoke about 7 characterize a company a certain way to get
8 why he was having trouble, I think there were 8 that bonus?
9 many instances over the years of him just not 9 A. I think there's always pressure
10 wanting to make a recommendation. Part of the 10 from outside. The consultants are always
11 job was to write-up the project and in a sense 11 saying of course this is whatever helps their
12 when you're writing up the project you are 12 client and it's our job to basically do the
13 saying I feel it is this thing because I'm 13 due diligence necessary to say is this true or
14 putting it here. So, if you wrote it up and 14 not.
15 it said technology business that is his 15 Q. What about influence from people
16 recommendation. So, if somebody says to him 16 who might be able to have an effect on Mr.
17 why did you call this a technology business he 17 Sucsuz's job, his job status?
18 should have an answer. 18 A. That would be people like me and
19 Q. Did he tell you in any meeting 19 up?
20 with respect to Artech that he did not feel 20 Q. Or in New Jersey government?
21 they were a technology company, but he felt 21 A. Well, I would say I've certainly
22 that there were people in the upper echelon of 22 had a number of conversations with the
23 EDA or the state government wanted it to be a 23 business action center or BAC, where they say
24 technology company? 24 we have to do this, that or the other thing.
25 A. I think what he said to me was 25 I'll say no we don't. Our job is to assess

50 52
1 whether they fulfill the eligibility 1 projects in the last month that were all with
2 requirements. 2 a NAICS code, North American Industrial
3 Q. You don't feel that affects your 3 Classification System, that was engineering
4 position? 4 services. So, he just asked them are you one
5 A. Me, personally? 5 of these targeted industries and he said one
6 Q. Yes. 6 said yes, we're manufacturing. One said yes,
7 A. I will tell you that early on I 7 we're technology. And one said no, we're none
8 think the members of the business action 8 of those things. I think we all stood there
9 center wanted to take me out back and you 9 around the table like who would ask the
10 know, physically harm me. Over the years, I 10 applicant to figure out whether they get the
11 think they were quite happy to have the 11 bonus or not. This is the exact same NAICS
12 interaction we had because it made them focus 12 code. These applicants should be doing
13 more on what the rules are and what people are 13 exactly the same thing and our job is to
14 telling us. So, they can do their jobs much, 14 assess are they a targeted industry or not. I
15 much better by having us be the ones that are 15 would never ask the applicant are you this
16 kind of pulling back on the reins a little 16 thing, because if I get a bonus yes, I am.
17 bit. I have a wonderful relationship with 17 It's just not a good way to go about it.
18 those guys. 18 Q. Did he do this in a meeting after
19 Q. Their job is to push these 19 he was told not to do that?
20 projects through? 20 A. This was a communication issue in
21 A. Clearly for the state, yes. 21 a meeting after the PIP was put in place, yes.
22 Q. Would you say they're not so much 22 Q. Was he specifically told don't ask
23 concerned with the qualifications aspect as 23 the guys for the NAICS code?
24 much as getting the projects approved? 24 A. I don't know if he specifically
25 A. I think back in the day they were 25 asked them for that, but if you would like
51 53
1 probably less concerned with the rules and 1 another example I'll give you one.
2 regulations. I think now they're probably in 2 Q. Go ahead.
3 a much, much better place. That was basically 3 A. Again, this was after the PIP was
4 due to a lot of hard work on my part. 4 put in place. This was the month he was
5 Q. Back then, what are you talking 5 terminated. The project was Gaming
6 about, back then? 6 Laboratories. They came in for a Grow New
7 A. Early on when we first got BRRAG 7 Jersey application and there were any number
8 or Grow or whatever projects back then. 8 of issues that we were having with their cost
9 Q. When did Grow first come in? 9 benefit analysis. He was told specifically
10 A. Early 2012, I believe. 10 prior to a meeting by me and others in a
11 Q. Let's go back to the meetings. In 11 meeting, a pre-meeting, that you must inform
12 2011 the job had changed where you were having 12 the incentives committee members that this may
13 meetings, these incentives committee meetings, 13 be held because there are issues with the
14 and David was expected to make presentations 14 numbers in the cost benefit analysis. So, we
15 at these meetings? 15 go to the incentives committee meeting, David
16 A. Correct. 16 presents it like normal and doesn't mention a
17 Q. Besides that Artech meeting, what 17 thing about problems with the cost benefit
18 other types of problems did you perceive him 18 analysis or the fact that it might be held. I
19 having with those presentations? 19 had to jump in and explain this to them when
20 A. Well, it was various. Another 20 he ceased his presentation and asked for
21 situation again after the PIP was put in place 21 questions. As luck would have it, we actually
22 he was in a meeting, I forget if it was the 22 did hold it that month because we had not
23 pre-meeting prior to the incentives committee 23 resolved the problems with the cost benefit
24 or if it was the incentives committee meeting 24 analysis.
25 itself, but he talked about how he had three 25 So, if you're looking for examples

54 56
1 of not doing what he was specifically told to 1 forth e-mails, you probably have them in a
2 do, there it is. I don't think there's a 2 stack somewhere. Ultimately, I believe what
3 problem with my example on the NAICS code 3 his recommendation was we should tell them
4 because we didn't specifically tell him that 4 sooner rather than later. Tell them what?
5 day, that should have been known. 5 That is not a recommendation.
6 Q. How should that have been known? 6 Q. You received that in an e-mail?
7 A. Because our job is to assess the 7 A. Yes.
8 information and make a recommendation. Our 8 Q. Did you ever get an explanation?
9 job is not to ask the applicant what we should 9 A. I think he also tried in that
10 say. 10 e-mail to make it my idea. So, he might have
11 Q. Does the applicant put in their 11 said they don't qualify which is in line with
12 application what they want to be classified 12 your wishes or something. I don't have wishes
13 as? 13 here, this is you have to figure out whether
14 A. A lot of times they do, and a lot 14 this qualifies or not and make recommendation
15 of times they're wrong. 15 why or why not.
16 Q. So, you don't always follow what 16 Q. Did he ever tell you he was
17 they say, you do your own independent due 17 hesitant to make certain recommendations
18 diligence? 18 because he thought one way and he knew people
19 A. Absolutely. 19 above him thought of it in a different way?
20 Q. Did you ask David why he did the 20 A. I don't recall ever hearing that.
21 NAICS code question in the meeting? 21 He did in some instances refer to himself as a
22 A. I don't think there's a why. I 22 little guy. I said you're empowered to make
23 think afterwards I explained to him that it 23 decisions per your job description.
24 was a really bad way to go about things. Some 24 Q. Did you ever take David to task
25 other people made comments to me about it. I 25 for making a recommendation that you thought
55 57
1 said or course, it wasn't a shock to me to 1 was wrong.
2 hear comments from others. 2 A. No. I don't have issues with
3 Q. So, when did you first notice he 3 people disagreeing with me. I don't recall
4 was having what you call trouble communicating 4 ever doing that, no.
5 in these meetings. 5 Q. What was the context of that
6 A. Like I said, probably sometime in 6 comment you mentioned this bread company is
7 2011. 7 better than the other bread company?
8 Q. Do you remember specifically what 8 A. So, this was probably early 2014.
9 you noticed? 9 The Grow New Jersey statute had changed at
10 A. I think it was along the lines of 10 this point and he had worked on a project for
11 what we kind of discussed where he wouldn't 11 Wenner W-E-N-N-E-R Bread, and I think in the
12 take positions on things. He would say things 12 next month or two he was working on a project
13 like I like this bread manufacturer more than 13 for Liscio's Bakery. So, he was saying he
14 that bread manufacturer. Or, I think we 14 liked Liscio's Bakery I think more than Wenner
15 should just approve all projects. It's just 15 Bread or maybe vice-versa, I don't recall.
16 how is that helpful, it doesn't advance the 16 Q. Why did he say that, do you know?
17 conversation. 17 A. It certainly didn't advance the
18 Q. What wouldn't he take a position 18 conversation so I don't know why he said it.
19 on besides categorization of the business? 19 I viewed it as problematic. We look at every
20 A. I don't know. A good example is 20 project on its own merit and whether we like
21 after the PIP I had asked him specifically to 21 or dislike something doesn't enter into the
22 make a recommendation either for Dawn Food 22 picture.
23 Products or -- it probably was Dawn Food 23 Q. Well, he wasn't saying he liked
24 Products, whether or not they qualified and 24 their bread better, he said he liked the facts
25 why. And he hemmed and hawed in back and 25 of their application better; isn't that

58 60
1 correct? 1 things that don't advance the conversation and
2 A. It is, but again where in the 2 probably shouldn't be said. Something like I
3 statute does it say the more you like this, 3 think we should just approve all the projects,
4 the better it is. It's not part of it. 4 I don't think I would ever say that outside of
5 Q. It's an off-handed remark you were 5 my individual team, I would probably say don't
6 not approving of; right? 6 say that.
7 A. I wouldn't have minded the comment 7 Q. When did he say that?
8 outside of the meeting. It's in the meeting 8 A. I think that was probably in one
9 with everybody else that's a very awkward 9 of the incentives committee meetings.
10 comment. 10 Q. When, what year?
11 Q. Who was in the meeting you thought 11 A. I think that was in his 2013 final
12 would feel awkward about it, that this comment 12 review. If not, it was in the PIP in 2014.
13 would be awkward to? 13 So, it was towards the tail end of his tenure
14 A. I think this was in the incentives 14 with EDA.
15 committee so, it would be a subset of our 15 Q. What steps did you take to assist
16 Board, all of our senior leadership team. My 16 him in improving performance at those
17 team, my development team, so everybody on my 17 meetings?
18 team. 18 A. Part of it was a write-up
19 Q. Did anybody make a comment to you 19 situation so, like I said, I had to kind of
20 about it afterward? 20 cull the information from his project
21 A. Yes. 21 summaries. And, I tried to explain to him
22 Q. Who? 22 that this is the first exposure most of these
23 A. I think at the very least my boss 23 people have to the project so it's an art to
24 did. 24 try to tell them here's what you need to know
25 Q. Susan Mania? 25 to make your decision. I described it as
59 61
1 A. Yes. 1 something I heard years ago about
2 Q. Was part of the problem that arose 2 Michelangelo, somebody asked him how did you
3 in 2011 that he had to make these 3 carve that, I don't know if it was the Statue
4 presentations at meetings with higher-ups? 4 of David. He said, well you start out with a
5 A. I think to a certain extent. Like 5 marble cube and you chip away everything that
6 I said, prior to the incentives committee 6 isn't that. That's kind of amazing. But, we
7 meetings we were kind of self-contained so any 7 start out with all this information and we
8 sort of communication issue would have been 8 have to chip everything away and tell the user
9 kept within the group for the most part. So, 9 of that information here's what you need to
10 it's when we started doing more presentations 10 know.
11 among the senior leadership team and the 11 So, it's not something everybody
12 incentives committee that the problem kind of 12 can do and for what it's worth, there are
13 manifested. 13 officers that I had over the years who very
14 Q. In other words, he can say things 14 rarely did I have to comment on things. So,
15 before that was just among the group that 15 it can be done.
16 wouldn't really raise an eyebrow? 16 Q. They were Michelangelo's at the
17 A. He can certainly say whatever he 17 finance office.
18 wanted to me. 18 MR. CONLAN: Let's take a break.
19 Q. It wasn't a problem before 2011, 19 (Whereupon, a short recess was
20 is that what you're saying? Those types of 20 taken.)
21 things were not meant for those incentives 21 BY MR. CONLAN:
22 committee meetings? 22 Q. So, we're back on the record. We
23 A. Certainly not for the incentives 23 just had lunch. I will pick-up where we left
24 committee. I think even in meetings with the 24 off.
25 senior leadership team I think there's certain 25 So, with respect to the meetings

66 68
1 I've certainly gone to seminars in the past. 1 assessment is what particular base award do
2 Q. What did you hope he would learn 2 you get, what bonuses do you get, how many
3 specifically at the seminar? 3 years is the award in place for, what is the
4 A. I hoped the seminar would help him 4 overall amount that we're going to be
5 in terms of writing up his project summaries 5 approving them for. It's a fairly in-depth
6 and all the ancillary documentation to go 6 process because there's that yes, no that
7 along with it in a way where I didn't have to 7 happens first.
8 do a culling of the information that was 8 Q. You're considered underwriting?
9 included thereon. 9 A. At the time. I have shifted
10 Q. Let's go through the project 10 roles.
11 summary process, how does it work? 11 Q. Okay. You're talking about before
12 A. How does one get created? 12 2005?
13 Q. Yes. 13 A. I was talking about in the time
14 A. An information package comes into 14 period that is in question here.
15 our business development team, they go through 15 Q. Okay. I misunderstood. I thought
16 a process to assess how much is there, how 16 there was a separate group of underwriting?
17 much is missing. They try to obtain 17 A. There is, but I think the way that
18 information that's missing to get a "complete 18 we refer to it is there's credit underwriting
19 package" for us. Then when a complete package 19 that is the group that would be looking to --
20 is put together it gets transmitted to the 20 Q. For loans?
21 underwriting team, which at the time was the 21 A. Right. They would do what banks
22 bonds incentives group, and the finance 22 would do, should we lend you our money.
23 officer that I would assign a project to do 23 We were bonds and incentives, but
24 would do an assessment of the information 24 we were also referred to as one of the
25 provided and they would write-up the project 25 underwriting groups.
67 69
1 based on the, if you want to call it a 1 Q. I just want to make sure. It's
2 template, the project summary template, and 2 your group that does the due diligence looking
3 they put in the information that was necessary 3 to see do they qualify for whatever program?
4 to convey to the Board of Directors that which 4 A. The group I was in charge of at
5 they needed to know to make an informed 5 the time, yes.
6 decision to vote yay or nay on the project. 6 Q. Now it's different?
7 Q. The underwriting team, what 7 A. Correct.
8 exactly do they do for the incentives 8 Q. Since Mr. Sucsuz left it's
9 programs? 9 changed?
10 A. I think I would probably 10 A. Correct.
11 characterize it as an in-depth dive into the 11 Q. What does it do now?
12 characteristics of the applicant, the 12 A. Well, that group does the same
13 information they provided, how does it stack 13 thing, they just do it in the underwriting
14 up with the eligibility requirements of the 14 group mentioned. So, those two groups came
15 program. So, to a certain extent, there's a 15 together. There is one individual who is the
16 yes, no determination first, does this 16 director of that group. I've since moved onto
17 application fit the requirements of the 17 an audit and compliance role starting June 1st
18 program. If no, then -- 18 or so.
19 Q. You never see it? 19 Q. So, you're out of the group. The
20 A. Sure. But I think -- it's not 20 group still does the same thing it did, you're
21 like we're sitting there ruling with an iron 21 just not there anymore?
22 fist, no, you're out. People have an 22 A. Correct.
23 opportunity to clarify information that they 23 Q. I guess I didn't ask what your
24 provided. So, if we get to a yes, you meet 24 current title was.
25 the requirements of the program, now the 25 So, you're no longer director of

70 72
1 bonds and incentives? 1 analysis would come behind that and then there
2 A. Correct. I'm director of audit 2 would be a cost benefit analysis, which would
3 and compliance services. 3 be usually a two page Excel spreadsheet
4 Q. So, once the project summaries are 4 outlining the costs in New Jersey versus the
5 completed by the finance officer, then what 5 alternative location. Behind that, would be
6 happens. 6 the grant calculator, which was two pages of
7 A. Then they are assembled by the 7 an Excel printout that would highlight all of
8 administrative assistant into what we call 8 the things that the applicant was eligible
9 maybe an agenda review package. So, they 9 for, as well as a total grant award or a tax
10 would be put alphabetically. They would be 10 credit amount. The last thing would be the
11 sent out as a pdf to all of the individuals 11 net benefits test, which was usually two
12 who are going to be looking at the project in 12 pages. I apologize, that might be one page.
13 one of the meetings that we had. So, I would 13 It may have been two pages at the time then it
14 tend to get it exactly at the same time as 14 was one page, so it's one or two.
15 everybody else and then part of my 15 Q. So, that whole package gets put
16 responsibility was to go through all of the 16 together by the finance officer?
17 information, which was a considerable amount 17 A. Correct.
18 of information and try to make it presentable 18 Q. Then it gets submitted to you
19 to the incentives committee and the Board. 19 eventually?
20 So, things that were incorrect definitely 20 A. It gets to me and then I review
21 needed to be corrected. Things that were 21 every last piece of it, yes.
22 poorly worded or communicated badly I would 22 Q. If the finance officer has
23 try to fix so that it was a polished 23 questions as he is preparing all of these
24 professional product that would be seen by the 24 documents, is there a way for him to ask a
25 Board and the incentives committee. 25 question of you?
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1 Q. Did you review the project 1 A. Sure.
2 summaries and the underlying documentation? 2 Q. What would be the procedure for
3 A. Yes. 3 that?
4 Q. What was the underlying 4 A. Certainly, it could be e-mailed.
5 documentation? 5 I think generally people just walked in and
6 A. The project summary would come 6 said here's an issue what do you think. I had
7 first. The memorandum of analyses would come 7 a white board on my wall at the time that was
8 underneath it. It was somewhat of a 8 almost down to the bare bones just from all
9 reiteration of the information in the project 9 the writing I had done on it and erasing. So,
10 summary, but it focused on material factor 10 we had tons of conversations about what is or
11 maybe a little more. 11 not eligible, why and it was generally a
12 Q. Who would do those documents? 12 picture involved.
13 A. The finance officer, as well as 13 Q. Because there was another issue
14 the template that we spoke of earlier with the 14 that you raised with respect to Mr. Sucsuz
15 numbers and U.S. dollars. So, that was in the 15 putting brackets into his project summary with
16 memorandum of analysis that was usually two 16 questions or blanks like I need to fill this
17 pages. 17 in. The way he explained at his deposition
18 Q. I'm calling those project 18 was it was his way of saying I needed an
19 summaries, I think, those two page documents. 19 answer to this or it was unknown. You didn't
20 You call them memorandums of? 20 like that and you criticized him about it.
21 A. The project summary is a single 21 What was he supposed to do in the alternative?
22 document. This is the first document in the 22 A. Well, I think I would say he was
23 package that I would review, probably 15 pages 23 instructed specifically not to do that. This
24 or so all told. The project summary being 24 is something that came I think from my boss's
25 four or five usually. So, the memorandum of 25 boss at the time. So, generally, what would

78 80
1 incentives committee might have questions, 1 the alternative location. Each of those
2 comments, issues. They might discover some 2 columns of cost was split in two. The top
3 things that I missed, I hope that was rare. 3 piece was the upfront costs. We'll buy a
4 And, then a more polished copy would go to the 4 building, that's an upfront cost. You
5 Board. So, the Board would get the final 5 experience that one time and never again. The
6 version that was in theory perfect. 6 bottom portion of the cost benefit analysis
7 Q. Not to beat a dead horse, let's 7 was all of the ongoing costs. I've got to pay
8 put this to bed. The brackets, how many times 8 my electric bill. I've got to pay my rent.
9 did you tell Mr. Sucsuz not to use brackets? 9 I've got to pay my salary. So, that would
10 A. It could have been upwards of 10 generally be a 15 year window of costs after
11 five. I don't recall. 11 the initial costs were incurred. So, the job
12 Q. Over what period of time? 12 of the finance officer was to asses the
13 A. I think it was a couple years. 13 information contained in this CBA and make
14 This is something that, like I said, was 14 sure it was correct. There should be back-up
15 brought up by my boss's boss. I asked him not 15 for the costs in the file and, to the extent
16 to do so and he just continued to do so. 16 that New Jersey was more expensive than the
17 Q. But five times over a few years, 17 alternative location, that's generally a
18 is that what you're telling me? 18 pretty good indication as to why somebody is
19 A. Five times too many. 19 saying if you don't give me this tax credit I
20 Q. When did that stop? 20 will go to a cheeper site out of state.
21 A. It stopped when we terminated him. 21 There were some instances where
22 Q. It didn't stop after the PIP? 22 New Jersey would be less expensive than the
23 A. I don't recall. 23 alternative. In those instances, the question
24 Q. With respect to the Grow New 24 becomes why are you seeking a tax credit from
25 Jersey program, one of the ways apparently to 25 the State when it's cheaper to just come to
79 81
1 qualify for that program was to show that you 1 New Jersey. The answer was in a lot of
2 were moving to a location in New Jersey or 2 instances well, the alternative location is
3 improving a location in New Jersey that costs 3 providing us incentives that shift the cost
4 more than to do the same thing in another 4 from looking more expensive out of state to
5 state. Is that a fair assessment? 5 actually being more expensive in New Jersey.
6 A. I think in some instances it's 6 We don't put the out the state incentives and
7 probably close enough. I think in other 7 we don't put the in-state expenses in the cost
8 instances like with a company relocating from 8 benefit analysis.
9 New Jersey to Camden they would not need an 9 Q. Why not?
10 alternative location. 10 A. I think the thought process at the
11 Q. Because Camden has a special 11 time was we don't really know that the out of
12 program? 12 state incentives are real, maybe, maybe not.
13 A. In the statute itself. 13 Q. So, if that was the case you would
14 Q. They had a separate subpart of 14 take an extra step to figure out if they were
15 Grow New Jersey with their own rules? 15 real?
16 A. Correct. 16 A. Yes.
17 Q. Let's talk about non-Camden. 17 Q. So, the bottom line is, except for
18 What was the finance officer's 18 Camden, you always had to show one way or
19 responsibility with respect to showing whether 19 another, New Jersey is more expensive?
20 those companies qualified under the non-Camden 20 A. Yes. I guess there could be a
21 New Jersey rule? 21 situation where maybe New Jersey was slightly
22 A. Basically, we get a cost benefit 22 less expensive, but there were non-cash
23 analysis, which I did mention earlier. It's 23 factors that would push it into --
24 generally a two page Excel spreadsheet that 24 Q. There's always some exception?
25 lists the costs in New Jersey and the costs in 25 A. There's some exception to every

82 84
1 rule. 1 and they're staying where they are, a lot of
2 Q. If New Jersey was a dollar more 2 times they were in New Jersey but they were
3 expensive it qualifies, or was there some 3 going somewhere else. So, they're going to do
4 amount it had to be? 4 one or the other of those things and they have
5 A. Again, this is sort of what I 5 to provide the information in the cost
6 described earlier as the yes/no analysis. So, 6 benefits analysis that explains the costs to
7 you're either in or you're out. If you're in, 7 whatever decision they're saying they're going
8 you're allowed to get whatever the statute 8 to do in New Jersey and also shows all the
9 computes. So, this is the yes/no aspect. 9 costs for the out of state location that
10 Q. The information for the cost 10 they're saying we're doing that in the absence
11 benefit analysis is provided by who? 11 of the tax credit.
12 A. It should be provided by the 12 Q. What if they already signed a
13 applicant. There is something that we require 13 lease or started to build a building in New
14 called a CEO certification. So, the CEO of 14 Jersey and they make the application to you?
15 the applicant is supposed to read through 15 A. If they already signed a lease I
16 everything that gets submitted to us, they 16 think that is something we definitely give
17 read it and it's true and correct. 17 scrutiny to. The one instance where that is
18 I did have a situation one time 18 not necessarily a problem is if there is a
19 that I can think of where the CEO said "No, 19 contingency clause in that executed lease that
20 I'm not singing that." I said, "Geez, what 20 says if we didn't receive approval from the
21 did you put in this application package?" In 21 NJEDA for a Grow New Jersey award, generally
22 any event, that one went away and we did not 22 they put a dollar amount in of X dollars by
23 approve it. But that only happened once. 23 such and such date, the contract is null and
24 Q. So, do consultants do the cost 24 void. So, if we don't provide them the
25 benefit sometimes? 25 assistance they rip up the lease and they're
83 85
1 A. In terms of who puts the numbers 1 not committed to New Jersey.
2 in, I'm not sure I can say. 2 Q. What if they don't have that
3 Q. As long as the CEO signs off 3 contingency, is it disqualifying?
4 you're okay with it? 4 A. If they already signed a lease?
5 A. Right. 5 Q. Yes.
6 Q. How do you compare situations 6 A. That's not a good thing. I can
7 where they own or they're buying in New Jersey 7 think of a situation where somebody told us
8 and they want to rent out of state. Is that 8 they hadn't signed a lease, we approved the
9 apples to oranges or is there a way to compare 9 project and they came in afterwards with their
10 those two? 10 independent CPA certification of -- actually,
11 A. I think to a certain extent there 11 I don't think they were at that point. They
12 is an apples to oranges nature to that. But 12 came in to close and they provided a copy of
13 there is a cost involved with acquiring a 13 the purchase contract and we noticed that the
14 facility, it just happens to be a one time 14 purchase contract was signed before Board
15 upfront cost. There is a cost involved with 15 approval with no contingency. So, we told
16 renting a facility that happens to occur over 16 them no and they lost over 11 Million Dollars
17 time, we capture both of those things in the 17 because they signed the purchase contract too
18 cost benefits analysis. So, it's the best way 18 soon.
19 I can think of to try to compare what we're 19 Q. What about Wenner Bread, was that
20 calling in this instance apples and oranges. 20 a situation there they had a lease already.
21 Q. What if the company is already in 21 A. I believe they had a lease with a
22 New Jersey, what do they have to show to get 22 valid contingency.
23 the credit? 23 Q. So, they were qualified.
24 A. I think you can have a couple of 24 A. They were approved and, yes, they
25 situations where if somebody is in New Jersey 25 qualified.

90 92
1 for a Grow New Jersey applicant so they would 1 projects for October's Board meeting. So, I
2 qualify? 2 had to take on a lot of the projects David had
3 A. If you hadn't said the last piece 3 been working on, so I started processing the
4 of that I might have said yes. I would never 4 applications myself, which wasn't something a
5 ask somebody to do something which wasn't 5 director would normally do. So, one of the
6 real, true and correct. So, if something was 6 things that I needed to do was find the cost
7 noticeably wrong I would certainly ask him to 7 benefit analysis for these projects. We had
8 correct it. If the question was to the extent 8 conveniently labeled a cost benefit analysis
9 that correction was an incorrect correction 9 directory where all the cost benefit analyses
10 that would lead to an approval I would say no. 10 would be stored. When I went to look where
11 Q. You never did that? 11 were these, none were there, where are these.
12 A. No. 12 It was a shock to me that none of the cost
13 Q. Do you remember any specific times 13 benefit analyses were in the cost benefit
14 when you asked him to change information in 14 analysis directory where all the cost benefits
15 the cost benefits analysis? 15 analyses go.
16 A. I certainly remember projects that 16 Q. Is that per applicant or just an
17 came in with exactly the same costs in New 17 overall directory?
18 Jersey versus out of state. So, if you see 18 A. It's an overall directory where
19 something like a 3,921 square foot facility 19 every single cost benefits analysis should be
20 here and a 3,921 square foot facility out of 20 and none were there. So, it came as a shock
21 state, seriously, you found two facilities 21 to me that David didn't save his there, which
22 that are exactly the same square footage and 22 I think demonstrates pretty soundly that I had
23 all the costs are exactly the same, it looks 23 never investigated where his were because if I
24 ridiculous. In those instances the 24 had I would have noticed he didn't put them in
25 instructions would be find out what is really 25 the right place.
91 93
1 happening here. 1 Q. So, you're saying just David's
2 Q. Go back? 2 were not there?
3 A. Right. Go back and talk to the 3 A. Correct.
4 applicant. 4 Q. Everybody else's was.
5 Q. That's not a circumstance where 5 A. Right. So, have I ever opened up
6 you would tell him I need you to change the 6 one of his to change it on my own, no, because
7 numbers? 7 I didn't even know where they were. I assumed
8 A. Well, I would expect the numbers 8 they were in the cost benefit analysis
9 to come back different from that. 9 directly.
10 Q. I guess my question was, did you 10 Q. Where were they?
11 ever tell him just to change the numbers? 11 A. I don't know. I never found them.
12 A. No. 12 Q. You never found them?
13 Q. Were there any times when you 13 A. Correct.
14 asked him to provide revisions to a cost 14 Q. This is after he left?
15 benefits analysis and Mr. Sucsuz refused and 15 A. To this day, I don't know where
16 you had to do it yourself? 16 they are.
17 A. It is an interesting one. The 17 Q. What about the film, I'm not sure
18 answer is no, but what is kind of interesting 18 of what the proper name is, the film
19 is when David was terminated in September of 19 production credit?
20 2014 we actually had been on an upswing in 20 A. I call it the film tax credit. It
21 terms of volume. I had gone from four 21 could be slightly different from that.
22 officers who were handling all the projects 22 Q. The film tax credit program, what
23 down to three in August of 2014, and with 23 was that?
24 David's termination we were down to two in 24 A. It was a program, I think was
25 September and we had a massive amount of 25 signed into law in 2006. It's set in 2015 it

94 96
1 was a mechanism to attract film productions to 1 enumerator. The denominator total film
2 New Jersey by offering a 20% percent tax 2 production expenses minus post-production
3 credit to qualified film production expenses 3 costs, that fraction has to be greater or
4 that were incurred in New Jersey, assuming the 4 equal to 60%. So, you have to do a lot of the
5 applicant hit two reasonably easy eligibility 5 expenses in New Jersey to qualify, at least
6 requirements. One was that 60% or more of the 6 60%.
7 total film production expenditures were 7 Q. So, TFPE --
8 incurred in New Jersey. There's slightly more 8 A. Total film production expenses.
9 to it than that, which I am sure we'll get to 9 Q. Anywhere or just New Jersey?
10 in a second. The other piece was they had to 10 A. The film production can happen
11 commence principal photography within 150 days 11 anywhere, but the notion of this faction is to
12 of Board approval. So, that was pretty easy 12 say that at least 60% of the denominator
13 for most applicants to get across. 13 occurs in New Jersey. So, if you're doing
14 Q. So, you're right, we'll talk about 14 film production everywhere, it's hard to meet
15 the 60%. The 60% does not include 15 this requirement.
16 post-production costs; is that correct? 16 Q. So, you're saying the calculation
17 A. I would say that would be an 17 is not -- here's what I thought it was, tell
18 interesting read of the statute. I will tell 18 me where I'm wrong.
19 you what I believe the statute says. It says 19 You have total products costs,
20 at least 60% of the total film production 20 which could be anywhere, not just New Jersey?
21 expenses exclusive of post-production costs of 21 A. Correct.
22 the tax payer are incurred for services 22 Q. Then you have production costs in
23 performed and goods used and consumed in New 23 New Jersey and those New Jersey costs have to
24 Jersey. So, when you try to set that up what 24 be 60% at least of the total production cost?
25 on earth does that mean. I was looking for a 25 A. Right. I think there were very
95 97
1 white board so I can write this out like an 1 few post-production facilities in New Jersey
2 equation. 2 when the law was written, so they wanted to
3 Basically, the way I would look at 3 exclude post-production costs from this
4 this you're going to have a fraction and 4 equation, if you will, so as not to penalize
5 you're going to have a greater than or equal 5 an applicant for being forced to do its
6 to 60%. So the fraction has an enumerator and 6 post-production out of state because there was
7 a denominator. The denominator is going to be 7 nowhere to do it in-state or very few places.
8 the total film production expenses incurred in 8 So, to the extent they could do
9 New Jersey exclusive post-products costs. So, 9 post-production in New Jersey that's part of
10 it's total film production expenses minus 10 the enumerator. It was service performed or
11 post-production. 11 goods used or consumed in New Jersey.
12 The enumerator is all services 12 Q. So, everything done in New Jersey
13 performed and goods used or consumed in New 13 you're saying is the enumerator?
14 Jersey. So, to the extent a film production 14 A. Every film production expense,
15 company incurs post-production costs in New 15 yes.
16 Jersey, that's part of the enumerator. So, to 16 Q. Film production expense, can be?
17 say post-production costs are completely 17 A. Non-film stuff.
18 excluded is incorrect, they're excluded from 18 Q. And the denominator TFPE is?
19 the denominator only. 19 A. Total film production expenses.
20 Q. So, would it be easy if I gave you 20 Q. Anywhere?
21 a piece of paper and you can show me what 21 A. That's correct.
22 you're taking about? 22 Q. So, does the enumerator include
23 A. Absolutely. So, the fraction that 23 the post-production costs?
24 I was speaking of is services performed and 24 A. Only if they occur in New Jersey.
25 goods used or consumed in New Jersey as the 25 Q. Okay. Is there some way that

98 100
1 percentage could come out to be over 100? 1 percentage of the total film production
2 A. Sure. To the extent you're 2 expenses minus post-production costs were used
3 subtracting post-production costs from the 3 for services performed and goods used and
4 denominator, but you find a place to do the 4 consumed in New Jersey.
5 post-production in New Jersey, that can 5 Q. When one of these film companies
6 absolutely be over 100%. 6 makes an application, they're giving you best
7 MR. CONLAN: Let's mark that as 7 estimates then of their costs; is that right?
8 Rosenfeld 1. 8 A. Of course.
9 (Whereupon, the aforementioned document was 9 Q. Then, when they do the actual
10 marked as Exhibit 1 for identification as of 10 filming then you get into this auditing
11 this date by the reporter.) 11 process you just discussed to actually get the
12 BY MR. CONLAN: 12 credits. They don't get the credits until
13 Q. What could occur if an applicant 13 that's done?
14 did not meet the 60% threshold? 14 A. Correct.
15 A. If they didn't meet the 60% 15 Q. So, in the application process,
16 threshold they wouldn't be taken to the Board 16 can they put in any numbers they want, what
17 for approval. It would just whittle and die. 17 kind of verification do you have if it's based
18 Q. Did you ever ask Mr. Sucsuz to 18 on the estimates?
19 change a calculation that came out under 60% 19 A. It is as estimate upfront. I
20 for some tax cut? 20 think we do have in the application some costs
21 A. No. However, there were a couple 21 laid out that they put numbers into. Could
22 applications that came in that showed less 22 somebody completely falsify the numbers, I'm
23 than 60%. One of them never did go to the 23 sure.
24 Board. One of them I think the applicant 24 Q. You're only checking their
25 clarified their costs and it did exceed 60% 25 numbers; right?
99 101
1 and it did get Board approval and it did come 1 A. But we know at the end of it it's
2 in with an independent CPA agreed upon 2 performance based and an independent
3 procedures report or AUP. And, that was I 3 third-party CPA putting their reputation on
4 think over 80% it could have been the 90's. 4 the line with the report they issue.
5 Q. What is an agreed upon procedures 5 MR. CONLAN: Let's mark Rosenfeld
6 report? 6 2.
7 A. An agreed upon procedures report 7 (Whereupon, the aforementioned document was
8 is something that we require in several 8 marked as Exhibit 2 for identification as of
9 programs where we were approving something 9 this date by the reporter.)
10 that is going to happen in the future. So, 10 Q. Take a look at what has been
11 it's all well and good to approve somebody 11 marked Rosenfeld Exhibit 2. Do you recognize
12 because of what they say they're going to do. 12 this document?
13 It's again a good idea to check what they do. 13 A. Sure. It looks like an e-mail
14 So, after an applicant in this program 14 that I wrote back in 2007.
15 completed it's film production expenses and 15 Q. Was the film tax credit
16 it's post-production costs, they would pay an 16 calculation that we just went through the same
17 independent CPA to do a report that is 17 back then?
18 something akin to an audit, but it's called an 18 A. It should be, yes.
19 agreed upon procedures report where the 19 Q. Is this an e-mail from you to
20 applicant and the CPA would agree upon the 20 Christine Peluso and Janet DeChristie?
21 procedure that the CPA was going to undertake, 21 A. Yes.
22 and the CPA would issue a report to the 22 Q. Who are they?
23 Authority that would outline all of the 23 A. Janet DeChristie was my
24 testing that the CPA did, what they found, 24 administrative assistant and Christine Peluso
25 what qualifies, what didn't and what 25 was a consultant for film tax credit projects,

106 108
1 conversations? 1 A. She has since retired, yes.
2 A. I think when you see a number 2 Q. What was her relationship to the
3 that's over 100% it does make you scratch your 3 EDA?
4 head a little bit and say why is this over 4 A. She was one of the DAG's that we
5 100%. It would seem as though 100% would be 5 worked with. I believe she worked for Betty
6 the maximum something could be. So, we had 6 Bernard at the time, who was like the lead DAG
7 these conversations and this was the way we 7 for the Authority.
8 ended up doing it for the entirety of the 8 Q. Did David go to you first or right
9 program with the blessing of the AG's office. 9 to the DAG?
10 Q. Let's talk about the Sloan 10 A. I don't know. I don't recall him
11 Kettering Hospital application. Are you 11 coming to me on this. When we were providing
12 familiar with that one? 12 information in the last couple weeks for
13 A. Yes. 13 discovery I did come across that e-mail that
14 Q. So, tell me what you know about 14 he had sent to Sudi. I think I provided
15 that? 15 e-mails like from me or from David. This one
16 A. We received an application for 16 had escaped my notice because it went from him
17 what we sometimes refer to as the Legacy Grow 17 to Sudi, so it hadn't been one that I
18 New Jersey program. It was the original 18 uncovered.
19 iteration of Grow New Jersey that was 19 Q. So, you don't remember whether he
20 subsequently changed. In the Legacy Grow 20 went to you first?
21 program there was a definition of business 21 A. I want to say I don't think he
22 that excluded or omitted a not-for-profit as 22 did.
23 being a business eligible for the Legacy Grow 23 Q. So, you don't really recall?
24 tax credit. So, we received an application I 24 A. I don't recall, but it would
25 believe from Memorial Sloan Kettering Cancer 25 strike me as something I would remember.
107 109
1 Center, which was a 501C3 not-for-profit 1 Q. Did you talk to him about why he
2 applicant. This is an applicant that would 2 went to the DAG?
3 not be eligible for the program because of the 3 A. No.
4 way that definition was written. So, David 4 Q. That's common protocol in your
5 did bring that fact to the attention of the 5 division?
6 AG's office. I think he went straight to 6 A. I talk to DAG's all the time.
7 Deputy Attorney General named Sudi Solomon 7 Q. Okay. Did the DAG say the LLC was
8 with his concerns. Sudi wrote back and she 8 an okay way to go?
9 did copy me on the e-mail, and I think the way 9 A. Yes. Like I said, it specifically
10 things moved forward from that point is the 10 calls that an eligible business in the
11 applicant was notified that they don't 11 definition in the statute.
12 qualify. So they said, okay, if we want to 12 Q. What if the LLC is a non-profit?
13 qualify as an LLC can we modify our 13 A. I don't think there's such a
14 application and change the applicant from the 14 thing.
15 501C3 to a new LLC, and I believe it was 15 Q. It's not possible?
16 called MSKCC Properties, LLC, can we move 16 A. I don't think so.
17 forward. And the answer is absolutely because 17 Q. What is the difference between a
18 that definition of business specifically 18 non-profit and a not-for-profit?
19 includes LLC's. 19 A. Probably, none.
20 Q. Did David have a problem with 20 Q. So, you're saying it was okay for
21 that? 21 an LLC that was a for profit entity because
22 A. I don't think he had a problem 22 they can't be non-profit?
23 with the LLC portion. 23 A. I think there are 27 types of 501C
24 Q. You say you went directly to Sudi 24 non-profit, not-for-profit, whatever you want
25 Solomon, she's a DAG? 25 to call them. LLL's aren't any of those.

110 112
1 Q. Even though it's wholly owned by a 1 job of the people that were working on this
2 non-profit? 2 task was to make sure that the file had
3 A. Correct. 3 information in it that would lead to correctly
4 Q. Do you recall whether David went 4 saying no. So, they were somewhat teed up
5 to Sudi about this issue? 5 according to what I had heard. All you have
6 A. I don't know exactly who else he 6 to do is verify that the information is there.
7 went to. I recall it being something that was 7 If it is, great. If not, I guess try to find
8 discussed before I became aware of it, so it's 8 what that information is to see if they
9 possible, but I have no knowledge. 9 qualify or not.
10 Q. How about Lori Matheus, was she 10 Q. Did you ever have a discussion
11 involved in this Sloan Kettering issue? 11 with David about what he was doing down there?
12 A. It's possible. I think she's 12 A. I think I had a discussion with
13 somebody who would go to our meetings. 13 him afterward when he was pulled off the
14 Q. What was her role? 14 project and he sent me some e-mails to show
15 A. That's a good question. I don't 15 something. Again, this is sort of a
16 recall her position at the time. I think 16 communication issue. I don't think he
17 subsequent to that she is head of like the 17 explained to me here's why I am sending this,
18 business development side of things as well as 18 here's what it is. I think it was just more
19 others. 19 here. So, it was clearly my job to then go
20 Q. Did there come a time in the fall 20 look at the spreadsheet and figure out what it
21 of 2013 when David started doing work for the 21 was he was trying to tell me. I don't have a
22 Super Storm Sandy fund. Do you remember that? 22 lot of time for investigative work like that.
23 A. Correct. 23 Q. Did he ever tell you that he was
24 Q. Did he volunteer for the work? 24 just asked to deny these applications so that
25 A. No. I was asked to provide 25 he can just move through them without really
111 113
1 somebody from staff to assist with this 1 investigating validity of whether they should
2 program that we just received that was, I 2 be denied?
3 think, in need of a lot of assistance just 3 A. As I said, what the task was all
4 because of the sheer volume of applicants. 4 of these applicants were deemed to not meet
5 So, I suggested David, which at the time it 5 the requirements. So, they were already past
6 was meant to be, it was a good thing. I was 6 the first line of denial. So, the task was,
7 trying to help him in terms of doing something 7 was it correctly denied.
8 outside of the division where he could maybe 8 Q. So, basically confirming the
9 make a name for himself and show how good he 9 decision?
10 is it at whatever it was he was being asked to 10 A. Correct.
11 do. Shortly thereafter, they gave him back to 11 Q. So, did he tell you he was being
12 me and they said we don't want his assistance 12 told just confirm it and move through these
13 any longer. He is doing all kinds of 13 applications?
14 ancillary investigations and he is not doing 14 A. I don't recall that. And that
15 what we asked him to do. I said okay, we 15 would be an odd thing to be his actual task.
16 tried, and it didn't work. 16 Q. Did he ever tell you that he was
17 Q. How long was he with that group? 17 told they have a right of appeal so it doesn't
18 A. I would say it was a month or two, 18 matter if we confirm the denial?
19 but it wasn't long. 19 A. Not that I recall.
20 Q. Do you know exactly what it was he 20 Q. Did he tell you that he got hung
21 was asked to do that he wasn't doing? 21 up in that department because he was
22 A. My understanding of the task was 22 investigating someone who turned out was
23 that there were files that had come in that 23 wrongly denied?
24 were deemed not eligible for assistance. But, 24 A. I know he discussed a couple
25 rather than just summarily dismiss them, the 25 things, a couple projects that he thought

114 116
1 should not have been denied. But at this 1 A. Correct.
2 point he had already been put back in my 2 Q. Did this applicant eventually
3 division and they didn't want him working on 3 qualify?
4 it anymore so, it's not as though I can send 4 A. Correct. What happened was I
5 him back. 5 indicated to David that we can't put forth a
6 Q. Did anybody else from your group 6 project summary with zero jobs to be created
7 go to the Sandy fund? 7 for refinancing conventional debt because that
8 A. Not from my group, but there were 8 violates our Act. They had to either create a
9 other groups that did have people do that 9 job or go away. So, those were the options
10 task. 10 that were laid out. David wanted the third
11 Q. Do you recall the application of 11 option of violating the act and approving it
12 the Rumson County Day School? 12 with zero jobs. I said I'm not going to put
13 A. Absolutely. 13 it forward with zero jobs, it doesn't meet the
14 Q. What were they seeking? 14 Act.
15 A. I believe the applicant was 15 Q. So, you're saying David wanted to
16 looking to refinance conventional debt with a 16 approve it without the job?
17 tax exempt bond that the Authority would issue 17 A. Yes.
18 on their behalf. 18 Q. So, you didn't tell him to go back
19 Q. Was the construction already 19 and talk to the applicant and tell them there
20 completed on that project? 20 needs to be a job?
21 A. I don't recall if there was 21 A. To move forward, the applicant has
22 construction involved. 22 to have at least one permanent full-time job
23 Q. Do you recall whether the 23 created in New Jersey. So, the option is
24 applicant needed to create a new job or had to 24 withdraw the application, or actually create a
25 show a new job had been created because of 25 job one or two years after Board approval.
115 117
1 this construction or whatever it was. 1 David wanted option number three of violating
2 A. It wouldn't have been a 2 the Act and going to the Board with zero jobs.
3 construction issue. The Authority has an Act 3 Q. But, it wouldn't have gone passed
4 that, I think it was an Act passed by the 4 the Board; right?
5 legislature and signed into law by the 5 A. I wouldn't have let it go to the
6 governor back in 1974. The Act basically 6 Board that way.
7 covers what our powers are. One of which is 7 Q. How did you fix it?
8 we can assist projects. Projects has a 8 A. I think David and the business
9 definition in the Act and I think it talks 9 development officer called the applicant and
10 about a project will provide meaningful 10 said listen, you don't qualify per our Act
11 employment opportunities within and for the 11 without having at least one full-time job
12 people in the state. So, that portion of the 12 created. So, your options are withdraw or
13 Act requires that our system be deemed, our 13 create a job. And, my understanding is that
14 applicant be deemed a project, which would 14 the applicant came back and said in an e-mail
15 require there to be at least one permanent 15 we will hire a custodian. So, there is
16 full-time job in New Jersey created. 16 information in the file that they will create
17 Q. Did the application initially show 17 a permanent full-time job under the category
18 that at least one job would be created? 18 of custodian.
19 A. It's my understanding that the 19 Q. Who was the business development
20 application came in with zero jobs. 20 officer you mentioned?
21 Q. It came in to Mr. Sucsuz? 21 A. His name is Tejinder,
22 A. It was assigned to him through me, 22 T-E-J-I-N-D-E-R Gill.
23 yes. 23 Q. Is he still with the EDA?
24 Q. So, they didn't qualify with no 24 A. No.
25 job; correct? 25 Q. Why do you say that Mr. Gill and

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1 Mr. Sucsuz approached the applicant together? 1 Q. Why would David be pushing this
2 A. I am basing that on, I think in 2 application to qualify, does he get brownie
3 part the complaint, where David says he 3 points if they qualify?
4 refused and the business development officer 4 A. It's in line with his statement he
5 did, but I am also basing it on David's 5 thinks we should approve all applicants.
6 testimony in one of his depositions where he 6 Q. You don't think that's a facetious
7 indicated that he did call the applicant and 7 statement he made?
8 tell them to do this. So, with those two 8 A. No.
9 pieces of information -- 9 Q. So, you think it was his intent
10 Q. What about your own recollection 10 that every applicant should be approved?
11 besides what you think he said at his 11 A. I do.
12 deposition? 12 Q. He never argued with you about
13 A. I was there, I don't think he said 13 approving applicants?
14 it. 14 A. I would say I am always the most
15 Q. I am talking when the thing 15 conservative person in any conversation about
16 actually occurred, when you guys were 16 who should be approved and not. So, to the
17 discussing the project for Rumson Country Day 17 extent he would argue with me on something he
18 School and you told David you got to have a 18 would be on the side of yes, we should do
19 job? 19 this. Where I would be on the side of no, we
20 A. I said they don't qualify for our 20 should not.
21 Act without a job. 21 Q. With respect to Wenner Bread we
22 Q. To qualify they had to have a job, 22 just discussed, did he say I don't think this
23 right? 23 should be approved they already got a lease?
24 At that time, were you aware who 24 A. I don't recall him necessarily
25 contacted the applicant? 25 saying that. But, I think the counter to that
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1 A. At that time, probably not. 1 is they had a valid contingency. So, that's
2 Q. So, you got an e-mail. Who was 2 Authority policy to view that favorably.
3 the e-mail sent to with respect to the janitor 3 Q. Let's go back to Rumson for a
4 is going to be hired? 4 second. David said there was an internal
5 A. I don't recall, but I think it was 5 meeting about Rumson and other projects, I
6 David. Because if it went just to Tejinder I 6 guess or applicants, and you asked him to
7 wouldn't have it. So, it was something after 7 describe the new job that's being created.
8 the testimony or deposition I did go back and 8 Did you do that?
9 look and I did find it. 9 A. That rings a bell, I believe I
10 Q. Was anything done to verify the 10 did.
11 position was indeed created besides that 11 Q. Did he say, "what job? You know
12 e-mail? 12 the applicant didn't have a job"?
13 A. For our bond financing we don't 13 A. I don't recall necessarily what he
14 have the notion of a CPA going out afterward 14 said, but I think that's a terrible answer
15 and auditing or doing -- 15 especially upon finding an e-mail in the file
16 Q. So, that was good enough. 16 that shows they said they were creating a
17 A. Yes. That's basically how we 17 custodian.
18 operated, yes. 18 Q. Wasn't it David's position that
19 Q. So, you don't really know if a job 19 the applicant was forced to say that so he can
20 was created or not? 20 get financing?
21 A. I don't know. They could have 21 A. Not to my knowledge, no.
22 lost positions. It's one of those things when 22 Q. He never said that to you?
23 they come back subsequent to that we'll ask 23 A. No.
24 them how many people do you have in the state 24 Q. He never said you're forcing the
25 today we certainly don't want jobs going down. 25 applicant to artificially create a job?

122 124
1 A. No. What we're saying is you 1 MR. ZARRILLO: Can we just take
2 don't qualify per the Act with zero jobs. So, 2 one minute.
3 you can withdraw or you can actually create a 3 (Whereupon, an off-the-record
4 job. 4 discussion was held.)
5 Q. When did you first decide that you 5 MR. ZARRILLO: We will stand on the
6 thought David should be terminated? 6 objection of confidentiality.
7 A. Terminated was probably when I 7 We think even that question would
8 made a recommendation to, I don't remember if 8 identify the person.
9 it was Anne or the senior leadership team, 9 MR. CONLAN: Okay.
10 which was probably late August or early 10 BY MR. CONLAN:
11 September of 2014. 11 Q. I will show you what has been
12 Q. Was it your idea to do a PIP or 12 marked as Exhibit Cardello 2. Have you seen
13 did someone else tell you that you should do 13 that document before?
14 that? 14 A. I have, yes.
15 A. I think it was a joint idea 15 Q. Let's look at Number 20 on page
16 between myself and my supervisor Susan Mania. 16 20.
17 Q. Had you ever done a PIP for 17 A. Okay.
18 anybody else under you? 18 Q. It says: "Describe in detail how
19 A. I had. 19 a film production company's application for
20 Q. How many times? 20 tax credits would be handled if less than 60%
21 A. One other time. 21 of its production costs would be spent in New
22 Q. What happened with that? 22 Jersey."
23 A. He ended up retiring. 23 Do you recall if you had any
24 Q. While within his PIP period? 24 involvement in the answer to that?
25 A. I don't recall when the PIP period 25 A. I probably wrote it, yes.
123 125
1 ended. 1 Q. So, beyond the objection go to the
2 Q. Was that employee told you will be 2 next page.
3 fired if you don't retire? 3 A. Which I didn't write.
4 THE WITNESS: Am I allowed to get 4 Q. It says: "The statute and
5 into that? 5 regulations for film tax credits requires that
6 MR. ZARRILLO: Certainly, not in 6 at least 60% of the total film production
7 the details of who it was because it's a 7 expenses, exclusive of post-production costs,
8 confidential matter. But, if rather than 8 be incurred for services performed and goods
9 asking the question specifically enough detail 9 used or consumed in New Jersey. Any applicant
10 is elicited by the questioning that would 10 with less than 60% of its total film
11 indicate who that person is, I would object on 11 production expenses, exclusive of
12 the grounds of confidentiality. 12 post-production costs being incurred for
13 So, if you can somehow craft the 13 services performed and goods used or consumed
14 questions so they don't get specific enough so 14 in New Jersey would be denied."
15 that the person could be identified, maybe 15 Then you say at the end, you say
16 we'll just take one at a time, if you want. 16 you wrote it: "Non-production expenses are
17 MR. CONLAN: That's my last 17 not part of the consideration."
18 question. 18 A. Yes.
19 MR. ZARRILLO: Whether it is or 19 Q. You said in your exhibit here,
20 isn't, it still could violate the 20 Rosenfeld 1, that they are part of the
21 confidentiality concern we have. 21 calculation?
22 Can you read the question back, 22 A. Non-production expenses?
23 please. 23 Q. Oh, post-production, okay.
24 (Whereupon, the referred to Question was read 24 What is a non-production expense?
25 back by the Reporter.) 25 A. We did have a situation with, I

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1 think it was Event Service, LLC, which is 1 analysis that was performed?
2 basically WWE World Wrestling Entertainment or 2 A. Correct. The statute required
3 something, Vince McMahon. They had combined 3 that the project produce a net benefit to the
4 an application for a film tax credit project 4 state of at least 10%.
5 for a Monday Night Raw event for something 5 Q. 10% of?
6 called Hell in the Cell or Hell in a Cell. 6 A. Of the award itself.
7 And, when they came in originally with the CPA 7 Q. How is that calculated?
8 agreed upon procedures report, it included 8 A. This is the model I spoke about
9 non-production expenses which gave the 9 earlier that was produced by Joan Blaine
10 illusion that it was under the 60% threshold. 10 LaSalle or JLL, that was an econometric input,
11 So, we pulled back on it and said this isn't 11 output model where the finance officer would
12 right, it doesn't fit. So they went back and 12 put in certain information from the project
13 clarified the agreed upon procedures to pull 13 file and then the calculations would occur
14 out all the non-production expenses. What 14 within the Excel file. And there would be a
15 exactly were they, I recall something about 15 gross benefit calculated, the officer would
16 Pay Per View fee of a Million Dollars. That's 16 put in the amount of the award from the grant
17 non-production expenses that were included. 17 calculator and that would be subtracted from
18 So, that was something that was clarified in 18 the gross benefit to provide a net benefit.
19 the final CPA agreed upon procedures report. 19 Q. If you didn't have that 10%
20 Q. In the calculation of services 20 minimum you would get disqualified.
21 performed and goods used or consumed in New 21 A. You would not get disqualified.
22 Jersey that should not include non-production 22 What would happen is the net benefit test
23 costs, whatever they might be. 23 would become a limiting factor. So, instead
24 A. I would say that's correct. 24 of putting in the amount of the Grow award
25 Q. You're not really sure what 25 that the grant calculator produces, you have
127 129
1 non-production costs are? 1 to put in a lower amount such that the net
2 A. Can I say anything that isn't a 2 benefit was at least the required 10%. I
3 production cost? 3 would say that was an extremely rare event so,
4 MR. ZARRILLO: You can. 4 it did not at that time happen very often.
5 Q. So, this isn't all services 5 Q. Do you recall the Bet Yaakov
6 performed and goods used, it's less 6 application to refinance a conventional
7 non-production costs? 7 construction loan?
8 A. Right. I would not include 8 A. I would be careful because the
9 non-production costs in that. I was just 9 document I am looking at has a Bet Yaakov High
10 pulling the words of the statute. 10 School of Lakewood, which I don't think
11 Q. Is it correct to say then the 11 existed as an applicant. If you're talking
12 expenses used in that calculation have to be 12 about Bet Yaakov of the Jersey Shore, then I
13 related to production? 13 do recall that one.
14 A. Of a film, yes. And a film is a 14 Q. You're looking at the
15 defined term as well. 15 interrogatory responses?
16 MR. CONLAN: Let me take a quick 16 A. Correct.
17 break. 17 Q. So, in 22 of the interrogatories
18 MR. ZARRILLO: Sure. 18 we ask about this Bet Yaakov High School of
19 (Whereupon, an off-the-record discussion was 19 Lakewood, Inc. Was there an application by
20 held.) 20 some entity with a name that was similar to
21 BY MR. CONLAN: 21 that?
22 Q. Back to Grow New Jersey for a 22 A. I think the only one I could find
23 second. We talked about the comparison 23 in the system was from Number 23 this Bet
24 between the two locations, New Jersey being 24 Yaakov of the Jersey Shore. So, I don't think
25 more expensive. Was there also a net benefit 25 anything was even close to what was put there

130 132
1 other than the Bet Yaakov part. 1 Q. It's only if that funding is going
2 Q. Was there an application to 2 to be used for more construction then they
3 refinance a conventional construction loan 3 have to use prevailing wage?
4 with tax exempt debt? 4 A. I generally go to the language of
5 A. I think based on the answer here, 5 the statute. So, if the construction
6 the bond for Bet Yaakov of the Jersey Shore 6 contracts are entered into in conjunction with
7 was to fund a land acquisition with an 7 our assistance then prevailing wage is
8 existing building and there were no 8 required.
9 construction-related costs involved. 9 Q. Did David ever complain to you
10 Q. Was there no requirement that 10 that they were supposed to use prevailing wage
11 there be some type of construction? 11 with respect to the Bet Yaakov of Jersey Shore
12 A. Not for a 501C3. For a 12 application?
13 manufacturer buying an existing building the 13 A. Certainly not with that one
14 IRS imposes a rehab requirement of at least 14 because there wasn't any construction costs
15 15% or something. I don't want to get into 15 contained therein. But, as a general rule, I
16 the nitty gritty details, but a 501C3 does not 16 don't recall him ever having an issue with
17 have to improve its building. 17 construction costs or prevailing wage not
18 Q. Was that the case back in 2014 or 18 being paid.
19 is that something more recent? 19 Q. How about with respect to Number
20 A. It's been the case for as long as 20 25, the Pingry School application to refinance
21 I can remember. 21 a conventional construction loan with tax
22 Q. So, only if there was some 22 exempt debt. Do you remember if he voiced any
23 construction involved would there be a 23 opposition to that because prevailing wage had
24 prevailing wage requirement? 24 not been used?
25 A. I would probably qualify that a 25 A. I don't recall a conversation to
131 133
1 prevailing wage law as I understand it, only 1 that effect, but based on the answer it
2 requires prevailing wage to be paid if the 2 doesn't sound like there were construction
3 construction contracts are entered into in 3 costs, no.
4 conjunction with our assistance. So, if 4 Q. The question is did he complain,
5 somebody goes and constructs a building be it 5 whether there were construction costs or not?
6 those construction contracts were not entered 6 A. I don't know.
7 into in conjunction with anything that we were 7 Q. Was that his project, do you know?
8 doing. So, if they come in afterward and say 8 A. I believe it was.
9 to us I would like to have you issue tax 9 Q. Do you remember him complaining
10 exempt debt on my behalf to refinance my 10 that this shouldn't be approved?
11 conventional debt, there's no requirement to 11 A. No. I don't remember. Prevailing
12 pay prevailing wage. 12 wage was ambiguous, it happened on all kinds
13 Q. Weren't you required to look to 13 of projects. So, I don't remember anybody
14 see if that non-profit entity had contemplated 14 having an issue with somebody not paying
15 refinancing from the beginning with NGEA when 15 prevailing wage.
16 it first did construction? 16 Q. Wasn't there a Board member who
17 A. I don't think the prevailing wage 17 would question prevailing wage usage in cases
18 law requires that. 18 like this where there might have been
19 Q. Does any law require that? 19 construction?
20 A. Not that I'm aware of. 20 A. I think there was a Board member
21 Q. What you're saying is if the 21 at the time who was in some way affiliated
22 construction is already done when they come to 22 with a union or unions and I think he would
23 you for refinancing it doesn't matter whether 23 sometimes ask questions about prevailing wage.
24 it was prevailing wage or not? 24 Q. Do you remember if he asked about
25 A. That's my understanding of it. 25 any of those projects, Pingry School or Bet

134 136
1 Yaakov? 1 in your Outlook?
2 A. Not that I recall. 2 A. That meeting would be in Outlook,
3 Q. To your recollection, these 3 but, again, I think it's as termed in
4 projects were both approved? 4 paragraph 25 that led to this particular
5 A. Yes. 5 answer.
6 Q. What about the Far Hills Country 6 Q. So, paragraph 25 of the Complaint
7 Day School, what do you know about that one? 7 differs in that there's additional language
8 A. That may have been my project 8 that says the meeting occurred about Mr.
9 originally. 9 Sucsuz with -- let me step back.
10 Q. That's Number 26. 10 In the interrogatories it talks
11 A. So, there was prior tax exempt 11 about a meeting and it refers to paragraph 25.
12 debt that was issued by the Authority. We 12 Paragraph 25 goes on to say: "Besides the
13 have a team that monitors prevailing wage so, 13 fact that all these people met, at which
14 to the extent prevailing wage was required 14 Plaintiff expressed concern about the
15 they would have monitored that and made sure 15 advancement to an approval by the EDA Board of
16 that it was paid. 16 Applications that did not meet the qualifying
17 Q. Do you remember if David voiced 17 criteria." Do you remember any such meeting,
18 any opinion with respect to that project? 18 the Plaintiff was there too?
19 A. No. 19 A. Was there something there about
20 Q. Was that his project? 20 the defendant yelling?
21 A. Like I said, this was probably 21 Q. No. Mr. Rosenfeld later
22 originally mine, but it was maybe a 2003, 2004 22 criticized Plaintiff for speaking his mind at
23 issuance and then there was a refunding, which 23 the meeting?
24 is a term of art maybe for bonds. You would 24 A. That's incorrect.
25 normally use the word refinance, like 25 Q. What's incorrect?
135 137
1 refinance your mortgage, with a bond being 1 A. I didn't criticize him or anyone
2 replaced by another bond that's typically 2 else for speaking their mind.
3 called a refunding. 3 Q. There's two parts to the question.
4 Q. That was in 2014? 4 Was there such a meeting is the first
5 A. Apparently. 5 question?
6 Q. Let's look at Number 28. It asks 6 A. There was a meeting in late
7 about a meeting that occurred in late January 7 January with all of these people involved,
8 2014 with yourself, Tim Lizura, Michele Brown, 8 yes.
9 Maureen Hassett, Susan Mania, Lisa Coane, 9 Q. At that meeting was Mr. Sucsuz
10 Gabriel Chacon. 10 present?
11 A. Yes. 11 A. Yes.
12 Q. Do you recall such a meeting? 12 Q. Did he express any concern about
13 A. I would say based on the response 13 the fact that applications were being
14 here, that the way it was phrased in paragraph 14 processed that did not meet the
15 25 of the Complaint I would say that I don't 15 qualifications?
16 remember any such meeting taking place. 16 A. Not that I recall.
17 Q. Did you provide a response to this 17 Q. Do you remember any meeting where
18 Number 28? 18 he voiced a complaint or concern that
19 A. I believe that is my response 19 applications were being approved that
20 there. 20 shouldn't have been approved?
21 Q. Did you calendar your meetings in 21 A. Now, again, I refer back to the
22 Outlook? 22 statement "I think all applicants should be
23 A. I did and I still do. 23 approved."
24 Q. So, if there was a meeting that 24 Q. What percentage of applications
25 you attended with these people that would be 25 for Grow New Jersey are not approved?

154 156
1 A. On his. 1 They can pretty it up a little bit.
2 Q. Just his? You're not talking 2 Q. We're done with that document now?
3 about anybody else? 3 MR. CONLAN: Let's mark this
4 A. Correct. Like I said earlier, I 4 Rosenfeld 6.
5 had some officers that made me happy when I 5 (Whereupon, the aforementioned exhibit was
6 found something because everything they sent 6 marked as Exhibit 6 for identification as of
7 me was pretty much right where it needed to 7 this date by the reporter.)
8 be. 8 Q. Rosenfeld 6 is now in your
9 Q. You didn't touch it? 9 presence. Do you recognize it?
10 A. Most of the time, yeah, correct. 10 A. Yes.
11 Q. David's work needed heavy editing? 11 Q. What is it?
12 A. Correct. 12 A. This is an e-mail from David to
13 Q. Was there some allegation that he 13 myself in March of 2014 requesting a change to
14 deleted templates? 14 the cost benefit analysis template. I explain
15 A. I'm unaware of that being an 15 to him why that change wouldn't be a terrific
16 issue, but I don't know that I commented on 16 idea and ask him if there's really a need for
17 that here. 17 this change and he basically said no, no need.
18 Q. No. I am asking if you recall any 18 Q. So, he didn't go in and just
19 time he was accused of deleting templates? 19 change the template himself?
20 A. I don't recall that being an 20 A. Again, this was passworded, so it
21 issue. 21 would avoid somebody's ability to do that.
22 Q. Then 28, the question is: "You 22 So, that was why he asked me because he
23 allegedly asked David to 'write like him.'" 23 wouldn't be able to do it himself.
24 Meaning write like you; right? 24 Q. When was the job posted for
25 A. That's how I would interpret it. 25 finance officer to replace Mr. Sucsuz?
155 157
1 Q. "If this is accurate, what do you 1 A. That would be something that I
2 mean by that statement?" You say: 2 would do via a new employee requisition, I
3 "Completely erroneous and false. I don't 3 think is the name of the form. It would have
4 think I am a wonderful writer, so this is not 4 happened obviously after September 26th, the
5 a good standard." Was that your response? 5 date that David was terminated. I don't
6 A. I believe so. 6 recall how quickly thereafter.
7 Q. Aren't you asking Mr. Sucsuz to 7 Q. You didn't do it before September
8 write like you when you were putting comments 8 26th?
9 in that you expected him to put into the 9 A. To replace somebody who was still
10 project summaries? 10 with me, no.
11 A. No. I was expecting him to put 11 Q. Was there an intern that worked
12 together a project summary that told the story 12 for you in your group in the spring of 2014?
13 of the project and he doesn't have to write 13 A. There was an intern who worked for
14 like me to do that. 14 my group two prior summers.
15 Q. Would you expect that your 15 Q. What was his name?
16 hand-written comments would be put into the 16 A. Greg Fitzgerald.
17 project summaries the way you wrote them? 17 Q. Was he ever interviewed for the
18 A. To a certain extent. I think 18 position?
19 again, not necessarily being the most eloquent 19 A. He was.
20 individual in the world, I would put down 20 Q. When was that?
21 comments on project summaries, on memorandums 21 A. Probably late April 2014. I think
22 of analysis, whatever document, and my 22 one of the things I'd like to bring up about
23 expectation was the applicant would make a 23 that is that was not something that was a new
24 change in line with what I wrote, but they 24 employee requisition that I had put out there
25 don't have to take what I wrote verbatim. 25 for attempting to have somebody come into the

158 160
1 division. I got a call from Mr. Fitzgerald 1 where everybody enjoyed having him as an
2 shortly before that who said, "I see there's a 2 intern as I said. I think Michele Brown, our
3 job opening on the website in your group, I 3 CEO at the time, was kindly disposed toward
4 would like to apply." And I responded, "We 4 hiring somebody who did good for us, so I
5 have a job opening on the website in my 5 think she would have been willing to hire him
6 group?" My understanding of it was that was 6 in our group, there was just a need for him
7 just a generic posting out there to see what 7 elsewhere.
8 type of interest there is in the marketplace 8 Q. But he was specifically talking to
9 for that. So, that was not an intentional 9 you about a finance officer; correct?
10 attempt to increase staff on my part. 10 A. In my group, yes.
11 Q. Did you produce a copy of that 11 Q. Was he just out of college at that
12 posting? 12 point?
13 A. Again, it wasn't something that I 13 A. I don't think he had quite
14 did. 14 graduated at that point.
15 Q. Who put it out there? 15 Q. Were you willing to hire him
16 A. I would assume it was our HR team. 16 without a degree?
17 It was not me or anyone in my group. 17 A. Well, he was graduating the next
18 Q. You say it was a general posting, 18 month or something. So, I would have hired
19 it didn't actually state what the title was, 19 him with a degree based on his positive
20 what you were looking for? 20 experience with us for two years.
21 A. I have very little involvement. 21 Q. How did he end up in another
22 Q. Did you see the posting? 22 group?
23 A. No. 23 A. I think he also interviewed for
24 Q. So, you never saw it? 24 that position and that team ultimately won
25 A. No. 25 out, they hired him.
159 161
1 Q. So, when he called and said 1 Q. Did you actually offer him a
2 there's a posting on there you didn't go to 2 position?
3 the system and look for it. 3 A. I don't think so.
4 A. No. I was shocked. 4 Q. Did you interview anybody else for
5 Q. You didn't go see what it was all 5 a finance officer position in 2014 prior to
6 about? 6 Mr. Sucsuz's termination?
7 A. No. 7 A. I know we hired Joe Horezga in
8 Q. Then what happened? 8 early 2014. I don't recall when we
9 A. I did interview him. He was 9 interviewed him. We may have interviewed him
10 somebody that I think we all really enjoyed 10 in 2013, so I can't necessarily say for sure
11 having as an intern, he was a very bright 11 yes or no.
12 young man, somebody would have hired him in a 12 Q. Why was that job posted?
13 heart beat. He was instead hired in another 13 A. That was something that was posted
14 group and never was an employee of my team, 14 by me. That was an intentional increase in
15 other than as an intern. 15 staff from four to five. I had two finance
16 Q. Is he still employed today by the 16 officers, I had two senior finance officers.
17 EDA? 17 We were expecting a large volume of activity
18 A. No. 18 so we went to 50 officers.
19 Q. Did you interview anybody else 19 Q. What made you expect a large
20 based on that web posting? 20 volume of activity.
21 A. No. It was somewhat of a courtesy 21 A. A new program. The Grow New
22 for an intern that we all really liked. 22 Jersey program, so we are anticipating a lot
23 Q. What did you tell him when you 23 of applications which ultimately did come to
24 interviewed him about the position? 24 fruition in October or so of that year.
25 A. I think we were in a situation 25 Q. How old was Mr. Horezga?

162 164
1 A. I certainly didn't ask, early 30's 1 A. The incentives committee meeting
2 maybe. 2 is a subset of the Board at the meeting along
3 Q. So, after Mr. Sucsuz was 3 with the higher-ups at the EDA where things
4 terminated you posted a job opening position? 4 are a little more I's dotted T's crossed.
5 A. Yes. Although I probably posted a 5 Q. More formal?
6 senior finance officer position first because, 6 A. A little more, especially with the
7 as I said, we had been at four, we went to 7 Board members there.
8 three in August. I lost a senior finance 8 Q. It sounds like a lot of the same
9 officer in August and then we went to two in 9 people?
10 September. So, I think I posted the senior 10 A. I think a lot of the same people
11 finance officer position first and I hired the 11 are there absolutely.
12 senior finance officer first before Joe 12 Q. So, it's really kind of two shots
13 Horezga. 13 with them before it goes up to the Board?
14 Q. Who was that senior finance 14 A. There's those two meetings prior
15 officer? 15 to --
16 A. His name is Mark Chierici 16 Q. What do you call the first
17 C-H-I-E-R-I-C-I. 17 meeting?
18 Q. Is he still there? 18 A. I've always referred to it as
19 A. Yes. 19 agenda review. Some people call it project
20 Q. Then you hired Daniel Poane? 20 review, they're interchangeable.
21 A. Yes. 21 Q. Once it gets out of the incentives
22 Q. What was his experience? 22 committee then somebody presents it at a Board
23 A. He was somebody with a finance 23 meeting?
24 degree. He worked in the financial business 24 A. Yes. Our Board agenda at the
25 for several years. He was somebody who 25 Board meeting is presented by either Tim
163 165
1 actually worked out rather well, but he has 1 Lizura, our president, or now our CEO, Liz
2 also moved on. 2 Orson.
3 Q. What was his starting salary? 3 Q. Do you attend those meetings?
4 A. I believe his starting salary was 4 A. I did at the time I was director.
5 right in mid-point of that H level we spoke of 5 Q. So, the director of bonds and
6 earlier to put a number to it. It was 6 incentives attends those meetings?
7 probably $67,500-ish. 7 A. As do the finance officers
8 Q. So, it was more than Mr. Sucsuz's 8 themselves. In the event that there are
9 salary? 9 questions asked the finance officers are the
10 A. Correct. 10 people closest to the facts of the project so
11 Q. We talked about recommendations 11 they can usually provide an answer to what
12 you asked Mr. Sucsuz to make as part of his 12 questions are asked.
13 project summaries to, I guess, the incentives 13 Q. So, when Mr. Sucsuz would attend
14 committee? 14 the agenda meetings was he required to make a
15 A. Probably the meeting prior to, 15 recommendation as to whether the project
16 yes. 16 qualified or not at that time?
17 Q. Who attends the meeting prior to? 17 A. Yes. The documentation provided
18 A. It's pretty much the senior 18 was prepared by David. And, to the extent it
19 leadership team, bond incentives team, 19 contained things that were factually
20 business development representatives. It runs 20 inaccurate that would be a bad thing. So, it
21 a gamut. 21 should contain only that which is factually
22 Q. It's a pretty big meeting? 22 correct or a notation that we're still
23 A. Yes. 23 pursuing something that is unknown at this
24 Q. What is different about that and 24 point. So, that -- I lost my train of
25 the incentives committee meeting? 25 thought. Can you read back what I just said.

166 168
1 (Whereupon, the referred to Answer was read 1 first thing Monday morning, so there was not a
2 back by the Reporter.) 2 lot of time to try to review and then sit down
3 A. So, anybody at that meeting can 3 and have a conversation.
4 ask questions regarding any component of the 4 Q. I thought you said you reviewed
5 write-up, so that write-up prepared by the 5 all these packages prior to the meeting?
6 finance officer, in this case David, needs to 6 A. No. I reviewed the packages as
7 contain information that he believes to be 7 quickly as I could, but it was not always
8 true and correct, also known as a 8 prior to the meeting, sometimes it was.
9 recommendation, and also have him be able to 9 MR. CONLAN: We can stop now.
10 explain why he put that information in there 10 We'll have another couple of hours.
11 should somebody question what's contained 11 (Whereupon the deposition of JOHN
12 therein. 12 ROSENFELD was concluded at 4:37 p.m.)
13 Q. Was he also required to say I 13
14 recommend that we go forward with this 14
15 application? 15
16 A. I think the project summary 16
17 probably does have some language along that 17
18 line he would put in assuming that was what he 18
19 felt comfortable saying. So, we had instances 19
20 where applicants we felt didn't fit so we 20
21 would write in the project summary that we 21
22 don't feel this fits and therefore, not 22
23 recommended for approval. 23
24 Q. What other kind of recommendations 24
25 was he required to make at either one of those 25
167 169
1 meetings, the incentives committee or the 1 CERTIFICATION
2 agenda meeting? 2
3 A. Well, that's pretty far reaching. 3 I, JEAN MARGIOTTA, a Notary Public
4 Every component of information in the package 4 of the State of New Jersey, do hereby certify
5 he created is a recommendation that he 5 that prior to the commencement of the
6 believes that to be true and correct. 6 examination JOHN ROSENFELD was duly sworn by
7 Q. I guess I am just trying to focus 7 me to testify the truth, the whole truth and
8 on your criticism of him that he didn't make 8 nothing but the truth.
9 recommendations. You're saying the 9 I DO FURTHER CERTIFY that the
10 recommendations were actually contained within 10 foregoing is a true and accurate transcript of
11 the documentation? 11 the testimony as taken stenographically by and
12 A. Correct, but he didn't necessarily 12 before me at the time, place and on the date
13 back-up those -- that was pieces of 13 hereinbefore set forth.
14 information that he put in the package. 14 I DO FURTHER CERTIFY that I am
15 Q. But, you would have his project 15 neither a relative nor employee nor attorney
16 summary documents prior to the meeting; 16 nor counsel of any of the parties to this
17 correct? 17 action, and that I am neither a relative nor
18 A. Correct. 18 employee of such attorney or counsel, and that
19 Q. So, didn't you have an opportunity 19 I am not financially interested in the action.
20 to fix anything that was omitted or 20
21 questionable before the meeting or at least 21 ____________________________________
22 meet with Mr. Sucsuz to talk about that before 22 JEAN MARGIOTTA
23 you actually had a meeting? 23 Notary Public of the State of New Jersey.
24 A. Generally, a package went out late 24 My Commission expires January 30, 2018.
25 Friday and the meeting itself was basically 25 Dated: November 7, 2017.

1 SUPERIOR COURT OF NEW JERSEY
2 LAW DIVISION - MERCER COUNTY
3 DOCKET NO. MER-L-1083-15
4 --------------------------------------x
5 VEYIS SUCSUZ, :
6 Plaintiff, : CIVIL
7 vs. : ACTION
8 NEW JERSEY ECONOMIC DEVELOPMENT :
9 AUTHORITY; JOHN J. ROSENFELD; MICHELE : VOLUME II
10 BROWN; FRED COLE; ANNE CARDELLO and :
11 JOHN DOES 1-10, :
12 Defendants. :
13 --------------------------------------x
14
15 DEPOSITION OF: JOHN J. ROSENFELD
16 DATE: MONDAY, JANUARY 22, 2018
17 COMMENCING AT 10:08 A.M.
18
19 GUY J. RENZI & ASSOCIATES, INC.
20 CERTIFIED COURT REPORTERS & VIDEOGRAPHERS
21 GOLDEN CREST CORPORATE CENTER
22 2277 STATE HIGHWAY #33, SUITE 410
23 TRENTON, NEW JERSEY 08690
24 TEL: (609) 989-9199 TOLL FREE: (800) 368-7652
25 www.renziassociates.com
175 177
1 REQUESTS 1 So the question is, are they a
2 DESCRIPTION PAGE-LINE 2 manufacturer or not? Because they would either get
3 No Formal Requests Made - 3 the bonus if they were a manufacturer or not get the
4 4 bonus if they weren't a manufacturer, or any of the
5 5 other targeted industries.
6 6 Q. What else is a targeted industry?
7 7 A. I believe there are nine. So it would
8 8 be things like defense, logistics, energy. I'm not
9 9 sure I can rattle them all off.
10 10 Q. But there's a list of targeted
11 11 industries?
12 12 A. Correct.
13 13 Q. If you fall within that category, you
14 14 get some kind of bonus?
15 15 A. Correct.
16 16 Q. What does that mean?
17 17 A. Well, when you calculate how much of a
18 18 tax credit an applicant is entitled to, you would
19 19 start with a base award, you would add any bonuses
20 20 to that, you would then get a total award per
21 21 person, per year, you would have to compare that to
22 22 the maximum allowed in that category, and assuming
23 23 you don't exceed that maximum, that's the amount
24 24 that you would get per person, per year.
25 25 Q. Is there any other benefit to being a
176 178
1 J O H N J. R O S E N F E L D, having been first 1 targeted industry to an applicant?
2 duly sworn, testified as follows: 2 A. There could be. So manufacturing
3 EXAMINATION BY MR. CONLAN: 3 might then, also, enable somebody to get a capital
4 Q. Okay. Mr. Rosenfeld, we're back on 4 investment bonus. Whereby, if 51 percent, or more,
5 the record in this matter of David Sucsuz versus the 5 of the qualified business facility, project site, if
6 EDA, and you individually, as well as others, to 6 you will, is devoted to manufacturing, then they can
7 continue your deposition. 7 get up to $3,000 per person, per year, based on a
8 Do you recall what the rules of the 8 large amount of capital investment, in most
9 deposition are, so I don't have to do it, or should 9 instances.
10 we go through those? 10 In certain instances, if they're in a
11 A. I think we can dispense of that and go 11 Garden State Growth Zone, they can get up to $5,000
12 right into it. 12 per person, per year. So it would be a good thing
13 Q. All right. At the last deposition we 13 to be classified as.
14 talked about an applicant called SodaStream. 14 Q. And does that classification also make
15 Do you remember that? 15 it easier to get your application approved in any
16 A. Yes. 16 way?
17 Q. And it was an issue about whether or 17 A. I'm not sure I understand.
18 not SodaStream was a classified as a manufacturer. 18 Q. In other words, are there lower
19 And what is the purpose of classifying 19 thresholds with respect to, say, the number of
20 an applicant as a manufacturer and not as -- or as 20 employees that you have to retain or new employees
21 not a manufacturer? 21 that you have to hire?
22 A. There are several targeted industries 22 A. There would also be lower thresholds
23 in the Grow New Jersey statute that can get a bonus 23 for the minimum employment. So a manufacturer would
24 if they are in those targeted industries. One of 24 probably be, I think, at the lowest threshold for
25 those targeted industries is manufacturing. 25 retained jobs and new jobs.

207 209
1 Q. And was MSKCC Properties, LLC, ever 1 potentially going to the board, along with my
2 formed? 2 comments on the Project Summary documents. I'll use
3 A. I believe it was. I believe it was at 3 plural there.
4 the time. I think it also included the ability to 4 Q. And this one had to do with Yaakov --
5 form a different LLC that would be the actual 5 I think I'm pronouncing that correctly -- High
6 applicant. But I believe, as it's shown here, as 6 School of Lakewood. The one that's the second one
7 MSKCC Properties, LLC, that it was an entity then 7 down?
8 and there. 8 A. Correct.
9 Q. All right. Let's go to document in 9 Q. And they're looking for a tax exempt
10 this package, Sucsuz Project Sum 61. 10 bond?
11 A. Okay. 11 A. Correct.
12 Q. And this document, at the top, says, 12 Q. And this was for what, some
13 MSKCC Properties, LLC, and it gives the EIN, 13 construction, to finance some construction?
14 correct? 14 A. I do see something under my comments
15 A. Correct. 15 regarding used to finance the construction.
16 Q. And then it says, MSKCC Properties, 16 Q. Okay. And if they used the funds from
17 LLC, is a single member LLC with Memorial Hospital 17 the EDA to finance construction, they would have had
18 for Cancer and Allied Diseases as the sole member. 18 to use union labor on their projects -- on that
19 These entities are part of an exempt group which 19 project?
20 includes all of our affiliated organizations. 20 A. I think we have to be a little careful
21 Do you know what that means, the 21 here.
22 exempt group? 22 Q. Okay. Or prevailing wage. It's
23 A. I don't necessarily know what that 23 called prevailing wage.
24 means. 24 A. Fair enough. If the applicant was
25 Q. What do you think it means? 25 using our money to enter into construction
208 210
1 A. It could mean that they are exempt 1 contracts, then that is correct, they would have to
2 from taxation. 2 pay prevailing wage.
3 Q. And why would they be exempt from 3 So if they had already completed the
4 taxation? 4 project, there's no need to pay prevailing wage. If
5 A. Could be that, as a single member LLC 5 they had entered into construction contracts.
6 with Memorial Hospital for Cancer and Allied 6 Q. Is that a way some of these entities
7 Diseases, that the tax exempt nature of the single 7 got around the prevailing wage requirement?
8 member transfers through to the applicant through 8 A. I wouldn't use it term, got around.
9 the LLC. 9 Q. Really?
10 Q. Okay. And that is what -- 10 A. No, not at all. A 501(c)(3) can
11 A nonprofit organization is tax 11 refinance existing debt.
12 exempt, correct? 12 Q. Right.
13 A. It would be tax exempt. 13 A. Existing debt could be 20 years old.
14 MR. CONLAN: Mark that as Rosenfeld -- 14 Q. Okay.
15 (Exhibit Rosenfeld-9, April 2013 15 A. So it's not getting around. It's just
16 Agenda Chart Revised 10/5/2017, is received 16 refinancing of existing debt, no matter how old it
17 and marked for identification.) 17 is.
18 BY MR. CONLAN: 18 Q. But isn't a way to get around the
19 Q. Take a look at this document that was 19 prevailing wage requirement, to do the construction
20 produced through the discovery as the Sucsuz 20 with other funds, and then, after it's all done, go
21 April 2013 agenda chart .001. 21 to EDA and get refinanced?
22 Can you tell me what this is? 22 A. I would not use the term, get around.
23 A. This would be a chart put together by 23 Q. But they wouldn't have to use -- have
24 my administrative assistant at the time, who would 24 used prevailing wage if it's already done, is what
25 basically put in all of the applicants that were 25 you said, correct?

259 261
1 new programs that the Bonds and Incentives Division 1 Q. What did you mean by that?
2 has been asked to process and supporting business 2 A. Again, this is making a
3 development through effective partnering. 3 recommendation. So part of his job was to say, I
4 What new programs were you talking 4 think this applicant -- applicant is this targeted
5 about here? 5 industry and this is the reason why I believe that.
6 A. To be honest with you, I don't recall. 6 Q. What specific applicants do you feel
7 Q. Then you go on to say, he does an 7 that was a problem with, in 2011?
8 appropriate amount of due diligence on his projects 8 A. I certainly didn't highlight the
9 and is able to provide answers to questions asked at 9 actual applicants here. But I think it was a far
10 the Incentives Committee meeting and the board 10 reaching problem, so it might have been all of them.
11 meeting. Right? 11 Q. But you don't remember?
12 A. Correct. 12 A. I don't remember the precise names,
13 Q. So, at this point, we're not 13 correct.
14 criticizing him about researching too much, right; 14 Q. The third paragraph you talk about the
15 you're saying he does an appropriate amount of it? 15 template issue?
16 A. Correct. I do like to have at least 16 A. Yes.
17 something good in my reviews. I don't want things 17 Q. And, specifically, changing the
18 to be all negative, even if, for the most part, they 18 amounts to U.S. dollars on the template?
19 are. 19 A. Right. The template should say, in
20 Q. Okay. But are you saying, that, for 20 thousands, except ratios. But there were two
21 the most part, this was a negative review? 21 precise examples here that showed him changing the
22 A. I think there were certainly some 22 template.
23 negative aspects. 23 One time he changed it to in thousand
24 Q. But I'm saying, are you saying this 24 U.S. dollars, except ratios and in footnotes; and
25 was mostly a negative review? 25 the other time he put in the words, in '000 U.S. $s,
260 262
1 A. I would say, it was negative enough 1 except ratios, and in footnotes.
2 that Mr. Sucsuz felt the need to put a comment back 2 So these were two instances of him
3 on it. 3 changing the template. But what I thought was
4 Q. But do you feel it was more negative 4 rather odd was, they didn't coincide with each
5 than positive? 5 other.
6 A. Yes. 6 So, A., you're not supposed to change
7 Q. Okay. Then why did you give him a 7 the template; and B., why would you change it to two
8 successfully achieves expectations rating? 8 different things at two different times?
9 A. I think the needs improvement rating 9 Q. And is that the first time that you
10 is just a little bit lower than what I felt 10 identified him doing that, was in 2011?
11 comfortable going with. It talks about performance 11 A. It was the first time it made it to
12 is expected to improve in order to remain in the 12 his review.
13 position. 13 Q. But was it the first time he had ever
14 You know, I wasn't, at this point, in 14 done it?
15 a position where I thought it would be acceptable to 15 A. I don't recall.
16 start a process to remove Mr. Sucsuz from his 16 Q. And do you see, in his --
17 position. So successfully achieves was basically 17 On Page 2, where he puts his
18 the one that I was more comfortable putting him in. 18 accomplishments? The sixth full paragraph down?
19 Q. Okay. At the end of the first 19 A. Okay.
20 paragraph you say, however, when characterizing an 20 Q. Refers to some complimentary e-mails?
21 applicant as a targeted industry, David does not 21 A. I'm sorry.
22 always provide backup or rationale as to why he 22 Q. Please see the attached current
23 believed the targeted industry designation is 23 complimentary e-mails.
24 appropriate or makes sense. 24 A. Okay.
25 A. Correct. 25 Q. Okay. Was that something that people

291 293
1 siding with Mr. Sucsuz on his conclusion? 1 result, David was only able to process a few
2 A. I don't. And I'm not sure how they 2 applications, two or three, when the expectation was
3 could have, based on the next sentence, where we 3 that he would get through 50-plus.
4 talk about an asset purchase would disqualify the 4 Do you see that?
5 applicant because the new entity would not have been 5 A. Yes.
6 operating in New Jersey for at least 10 years. 6 Q. Where did that come from?
7 Q. Okay. Well, that was your 7 A. I think that was from a conversation I
8 interpretation, correct? 8 had with his supervisor, Meredith. I think her last
9 A. That's what the statute says. 9 name was Marshall.
10 Q. Okay. But you don't know how it ended 10 Q. Okay.
11 up? 11 A. That was what she had told me when I
12 A. I would assume -- 12 sat down with her. I was not involved in the
13 Q. You're assuming, but you don't know? 13 process with the Superstorm Sandy. I was one of the
14 A. I don't know. 14 very few people who probably avoided Superstorm
15 Q. In the next paragraph, you talk about, 15 Sandy entirely. So this was all, basically, an
16 again, positive note. David does in-depth research 16 attempt to figure out what happened.
17 on the companies that have been assigned to him. 17 Q. And what was Meredith's last name
18 But then, this is where you go on to say, this 18 again?
19 strength can turn into a weakness if the information 19 A. I believe it was Marshall.
20 is not presented in a concise, logical format, 20 Q. Is she still at the EDA?
21 right? 21 A. No.
22 A. Correct. 22 Q. Did you speak with anyone else, such
23 Q. And then, at the end of that 23 as, Lori Matheus?
24 paragraph, you say, if this continues to be an 24 A. I did speak to Lori Matheus, and she
25 issue, I am instituting a Performance Improvement 25 was the one who, I think, indicated that David was
292 294
1 Plan for David in an effort to ensure he is on the 1 being given back to me, and I think she probably
2 right track from a communication perspective. 2 asked me to go talk to Meredith about the
3 A. Correct. 3 particulars.
4 Q. And when did you decide to institute 4 Q. And sit down with David to talk about
5 the PIP for Mr. Sucsuz? 5 this?
6 A. I believe it was part of the normal 6 A. I believe we did sit down, after all
7 process for the 2013 Final Evaluation. So it would 7 was said and done. And I think he basically sent me
8 have been probably in the first quarter of 2014. 8 some Excel spreadsheets with sort of the direction
9 Q. All right. And then, in the third 9 of, here, and then --
10 paragraph on that page, that Page 3 of 4, you talk 10 I don't know what to necessarily make
11 about David's assistance with the Office of Recovery 11 of all the information contained therein, so I don't
12 having to do with some applications from entities 12 think it was a very extensive conversation.
13 impacted by Superstorm Sandy, right? 13 Q. Did he ever explain to you that the
14 A. Correct. 14 spreadsheets show that he did process several dozen
15 Q. And that he was asked -- 15 of these applications?
16 You were told to take him off the 16 A. I don't recall that coming up.
17 project, is that what happened? 17 Q. You didn't sit down with him and look
18 A. Yes. I had been asked for somebody to 18 at the spreadsheets, though, did you?
19 assist, I selected David, and then they gave him 19 A. I don't think we looked at the
20 back to me. 20 spreadsheets, no.
21 Q. Okay. And how long was he on that 21 Q. Did David tell you that he was
22 project for? 22 essentially being asked to rubber stamp denials of
23 A. I think it was probably less than two 23 Superstorm Sandy funding?
24 months. 24 A. No. I think the task involved was --
25 Q. And you say, in the middle, as a 25 Q. No. What did he tell you?

311 313
1 verbal communication skills in all aspects of the 1 Q. So those comments were made prior to
2 job, including putting more thought into responses 2 the PIP, right?
3 in agenda review, as well as at the Incentives 3 A. I think they would have to have been
4 Committee? 4 made prior to the PIP or I couldn't have included
5 A. Yes. 5 them in the PIP.
6 Q. So agenda review, that's the initial 6 Q. Right. Very good. Just establishing
7 meeting? We always call it the initial meeting? 7 that. Okay.
8 A. I always called it agenda review. 8 So what else, besides these two
9 Some people call it project review. It's the 9 examples, were problems he had with presenting
10 first -- 10 projects verbally?
11 Q. The first two meetings? 11 A. I'm not sure I could necessarily point
12 A. Yes. 12 to a specific problem with a description of a
13 Q. So that basically mirrors what you 13 company.
14 said up in the improvement need number two, right? 14 I think the ones we went through last
15 A. Yes. 15 time were along the lines of, how we talked about
16 Q. Okay. 16 Artech, and he had written it up as a technology
17 A. Although, I guess, with the addition 17 business, and then he said, no, he changed his mind
18 of that first meeting, the agenda review. 18 that it wasn't, then he changed his mind back again
19 Q. All right. And then you say, under 19 that it was, then he changed his mind back again
20 learning activity, when presenting projects, present 20 that it wasn't. So that's a lot of odd information
21 only the material which is necessary for the 21 to convey in a meeting to individuals.
22 listener to fully understand the project, right? 22 Q. Yeah. But didn't we talk about that
23 A. Yes. 23 earlier, and you said that was a difficult one to
24 Q. Okay. So that kind of dovetails with 24 determine?
25 what he puts on the Project Summary, right? 25 A. Well, I don't know that it was
312 314
1 If he puts too much information on the 1 necessarily difficult, but it's --
2 Project Summary, he may present too much information 2 It's an odd way to convey information
3 at the meeting? 3 to a subset of our Board of Directors.
4 A. Potentially, sure. And even if the 4 Q. Any other examples besides Artech?
5 Project Summary is well written, it doesn't mean the 5 A. Well, I think we also talked about --
6 verbal explanation is going to be in line with it. 6 Was it Univision? I forget exactly
7 Q. Okay. And what kind of problems did 7 what we covered in the first deposition on that.
8 he have verbalizing at these meetings what was in 8 But I think that was the one he
9 the Project Summary? 9 started talking about Univision and then he jerked
10 A. Well, I think some of the examples 10 back to Artech and then he talked about the changing
11 we've already gone through. I like this bread 11 his mind and the changing back and changing his mind
12 manufacturer more than the last bread manufacturer, 12 again.
13 or what's probably the worst one, I think we should 13 And so, that was very disjointed, in
14 just approve every applicant. 14 terms of, it had nothing to do with Univision, which
15 Q. Okay. But what does that have to do 15 is what he was presenting at the time.
16 with explaining what's in the Project Summary? 16 Q. Okay. But wasn't there a
17 Those are some side comments. You 17 relationship, because there was still -- there was
18 call them editorial comments. 18 some discussion with Univision, as to whether they
19 A. Um-hum. 19 were a targeted industry, too, and it went back and
20 Q. Okay. But what does that have to do 20 forth as to whether they were or not?
21 with the problems he had presenting the projects? 21 A. I don't think so. I think this was
22 A. Well, his job is to present the 22 just a --
23 project and not add editorial comments like, I like 23 He's talking about Univision and then
24 this bread manufacturer more than the last bread 24 switches back to Artech.
25 manufacturer. 25 Q. What was Univision categorized as?

331 333
1 BY MR. CONLAN: 1 A. Correct. I'm kind of shocked the way
2 Q. I'm handing you what's been marked as 2 things transpired.
3 Rosenfeld-23. 3 Q. When you presented the PIP to him, did
4 Do you recognize that document? 4 you tell him, hey, if this doesn't turn around,
5 A. Well, I recognize part is the May 30th 5 we're going to terminate you?
6 e-mail we just spoke about, which was a recap of our 6 A. I think Anne did a lot of the talking
7 May 28th discussion about the PIP follow-up. And 7 in that meeting, and I'm sure the word termination
8 then there's something that went to the fourth floor 8 was used. So it was definitely not unclear to him.
9 Xerox -- from the Xerox, to Anne, and then -- Anne 9 Q. I'm handing you what's been marked as
10 Cardello, and then Anne Cardello sent something to 10 Rosenfeld-24. Tell me if you if you recognize that
11 Maureen. I don't know that I've seen that aspect of 11 document?
12 this. 12 A. Yes. This appears to be an e-mail
13 Q. All right. Just for the record. 13 chain that's encapsulating -- encompassing the
14 If you look at the bottom, where it 14 original May 28th follow-up on May 30th, the PIP
15 says Susan Cardello e-mails, 13. This is 13, 15, 15 follow-up meeting discussion, that does seem to have
16 16. There is no 14 in the file that I was given, 16 a response from David, and then I think it talks
17 so... I don't know why. I don't know if there's 17 about our second PIP follow-up meeting on July 22nd.
18 something missing or -- 18 Q. Okay. So you had a meeting with David
19 It doesn't appear to be, but maybe 19 on July 22, 2014?
20 there is. I don't know. Because when I printed 20 A. Yes.
21 this off, I said, I missed 14. I went back and it's 21 Q. To review the -- to give the -- give
22 not there. 22 him a status of the PIP, right?
23 So, anyway, I really want to focus on 23 A. Right.
24 the e-mail dated May 30th, which we just discussed. 24 Q. And plan a course of
25 But this one has some revisions to it in -- if you 25 action/resolution, right?
332 334
1 look in the capital letters at the end of each 1 A. Correct.
2 bullet point. 2 Q. You attended, David attended, Anne
3 A. Okay. 3 attended and then Maureen Hassett?
4 Q. You'll see, ongoing, as of 7/22, no 4 A. Correct.
5 change as of 7/22? 5 Q. Any reason why Maureen was there?
6 A. Okay. 6 A. If I recall, I think David had said
7 Q. Do you know who put those in there? 7 that, in the first meeting that we had May 28th, he
8 A. I don't. 8 didn't feel Anne was impartial.
9 Q. What was Maureen Hassett's position at 9 So I think, in order to try to bring
10 that time, 2014? 10 somebody else in, we were going to have Susan sit
11 A. I don't recall, specifically, but I 11 in, but I think she may have been unavailable, so
12 believe she was probably part of the senior 12 Maureen attended, I believe, in her stead.
13 leadership team. 13 Q. So you made the report. John reported
14 Q. Do you remember whether the date was 14 that David's -- first bullet point -- overall
15 changed to August 30th, that was -- the end date for 15 performance/behavior had shown no improvement.
16 the PIP? 16 So are we talking about the period
17 A. I believe it was. Could have been the 17 between the last meeting and this meeting, May 28th
18 31st. 18 and here?
19 MR. CONLAN: Let's mark this one. 19 A. I think, to be honest with you, it's
20 (Exhibit Rosenfeld-24, E-mail chain, 20 probably everything from the PIP, on, but I don't
21 is received and marked for identification.) 21 think there was any ever -- there was ever any
22 BY MR. CONLAN: 22 improvement discerned, in terms of what was outlined
23 Q. So was it your intent, in giving the 23 in the PIP.
24 PIP, that if David improved on the items in the PIP, 24 Q. Okay. So we saw a document before,
25 then he would not be terminated? 25 where you said, as of June 30th.

335 337
1 Between May 28th and June 30th, you 1 our meeting was to review the PIP which expired
2 really only reviewed him on one project, right? 2 June 30th. This is on August 4th.
3 A. On the one project that went to the 3 A. Right.
4 board. 4 Q. But it really didn't expire on June
5 Q. So between June 30th and July 22nd, 5 30th, right, you extended it to August 30th?
6 how many projects were you looking at? 6 A. Well, I think, under action, this the
7 A. Again, it's probably a fairly decent 7 last sentence, David was advised that John would
8 number from that list that were reviewed in some 8 make another recommendation at the end of August.
9 perspective. So not everything that gets submitted 9 I thought I saw something where it
10 to the first meeting or the Incentives Committee 10 said the 90-day or 60-day extension. Oh. Here we
11 makes it to the board, but it's still something that 11 go.
12 I'm reviewing and commenting upon. 12 The first piece under action. Due to
13 Q. Okay. How often are these meetings 13 July being a slow work month, EDA has extended the
14 that you go -- these Incentives Committee meetings? 14 PIP (John also recommended) through the end of
15 A. Once a month. Unless there's a 15 August.
16 special board meeting, in which case there would be 16 Q. Right.
17 two. 17 A. So this will allow David more
18 Q. And what time of month do you have 18 opportunity to focus on the PIP and subsequent
19 those meetings? 19 follow-up.
20 A. The board meeting is usually the 20 So I think we're meeting to talk about
21 second Tuesday of the month. 21 everything, and also to formally announce that the
22 Q. Okay. 22 PIP is extended through the end of August. That's
23 A. The Incentives Committee is usually 23 how I'm reading that.
24 the Monday a week prior to that. So it's probably 24 Q. So, in your report, you say, his
25 early on in the month. 25 behavior has shown no improvement, but you're not
336 338
1 Q. Okay. 1 sure what projects, exactly, you reviewed to make
2 A. And then, our internal meeting, 2 that determination?
3 depending where the second Tuesday is when you back 3 A. Four years later, I do not recall,
4 it back, is usually the Monday prior to the 4 correct.
5 Incentives Committee. So it's two weeks prior to 5 Q. But you don't indicate on here either.
6 the board meeting, usually. 6 On this memo, it's not indicated by Anne what was
7 Q. So you try to have them all in the 7 reviewed, if anything?
8 same month? 8 A. Correct.
9 A. I think the -- 9 Q. You say, he has had template issues on
10 The first meeting might be the tail 10 his performance reviews since 2011.
11 end of a month, the Incentives Committee might be 11 Why would you put that there?
12 the first week of the month, and the board meeting 12 A. I think that's basically talking about
13 might be the second week of the month. It all 13 the changing of the template. That is something
14 depends when that board meeting is scheduled for. 14 that has occurred from 2011, on, including in 2014,
15 Q. All right. So the time period focused 15 including in his PIP. It's something that we're
16 on here, in this memo, is June 30th through 16 highlighting that he had had a problem with since
17 July 22nd, right? 17 2011.
18 A. I think I would say, that if we are 18 Q. Why are you saying it's including in
19 talking about the PIP -- 19 his PIP, when I have another report here saying
20 Q. All right. 20 he -- he fixed that issue?
21 A. -- it probably includes everything 21 A. I am telling you that it was included
22 from April 8th, when he got the PIP, through 22 as something in his PIP that he needed to work on.
23 July 22nd. 23 I'm also telling you, that after the
24 Q. Okay. This was interesting here. As 24 PIP, when he was working on Sony Music
25 I said, this is from Anne. It says, the purpose of 25 Entertainment, he still changed the template, but he

339 341
1 called it a context-based natural adjustment. 1 David that you'd make another recommendation. I'm
2 Q. Okay. You're saying it was after the 2 not sure what another recommendation means.
3 PIP? 3 What recommendation are we making
4 A. Yes. 4 here -- are you making here?
5 Q. Okay. And you brought that Sony 5 A. I think it would be the next steps,
6 Project Summary to the meeting to show everybody? 6 once we get to the end of August.
7 A. A Memorandum of Analysis, but, yes. 7 Q. Okay. You have given him a list of
8 Q. And then, third, communication issues 8 things to focus on.
9 between David and John indicating why information is 9 Did you tell him he's going to get
10 being shared. 10 fired?
11 What does that mean? 11 A. He was aware of that from the first
12 A. I think David had certain issues in 12 meeting we had in April.
13 terms of giving me information and then what his 13 Q. This meeting, August 4th.
14 expectations thereon were. 14 A. Did I tell him he was going to get
15 So we had mentioned, earlier, his 15 fired?
16 Excel file with all of the information about the 16 Q. Yeah, August 4th?
17 Sandy project. You know, it was just, here's a 17 A. No. I did not tell him that.
18 file. 18 Q. Did he ask you about it?
19 Q. What does that have to do with the PIP 19 A. I don't think so. I think he was
20 period? 20 spending his time explaining why I had no idea what
21 A. I was going to an explanation. 21 was happening, in terms of his performance.
22 Q. Okay. 22 Q. Okay. This is Cardello-17.
23 A. So he didn't always explain why he was 23 Do you recognize that document?
24 doing what he was doing, why he was giving me what 24 A. I do. Although, I would say, that the
25 he was giving. 25 e-mails are related to the document, but probably
340 342
1 So one of the things that he -- that 1 not part of the document.
2 is said here, under note, David brought samples of 2 Q. Okay. It's a mid-year evaluation for
3 other staff members work product to demonstrate 3 2014, at least the first couple of pages; am I
4 things that others have submitted and claimed that 4 correct?
5 John treated people differently and that he picked 5 A. The first three pages, yes.
6 on David. 6 Q. Okay. And it's signed by you at the
7 David had a stack of papers and he 7 end on September 5, 2014?
8 handed them to me, and that was the end of it. He 8 A. And with my manager. And then I made
9 didn't explain what they signified, he didn't 9 a note, waiting for David's response. I'm not sure
10 explain what they contained. It was more of, here. 10 he ever signed the document.
11 All right? What am I going to do with that? 11 Q. So the date on the first page is
12 Q. Well, isn't it explained right in the 12 7/31/2014?
13 note? 13 A. Correct.
14 He handed it to you to demonstrate 14 Q. So that's -- this is -- I'm not sure
15 things that others have submitted and claimed that 15 why that date --
16 you treated people differently. 16 What does that date signify?
17 A. Okay. In what way did it do that? 17 A. It's probably the date I wrote it.
18 Q. That's what he gave you the documents 18 Q. Okay. And, in section two, it says,
19 for. 19 as of mid-year, the employee's performance is pacing
20 A. Here, you go find this out. I find 20 at... and put in five. Five means unsatisfactory.
21 that to be a communication issue. 21 So I guess they changed the Mid-Year
22 Q. Did you review those documents with 22 Review at this point --
23 him? 23 A. Correct.
24 A. Not with him, no. 24 Q. -- form, so that it would have a
25 Q. No. Okay. All right. So you advised 25 rating?

343 345
1 A. Correct. 1 Q. Did he ask you what that meant?
2 Q. Okay. So you gave him the worst 2 A. Not that I recall.
3 rating? 3 MR. CONLAN: Let's mark this one in.
4 A. Correct. 4 (Exhibit Rosenfeld-25, Edits to
5 Q. So he's actually -- 5 Plaintiff's Work, is received and marked
6 As he gotten worse, in your mind, 6 for identification.)
7 since the PIP? 7 BY MR. CONLAN:
8 A. I think the way I kind of looked at it 8 Q. I'm handing you this package marked as
9 is, the end of 2013, he was -- whatever the fourth 9 Rosenfeld-25. Let me know if you recognize that
10 category was. He was put on a PIP, told, if you 10 package of documents. Let me know what they are.
11 don't change, you're going to be terminated, and he 11 A. It's about an inch thick.
12 hasn't changed. So, at that point, I think, whether 12 How many do you want me to go through?
13 he stayed the same or gotten worse, he's in an 13 Q. Just tell me what it is.
14 unsatisfactory place. 14 Do you know what this is?
15 Q. You say, in your discussion, under if, 15 A. It appears to be the comments that I
16 no, why, you talk about the PIP plan, and you say 16 had back to Mr. Sucsuz on his work for some period
17 that David does not appear to accept the fact that 17 of time that I can't ascertain by looking at it.
18 he has performance issues. 18 Q. Okay. So, previously, you told me
19 A. Correct. 19 that, at some point, you started keeping a file of
20 Q. And what prompts you to say that -- 20 your own with respect to Mr. Sucsuz's work so that
21 prompted you to say that? 21 you would have a record to show him when you made
22 A. I think it was some of his responses 22 changes, and he says you never made changes.
23 back to the reviews. He just -- 23 A. I think I would probably tweak that
24 I still think that, today, he doesn't 24 slightly, and say, I had a personnel file for
25 appear to accept that he had performance issues. He 25 everybody that worked for me, and I would put
344 346
1 spent no time trying to fix them. He spent all of 1 information therein that would help me write their
2 his time trying to explain to me why he didn't have 2 evaluations.
3 performance issues. 3 Q. Okay.
4 Q. Did you meet with David about -- with 4 A. I started, at some point, to put these
5 respect to this review? 5 type of documents in David's personnel file and it
6 A. Yes. 6 was probably sometime in the 2011/2012 time range.
7 Q. And when was that meeting? 7 Q. Okay. And did you produce that file
8 A. I would say, it was before 8 in discovery?
9 September 5th, which is the date that I signed it. 9 A. I produced everything I was asked to
10 Q. Okay. 10 produce in discovery.
11 A. Or it could have been on 11 Q. Is this the file that you kept on
12 September 5th. 12 Mr. Sucsuz?
13 Q. All right. And was there any review 13 A. Well, it wasn't a single file. There
14 of David's performance after this? 14 would have been a 2012 file and there would have
15 A. Not a formal evaluation review, no. 15 been a 2013 file and there would have been a 2014
16 Q. What was there? 16 file, all of which I did produce.
17 A. I think, at some point, I had to make 17 Q. Okay. And how would you know which
18 a recommendation as to how we should move forward 18 papers are in what files, since these are really
19 and that recommendation was to terminate, so... 19 undated?
20 Q. Did you talk to him about termination 20 A. I would have a 2012 file, and as
21 at the meeting, concerning this document? 21 things were being done in 2012, and my handwriting
22 A. I think I probably chatted with him 22 was being put onto these documents, I would give the
23 about what was written here and letting him know 23 originals to Mr. Sucsuz, I would put the copies, to
24 that I would have to be making a recommendation on 24 the extent I remembered to do it, in the personnel
25 how to move forward. 25 file in the appropriate year.

347 349
1 Q. Okay. So somebody Bate Stamped this 1 Q. So why would that be considered the
2 package of documents as SUCSUZ.EDITSTOPL'S, meaning 2 type of information that should not be in a Project
3 plaintiff's, work 1 through 204. 3 Summary?
4 A. Okay. 4 A. The applicant had a valid contingency
5 Q. Did you have anything to do with that? 5 and, as such, it's irrelevant.
6 A. I probably produced them for the AG's 6 Q. So, you're saying, the fact that they
7 office, which probably put the Bates label on them. 7 had a contingency shouldn't even be in here?
8 Q. Okay. And, again, are these the 8 A. I don't think it enters into the
9 documents from your files that you kept of 9 analysis.
10 Mr. Sucsuz showing the edits you made to his work or 10 Q. But they already had a lease.
11 are they from somewhere else? 11 A. They had a lease with a contingency
12 A. It appears to be just that. 12 that, if they don't get approved for the Grow New
13 Q. All right. I want you to go to Bates 13 Jersey, they could just walk away.
14 stamp No. 53. You should be at the Wenner Bread 14 Q. Right. So that's kind of information
15 products Project Summary. 15 somebody would want to know, isn't it?
16 A. Okay. 16 A. I don't think so.
17 Q. This project was before the PIP; isn't 17 Q. No. Okay. Okay. Let's go to number
18 that correct? 18 77. This is the AP&G Company, Inc., Confidential
19 A. I believe it was before the PIP, yes. 19 Memorandum of Analysis, correct?
20 Q. Okay. And on the first page of this 20 A. Yes.
21 Project Summary, document number 53, Bates stamp 21 Q. Okay. For some reason, there's only
22 number 53, under the Material Factor/Net Benefit 22 one page here.
23 section, there's a line squiggled through a couple 23 Would you have only kept the pages
24 paragraphs. 24 where you made changes?
25 Do you see that? 25 A. Correct.
348 350
1 A. Yes. 1 Q. Okay. So you notice that --
2 Q. And is that your edit? 2 You told me, before, that AP&G was one
3 A. I believe it is. 3 of the projects that was assigned to Mr. Sucsuz
4 Q. So this is an example of something you 4 after his PIP, right?
5 would have said was too much information, take this 5 A. It does appear to be the case, yes.
6 out? 6 Q. Okay. So you made a few changes here,
7 A. This was a culling of information, 7 right, you crossed out one sentence?
8 yes. 8 A. Right. This is the sentence I
9 Q. Okay. And so, what was improper about 9 referenced earlier, where they test their products
10 including the information that you culled out? 10 in the quality control lab and in real-world field
11 A. Well, I think if I'm pulling it out, 11 settings, which is the entire known universe. Yes.
12 it is unnecessary for the reader to make an informed 12 Q. And did you ask Mr. Sucsuz where he
13 decision about the project. 13 got that line from?
14 Q. Okay. If I remember correctly, this 14 A. No.
15 is a project where Mr. Sucsuz had said, this entity 15 Q. Okay. Could it have been on the
16 was already getting -- already had its approvals in 16 application itself?
17 New Brunswick, and was -- had already entered into a 17 A. Possibly. But, as a general rule, we
18 lease, and you said, yeah, but there was a 18 don't like the -- they call that puffing-type
19 contingency clause in the lease. Correct? 19 information to be transcribed from the application
20 A. I believe that is correct, yes. 20 into the documents.
21 Q. And what's included here is a 21 Q. And you crossed off the word -- the
22 description of the contingency clause, right, that 22 words, the creation of, an inserted new in New
23 you X'd out? 23 Jersey.
24 A. I guess, as he's describing it, it 24 A. Okay.
25 does say that it is a contingency clause, yes. 25 Q. And then you crossed off the word

351 353
1 existing, which I think is another -- in the 1 paragraph, that the Bordentown facility, where they
2 paragraph below. 2 assemble headlamps, etcetera, is also the company
3 A. Right. And, again, this was one I 3 headquarters, you crossed off which is also the
4 quoted earlier. That they have identified a 171,000 4 company headquarters?
5 square foot existing facility. I think existing is 5 A. Right.
6 unnecessary. That's the only type of building you 6 Q. Too much information?
7 could possibly identify. 7 A. It has no bearing on the write-up. So
8 Q. So would you consider that to be heavy 8 whether it's the headquarters or not, it gives them
9 editing? 9 nothing, it takes nothing away.
10 A. It's not as heavy as the Wenner Bread 10 Q. And then you change with no employees
11 project we just looked at, but it is certainly 11 to having no employees, correct?
12 editing of things that really are kind of bizarre to 12 A. Correct.
13 include in a write-up. 13 Q. And then you crossed off existing
14 Q. Tell me, again, why these are bizarre 14 facility?
15 things. 15 A. For the same reason.
16 A. The business tests their products in 16 Q. Okay. And do you consider that to be
17 a -- in its quality control laboratory, as well as 17 heavy editing?
18 in real-world field settings. 18 A. It's heavy enough. How's that? For
19 Q. All right. 19 somebody who's on a PIP, it's not good.
20 A. Where else could they possibly test 20 Q. So you're saying, there shouldn't be a
21 their products and why is it necessary to specify 21 single edit to the sheets, is that what you're
22 where they test their products? 22 telling me?
23 Q. Okay. Why is that bizarre? 23 A. I'm not sure I said that.
24 A. It brings nothing to the write-up. 24 Q. Well, there's very few edits here.
25 Q. Okay. All right. So you would say, 25 Let's face it.
352 354
1 that's not a good write-up? 1 A. More than what I have on most of other
2 A. I would say, that's not a good 2 ones.
3 write-up. 3 Q. So this, to you, is excessive
4 Q. Let's look at the next one. Princeton 4 mistakes?
5 Tectonics. Another one that you identified. 5 A. For somebody on a PIP, this is not a
6 A. Okay. 6 good write-up.
7 Q. It's Page 78. 7 Q. Wow. All right. Let's go to number
8 Was that your highlight there, a New 8 90. IT Cosmetics?
9 Jersey corporation? 9 A. Correct.
10 A. I don't know if it's my highlight, but 10 Q. Okay. So you've added the word being
11 it does look like I've crossed out New Jersey 11 in the sentence, the alternative objection being
12 corporation. 12 considered, instead of the alternative option
13 Q. Or it's a cross-out? 13 considered.
14 A. It's both, I believe. A cross-out and 14 A. Right. Which is probably not,
15 a highlight. But I don't know that I highlighted 15 technically, a sentence without the word being in
16 it. 16 there.
17 Q. Okay. Unnecessary information, is 17 Q. So you're considering that a
18 that what you're saying? 18 grammatical error, not an extra -- something that he
19 A. Right. So a New Jersey corporation. 19 missed or too much information?
20 Well, would they get any more or less 20 In your mind, that's a grammar error?
21 than if they were a Delaware corporation? 21 A. It's probably a grammar error. I
22 What does that bring to the mix here? 22 think that's probably also a tense grammar, as well.
23 What can somebody do with that 23 That people shouldn't have considered and then
24 information that they couldn't do without it? 24 selected something. So being considered means it's
25 Q. And then, he mentions, in the next 25 still happening.

355 357
1 Q. And then you changed, in the paragraph 1 Q. And you had indicated that that was a
2 right before eligibility and grant calculation, you 2 post-PIP project, right?
3 ask a question in there, why? In progress. I don't 3 A. It was assigned to -- excuse me --
4 know who put that in? 4 assigned to him before the PIP, but he probably did
5 Did you write that? 5 most of the work after the PIP.
6 A. I think that's Mr. Sucsuz's 6 Q. Okay. And then --
7 handwriting. 7 Let's go to 126, because that has the
8 Q. Okay. And that's the sentence where 8 part that I'm looking at. It's still the same
9 it says, it is estimated that the project would have 9 Confidential Memorandum.
10 a net benefit to the state of "X" dollars, right? 10 Okay. So one's the Project Summary
11 So is that a satisfactory answer to 11 and one's the Confidential Memorandum for the same
12 the why? 12 project?
13 Why, in other words, is no number in 13 A. Correct.
14 that blank, then it says, in progress? 14 Q. So what comes first, the Project
15 A. I think there's a timing issue here. 15 Summary?
16 I think it was handed in with a blank, and it said, 16 A. The Project Summary comes first in the
17 in progress. 17 package and then it's followed by a number of things
18 Q. Correct. 18 that the Board of Directors, itself, never sees. So
19 A. And then I asked, why? Where is the 19 the Project Summary is the one thing that goes
20 Net Benefit Test page? 20 throughout, and then, all of the things behind it,
21 Q. Okay. And where was it? 21 like the Confidential Memorandum of Analysis, the
22 A. I don't know. 22 Cost Benefit Analysis, the Grant Calculator, the Net
23 Q. Is that it on the next page, 91? 23 Benefit Test, all that goes through the other
24 A. That would be Page 3 of the Project 24 meetings, but not to the board.
25 Summary. So that is not the Net Benefit Test. 25 Q. The only change you had to this was
356 358
1 Q. Okay. Let's look at number 116. 1 adding the word a?
2 A. Okay. 2 A. On Page 1, yes.
3 Q. Let me ask you something. 3 Q. On Page 1, right.
4 Where it says the date, up on the 4 So that's not a significant change,
5 right-hand corner -- 5 right?
6 A. Right. 6 A. Probably not significant.
7 Q. -- is that the date of the meeting? 7 Q. Probably. Okay. Then on Page 2, this
8 A. That should be the date of the board 8 was a Hong Kong entity?
9 meeting, assuming it goes to the board at that 9 A. Correct.
10 point. 10 Q. Okay. So you scratch off where he
11 So it could get held, at which the 11 says, staff has converted the currency amounts on
12 Confidential Memo of Analysis would be redated for 12 these statements from Hong Kong dollars to dollars,
13 the date that it actually goes to the board. 13 you scratch off from Hong Kong dollars?
14 Q. Okay. So this would have been 14 A. Correct.
15 pre-PIP, right? 15 Q. But he didn't change the templates,
16 A. With a March 13th date, yes. And if I 16 where it says, in thousands, except ratios, right?
17 may, on Page 117 -- 17 A. On this document, correct.
18 Q. Well, we'll go to that. 18 Q. And if we go back to the pre-PIP Sony
19 A. Okay. 19 application that you wanted to go back to --
20 Q. I want to get through my questions. 20 A. Right. The 117?
21 Your attorney can bring that up. Let's go to 124. 21 Q. 117. -- it says, in thousand dollars,
22 A. Okay. 22 and you say, please don't change this.
23 Q. That's the Better Team. 23 A. Correct.
24 A. 124 is the Better Team USA Project 24 Q. So, evidently, he changed -- he added
25 Summary, Page 1. 25 dollars and took off the "S" on thousands, right?

359 361
1 In the template. 1 the Confidential Memorandum of Analysis.
2 A. Correct. Which, again, is something 2 So, on the Project Summary, you didn't
3 he claims he has never done. He never changed the 3 cross off consultants or temporary employees.
4 template. So I just -- 4 A. Where is that?
5 I wanted to show that to you, because 5 Q. On 129.
6 there is, it's right there, he changed it. I'm 6 A. I'm sorry. There are a lot of words
7 asking him again, in 2014, please don't change this. 7 on 129. Where?
8 Q. And that's pre-PIP, though, right? 8 Q. Second paragraph.
9 March 13th. 9 A. Second paragraph. Okay. Very true.
10 A. Feel free to hang your hat on that. 10 Q. So it was okay that time, but not the
11 Q. And then, post-PIP, we have a similar 11 other time, right?
12 situation, Hong Kong dollars, and no change, right? 12 A. I would not call it okay this time. I
13 A. On this particular document, correct. 13 would say, it's something I did not pick up as I
14 Q. Well, previously, you didn't think he 14 read through.
15 had done any. 15 Q. And then you crossed off finding of
16 A. Correct. 16 jobs at risk.
17 Q. Post-PIP, but, indeed, it turns out 17 Why did you do that?
18 Better Team was a currency -- was a currency 18 Is that a category on the Project
19 application, right? 19 Summary?
20 A. It was a foreign currency, yeah. 20 A. It is a category on a Project Summary
21 Q. Okay. Let's look at 128, which is the 21 if, and only if, there are retained jobs that are at
22 Artech application. 22 risk of being located out of state, and those
23 A. Okay. 23 retained jobs have to be above the minimum
24 Q. Which is another post-PIP. Okay. On 24 threshold.
25 the first page of the Confidential Memorandum 25 Q. Okay.
360 362
1 Analysis, all that's changed is, you removed the 1 A. So if we are calling them not a
2 language, based -- where it says, New Jersey based 2 targeted business, the retained jobs minimum goes to
3 consultants or temporary employees -- you just take 3 50 and they're at 44.
4 the words, based, consultants or temporary, so that 4 Q. Okay.
5 it reads, most of Artech's New Jersey employees, 5 A. So this --
6 right? 6 It's a very iterative process. So
7 A. Correct. 7 this was probably early on when we were potentially
8 Q. Is that a significant change to you? 8 not calling them a technology business, in which
9 A. It is, in that, in the Grow New Jersey 9 case, the 44, quote, unquote, retained jobs would
10 program, consultants and temporary employees are not 10 not meet the minimum, and then you would not put the
11 eligible. So, you know, he's putting words in there 11 finding of jobs at risk paragraph in the summary.
12 that are charged, and somebody is going to go look 12 Q. Okay. So let's look at Page 2, which
13 at that, and say, wait a minute, what's going on 13 is page 1 -- Bates stamp 130 --
14 here? What are we assisting this company in doing? 14 A. Right.
15 So that's kind of a big deal. 15 Q. -- of this Project Summary.
16 Q. And did they have consultants and 16 So at the bottom of this page, it
17 temporary employees? 17 calls this a targeted industry, and say, the
18 A. I don't know that they had temporary 18 applicant is a technology business. And then you
19 employees. I think their full-time employees were 19 put -- you write --
20 sent out to other businesses, who might be deemed 20 You cross that off, and write, why do
21 consultants from those businesses' perspective, but 21 you think this?
22 I don't think, from Artech's perspective, they would 22 A. Correct.
23 be consultants. 23 Q. Okay. So at the time of the
24 Q. Okay. Compare that to 129, which is 24 project -- the initial Project Summary here, it was
25 the Project Summary for the same project. 128 is 25 being considered as technology business, isn't that

363 365
1 correct, by Mr. Sucsuz? 1 information?
2 A. I mean, David wrote it up as a 2 A. I don't think so, but I just --
3 technology business, but I don't know that his 3 I'm trying not to draw conclusions
4 applicant background lent credence to referring to 4 about a project based on one component where I can't
5 them as a technology business. 5 tell which iteration it was.
6 Which is why, when I'm reading through 6 So is this something that he
7 that, I'm crossing everything off, I'm changing 7 originally wrote it up as or was that something
8 everything. Because, based on what he wrote, it 8 after we found out that they do manufacture
9 didn't strike me as a technology business. 9 everything?
10 Q. But then, ultimately, they were 10 MR. CONLAN: All right. Let me just
11 determined to be a technology business, correct? 11 talk to David outside for a moment.
12 A. As we did clarify the information from 12 MS. EATON: Sure.
13 the applicant, we did call them a technology 13 MR. CONLAN: We might be just about
14 business. 14 done.
15 Q. All right. Let's go to 145. 15 (Short recess was taken.)
16 A. Okay. 16 MR. CONLAN: All right. We're done.
17 Q. And that's the SodaStream 17 (WITNESS EXCUSED.)
18 application -- no -- the SodaStream Project Summary. 18 (TESTIMONY CONCLUDED AT at 3:58 P.M.)
19 You've got some writing on -- 19
20 I'm assuming that's your handwriting, 20
21 right, on the front, on the first page there, 145? 21
22 A. Correct. 22
23 Q. Crossing off some numbers, and you 23
24 put, is this 31 now? 24
25 Do you remember what that was all 25
364 366
1 about, when he -- 1 CERTIFICATE
2 He said this will result in a 2
3 retention of 19 jobs out of 31, and then you ask, is 3 I, MIRIAM RIOS ROBINSON, a Certified Court
4 this 31 now? 4 Reporter, License No. XI02031, and Notary Public of
5 A. I don't recall the particulars. 5 the State of New Jersey, do hereby certify that
6 Q. No? Okay. Then, in -- under the 6 prior to the commencement of the examination,
7 material factor, it says, the alternative state for 7 JOHN J. ROSENFELD was duly sworn by me to testify
8 this expansion or relocation is Utah, and you cross 8 the truth, the whole truth and nothing but the
9 off expansion or relocation. So it reads, the 9 truth.
10 alternative state for this is Utah. 10 I DO FURTHER CERTIFY that the foregoing is
11 A. Okay. 11 a true and accurate transcript of the testimony as
12 Q. Is that an excessive change? 12 taken stenographically by and before me at the time,
13 A. Well, again, expansion or relocation. 13 place and on the date hereinbefore set forth.
14 Is it both, is it one or only one? 14 I DO FURTHER CERTIFY that I am neither a
15 I mean, it's odd wording. It's a 15 relative nor employee nor attorney nor counsel of
16 communication issue. 16 any of the parties to this action, and that I am
17 Q. Well, was this company already in 17 neither a relative nor employee of such attorney or
18 Utah? 18 counsel, and that I am not financially interested in
19 A. I don't know. 19 the action.
20 Q. And, on Page 2 of this Project 20
21 Summary, which is Bates stamp 146, isn't David 21
22 showing this as a manufacturing business? 22 ________________________________________
23 A. On this iteration, yes. 23 Notary Public of the State of New Jersey
24 Q. Is there anything wrong with changing 24
25 a designation of future iterations based on new 25 Dated: February 12, 2018


John Rosenfeld Deposition

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John Rosenfeld Deposition

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MER-L-001083-15 03/01/2018 7:00:25 PM Pg 1 of 50 Trans ID: LCV2018384488

1 SUPERIOR COURT OF NEW JERSEY

2 LAW DIVISION - MERCER COUNTY

3 DOCKET NO. MER-L-1083

7 NEW JERSEY ECONOMIC DEVELOPMENT :

8 AUTHORITY; JOHN J. ROSENFELD; :

9 MICHELE BROWN; FRED COLE; ANNE :

10 CARDELLO; and JOHN DOES 1-10, :

14 DEPOSITION OF JOHN ROSENFELD

15 DATE: THURSDAY, OCTOBER 26, 2017

16 COMMENCING AT: 11:55 A.M.

19 GUY J. RENZI & ASSOCIATES, INC.

20 CERTIFIED COURT REPORTERS & VIDEOGRAPHERS

21 GOLDEN CREST CORPORATE CENTER

22 2277 STATE HIGHWAY #33, SUITE 410

23 TRENTON, NEW JERSEY 08690

24 TEL: (609) 989-9199 TOLL FREE: (800) 368-7652

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

Guy J. Renzi & Associates (609) 989-9199

1 SUPERIOR COURT OF NEW JERSEY

2 LAW DIVISION - MERCER COUNTY

3 DOCKET NO. MER-L-1083-15

8 NEW JERSEY ECONOMIC DEVELOPMENT :

9 AUTHORITY; JOHN J. ROSENFELD; MICHELE : VOLUME II

10 BROWN; FRED COLE; ANNE CARDELLO and :

11 JOHN DOES 1-10, :

15 DEPOSITION OF: JOHN J. ROSENFELD

16 DATE: MONDAY, JANUARY 22, 2018

17 COMMENCING AT 10:08 A.M.

19 GUY J. RENZI & ASSOCIATES, INC.

20 CERTIFIED COURT REPORTERS & VIDEOGRAPHERS

21 GOLDEN CREST CORPORATE CENTER

22 2277 STATE HIGHWAY #33, SUITE 410

23 TRENTON, NEW JERSEY 08690

24 TEL: (609) 989-9199 TOLL FREE: (800) 368-7652

Guy J. Renzi & Associates (609) 989-9199