ALM Properties, Inc.
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Firm's Devotion Helps Create New Jewish Center
The Connecticut Law Tribune
A century-old former restaurant has been transformed into a religious community center, with the help of pro bono work by Norwalk-based Goldman, Gruder & Woods.
Real estate attorney practitioner Kenneth M. Gruder, one of the firm's founding partners, said it has taken 18 months to facilitate the sale of the once-Three Bears Restaurant, which was owned by the Vazzano family, to Chabad of Westport, Wilton, Weston and Norwalk, which is part of the Chabad-Lubavitch movement within Orthodox Judaism. The purchase price was $1.6 million.
Parts of the 9,180-square-foot, white, Colonial-style building dates to the early 1800s, when it served as a stagecoach stop. The Three Bears Restaurant opened in the early 20th century, and generations of Fairfield County residents enjoyed the cozy atmosphere, fireplaces and unpretentious cuisine.
"It's a very important landmark in the town of Westport and lower Fairfield County," said Gruder. "It was a restaurant for so long in the area and is so well known for its location and its prominence."
Gruder, who has been involved with Chabad for approximately eight years, said the building will be used for religious services, classes for adults and children and community meetings. Chabad occupied the building as a tenant for a number of months as the sale agreement was being negotiated.
Gruder said hammering out the purchase contract was a process not devoid of complication. "When you represent a nonprofit in a project, you have to be very careful to take into account the needs and desires for all the board members, who really stand a wide spectrum of different personalities," he said.
The law firm doesn't keep formal records of pro bono work, but Gruder estimated that more than 100 hours was spent on the Chabad project. Gruder and one of the firm's other co-founders, Michael Goldman, worked alongside other attorneys at no charge for all 18 months.
Pro bono work for Jewish congregational organizations is something Gruder and Goldman strongly believe in. "From our firm's get-go, we've done tons and tons of work for the synagogue we both attend, which is Congregation Rodeph Shalom in Bridgeport," said Goldman, who has been on the synagogue's board for at least 18 years. "Generally, we've been doing such nonprofit legal work without charge: real estate transactions and corporate formations, bylaws and general advice."
In his regular practice, Goldman handles a significant amount of "business entity work," including forming entities, and a large quantity of corporate and LLC governance issues. He said that many of the businesses, corporations or LLC's he represents entail helping and advising partners who can't agree.
"Whether it's pro bono or for profit corporations, the same legal issues come into play," said Goldman. "I use the same brain cells to handle both kinds of things because they are kind of related."
Goldman and Gruder agreed working with businesses and nonprofits on projects can be strenuous, and the Chabad project was no exception.
"It was very lengthy," said Gruder. "Both the negotiation and the actual securing the purchase of the premises due to the ownership of the building being throughout several family members and several family trusts, basically all located out-of-state."
Gruder said the property transaction also required plenty of due diligence, because of the structure's old age and its "quirky nature," such as the septic facilities being across the state highway from the building.
There were also numerous regulatory issues to deal with. For example, the team of attorneys involved with the project had to consider how, because the building was previously a restaurant, it could be used by Chabad as a religious center.
In 2007, Chabad of Litchfield County was denied a zoning application in Litchfield to renovate a historic house similar to the one in Westport. The drawn-out controversy, including a lawsuit, has bubbled around charges of religious discrimination.
Legal messiness being an unattractive outcome, Gruder said an informal town meeting was held at the building to advise the neighbors prior to submitting Chabad of Westport, Wilton, Weston and Norwalk's formal proposal and application.
About 40 members of the public attended this meeting last March, where they were informed of Chabad's desire to use the building for religious purposes, assured the exterior of the building would not change, and asked to support the zoning application at the public hearing last May.
"We actually had our engineers, our architects, our zoning council all there," said Gruder. "And we invited all the neighbors to come and all the prominent local individuals in the area to come in advance and ask questions."
Now the effort is nearing completion. "All that's left is [to] finalize the conservation approval and then perform some interior renovations to the property while at all times maintaining the façade and regional structure, because of its historic nature."
One of Goldman, Gruder & Woods' longtime clients is Able Construction of Norwalk, the construction company that is working on the building renovations. "They are also a family of very strong supporters of Chabad," said Gruder. "They donate their time as well at no cost for the project.