1151 Brighton Beach Avenue

Amendment 14 Oct 2, 2012

This Fourteenth Amendment updates the sponsor's unsold-share schedule, adds the 2009-2011 financial statements and 2012 budget, and discloses a litigation settlement, J-51 status, board members, and sponsor maintenance funding for the 1151 Brighton Beach Avenue co-op plan.

• Exhibit A schedules Brighton Realty LLC's 3 unsold apartments (4-K, 5-E, 6-F) totaling 2610 shares
• Exhibit A shows monthly rental income of $1,335.00 and co-op maintenance of $1,880.67 ($0.7210 per share) for the unsold shares
• Exhibit C adds the budget for calendar year 2012
• Exhibit B adds certified financial statements for the years ended December 31, 2009, 2010 and 2011
• Final court approval on June 6, 2012 of the Pinnacle Group NY LLC settlement, with about $2.5 million to legal aid organizations; notices of appeal have been filed
• Building is not receiving J-51 benefits; no Brighton Realty LLC units deregulated under High Rent Decontrol since the prior amendment
• Current board members listed as Angelica Dorizas, Jay Williams, Galina Novikova, Arthur Wiener and Meir Bouskila
• Sponsor says it is current on maintenance obligations and will fund them from rent and future sales of unsold units

Amendment 13 Apr 20, 2009

Angel Realty LLC, the new holder of unsold shares for listed apartments, sets a maximum sale price of $375.00/share, names a new attorney and escrow agent, and discloses its maintenance and rent figures as of March 1, 2009.

• Maximum price for Owner's Unsold Shares set at $375.00/share
• Angel Realty, LLC designated Holder of Unsold Shares for the apartments in Exhibit "A"; Sponsor Brighton Realty Co. distributed all Unsold Shares to its partners
• New attorney and escrow agent for Owner: Harvey D. Kampton, Esq.; downpayment escrow account at JPMorgan Chase Bank
• As of March 1, 2009: aggregate monthly maintenance on Owner's Unsold Shares approximately $11,865.00; monthly tenant rent approximately $19,814.00; maintenance per share approximately $.6798 per month
• Owner's Unsold Shares not pledged as loan collateral; Owner stated to be current on all Plan obligations
• Comparative financial statements for 2006 and 2007 and a 2009 Budget for the Apartment Corporation attached as Exhibit "B"
• Copy of General Business Law §352-1 (effective July 22, 1998) attached as Exhibit "E"

Amendment 12 Jul 31, 2008

This amendment updates the unsold shares held by Brighton Realty NY LLC, discloses regulatory and tenant litigation involving Pinnacle Group NY, LLC, an affiliate of Brighton LLC, and attaches 2006 financial statements and a draft 2007 statement, while noting that no 2008 budget is available yet.

• Schedule of 4 unsold units owned by Brighton Realty NY LLC, totaling 3370 shares, attached as Exhibit A
• Disclosure of Attorney General and Manhattan District Attorney agreements with Pinnacle Group NY, LLC, an affiliate of Brighton LLC
• Disclosure of pending federal tenant lawsuit (BRUSH, et al.) against Joel Wiener and Pinnacle Group Corp., with Pinnacle Group NY, LLC and Pinnacle Group, LLC later added as defendants
• Board of Directors named: Angelica Dorizas, Galina Novikova, James Williams, Alla Berger and Arthur Wiener
• Financial Statement for year ended December 31, 2006 and draft for year ended December 31, 2007 attached as Exhibit B; Brighton LLC gives no warranty on maintenance charges
• Budget for calendar year 2008 not yet available

Amendment 11 May 16, 2007

This amendment updates the disclosure for the 11 unsold units owned by Brighton Realty NY LLC, giving their maintenance, rent, and per-share figures as of May 1, 2007, and attaches the owner's other-building schedule, board members, and financial statements.

• 11 unsold units owned by Brighton Realty NY LLC (8,780 shares) disclosed
• Aggregate monthly maintenance on the units: $4,714.86 (as of May 1, 2007)
• Aggregate monthly rent from the units: $4,792.52 (as of May 1, 2007)
• Maintenance per share: $0.5370 per month (as of May 1, 2007)
• None of the units are subject to mortgages or financing commitments
• Board of Directors listed as Felix Katsnelson, Arthur Wiener and Alla Berger
• Financial statement for year ended December 31, 2005 attached as Exhibit C; budget for 2006 and 2007 attached as Exhibit D
• Financial statement for year ended December 31, 2006 has not been made available to Brighton LLC

Amendment 10 Dec 28, 2005

The sponsor has passed all unsold shares to its partners, the 18 unsold units are now held by Brighton Realty NY LLC, and the amendment updates the financial disclosures, board list, and attached financial statements and budget.

• Sponsor's unsold shares distributed to its partners; 18 units now held by Brighton Realty NY LLC (14,365 shares)
• Brighton LLC monthly maintenance on unsold units was $8,523.00 as of December 19, 2005
• Brighton LLC monthly rent from tenants of those units was $14,095.00 as of December 19, 2005
• Maintenance per share was $0.5933 per month as of December 19, 2005
• None of the Brighton LLC units are subject to mortgages or financing commitments
• Board of directors listed as Felix Katsnelson, Meir Bouskila, Alla Berger and Arthur Wiener; Bouskila and Arthur Wiener are affiliated with Brighton LLC
• Brighton LLC's ownership in other cooperatives and condominiums (10% or more) listed in Exhibit B
• Financial statements for 2003 and 2004 and the 2005 budget attached as Exhibits C and D

Amendment 9 Oct 27, 2004

The amendment raises the price of the 21 unsold shares held by Brighton Realty NY LLC to $1,000.00 per share and adds financial disclosures about that LLC, its board seats, and its ownership in other buildings.

• Cash price per Unsold Share increased to $1,000.00; Brighton LLC may accept less
• All Unsold Shares distributed to partners; 21 units (16,530 total shares) held by Brighton LLC, acquired January 1, 1997
• As of August 1, 2004: Brighton LLC monthly maintenance $9,340.00; monthly tenant rent $15,175.00; maintenance $0.5650 per share per month
• Brighton LLC states it has no financial obligations due within 12 months beyond maintenance, is current on all obligations, and has no units subject to mortgages or financing commitments
• Exhibit B lists buildings where Brighton LLC or its affiliates own 10% or more of shares or units
• Board: Felix Katsnelson, Meir Bouskila, Alla Berger, Arthur Wiener; Bouskila and Wiener are affiliated with Brighton LLC
• Financial statements for years ended December 31, 1999 through December 31, 2003 attached as Exhibit C

Amendment 8 Sep 30, 1997

This amendment updates the sponsor's financial disclosure for its unsold shares, changes the escrow agent to Goldstick, Weinberger, Feldman & Grossman, P.C., and attaches the Apartment Corporation's 1996 and 1995 financial statements.

• Escrow agent changed to Goldstick, Weinberger, Feldman & Grossman, P.C., 261 Madison Avenue, New York, NY 10016, which also serves as Sponsor's attorney for sales of Unsold Shares
• Escrow account for purchaser downpayments is interest-bearing, with interest paid to purchasers
• As of September 1, 1997: aggregate monthly maintenance payable by Sponsor on Unsold Shares approximately $23,795; aggregate monthly tenant rents approximately $35,698
• As of September 1, 1997: maintenance per share approximately $.4545 per month
• Unsold Shares and their apartments listed in Exhibit A
• No Unsold Shares pledged as collateral for loans
• Sponsor states it is current on all Plan financial obligations
• Apartment Corporation's 1996 and 1995 financial statements attached as Exhibit B

Amendment 7 Nov 12, 1993

The amendment discloses that the building's first mortgage was extended to December 1, 1997, that the sponsor will relinquish board control on a set timetable, and it updates unsold-share maintenance, sponsor obligations, and financial statements for the conversion.

• First mortgage with Crossland Federal Savings Bank extended to December 1, 1997; no further extension right
• Projected $1,586,296.38 ($24.97 per share) due at maturity, with no representation on refinancing
• Mortgage principal $1,663,914.81 as of April 1, 1993; monthly installments $14,073.95 at 9.4% per annum
• Sponsor to relinquish board control on the earlier of five years from closing or when unsold shares fall below 50%
• Unsold shares: monthly maintenance $21,635.70 and rental income $29,041.09 as of July 1, 1993; maintenance $0.4132 per share per month
• Sponsor has no financial obligations to the Apartment Corporation due in the next twelve months other than maintenance
• Accountant's statement of operations for year ended December 31, 1992 attached as Exhibit B
• Sponsor's ownership in other cooperatives and condominiums disclosed

Amendment 6 Sep 22, 1992

This sixth amendment to the 1151 Brighton Beach cooperative conversion plan discloses the sponsor's unsold shares and their maintenance and rent figures, confirms the sponsor is current on its obligations, sets when the sponsor gives up board control, and replaces the downpayment escrow terms as of July 1, 1992.

• Exhibit A schedules all units owned by the sponsor or holders of unsold shares; none are subject to mortgages or financing commitments
• As of July 1, 1992, aggregate monthly maintenance on unsold shares is approximately $22,774, and aggregate monthly rent from tenants of unsold units is approximately $25,840
• Maintenance per share is $0.435 per month as of July 1, 1992
• Sponsor has no financial obligations to the Apartment Corporation due within the next twelve months other than maintenance charges, and is current on all obligations
• Sponsor will fund maintenance from rent on unsold units and from future sales
• Sponsor relinquishes control of the Board of Directors on the earlier of five years from closing or when unsold shares fall below 50% of total shares
• Exhibit B adds the Accountant's Statement of Operations for the year ended December 31, 1991
• Downpayment escrow is replaced: as of July 1, 1992, funds go to the attorney escrow account of Sonnenschein, Sherman & Deutsch at Chemical Bank

Amendment 5 Dec 9, 1991

This amendment updates the unsold share schedule, reports current maintenance and rent figures for unsold units, adds sponsor financial-status statements, and adds rent-redirection terms under GBL Section 352-e(2-d).

• Exhibit A lists units owned by sponsor or holders of unsold shares and their share counts; none of the unsold shares are subject to mortgages or financing commitments
• As of June 1, 1991, aggregate monthly maintenance on unsold shares is approximately $23,437.99
• As of June 1, 1991, aggregate rent received from tenants of unsold units is approximately $26,839.88
• Sponsor has no financial obligations to the Apartment Corporation due within the next twelve months, other than maintenance charges, and states it is current on all obligations under the Plan
• Sponsor will fund maintenance from tenant rents on unsold units and from future sales
• Sponsor discloses its ownership interests in other cooperatives and condominiums and states it is current on those obligations
• Sponsor relinquishes Board control at the earlier of five years from the date of closing or the date unsold shares fall below fifty percent (50%) of total shares
• Exhibit B adds the accountant's statement of operations for the year ended December 31, 1990

Amendment 4 Feb 15, 1991

This amendment lets the Sponsor negotiate lower prices and other terms with individual buyers, reports the January 2, 1991 closing and related post-closing figures, and updates the Sponsor's financial and board-control disclosures for unsold shares.

• Sponsor may sell unsold apartments at prices lower than in the Plan or on terms negotiated with individual buyers
• Holder of Unsold Shares controls the Board of Directors for five (5) years or until unsold shares fall below fifty (50%) percent of the Shares, whichever is earlier
• Conveyance held January 2, 1991; the Apartment Corporation acquired title to the Premises
• Reserve fund of $25,410 established by the Sponsor at Crossland Savings, FSB
• Closing adjustment of $11,987.57 owed to the Sponsor, paid by six interest-free promissory notes commencing July 2, 1991
• Mortgage principal balance at closing of $1,663,915.00, with interest-only monthly payments of $13,172.66 at 9.5% per annum
• Unsold shares: monthly maintenance of approximately $24,103.00 and monthly rents of approximately $22,216.00; none subject to loans or financing commitments
• Exhibit A lists unsold shares as of January 31, 1991, out of 55,410 total shares

Amendment 3 Nov 21, 1990

The sponsor declares the Plan effective as a non-eviction plan, revises several Declaration of Condominium sections and appendices, adds 1988 and 1989 operating statements, and discloses that first-floor apartment counts and cellar use still await a Certificate of Occupancy amendment.

• Plan declared effective as a non-eviction plan by notice dated May 1, 1990
• Only 17 of 26 subscribers counted toward effectiveness (23 purchasers and 3 tenants subscribed)
• Section 5.2 of the Declaration replaced, redefining the Residential Unit
• Section 5.1 (second sentence) and Section 6.1(b) of the Declaration replaced
• Revised Appendix "B" issued; some data intentionally omitted and to be inserted before filing with the City
• "All dimensions above are more or less" added to the deed description
• Accountant's certified Statement of Operations for 1988 and 1989 added
• Certificate of Occupancy not yet amended to change first-floor apartments from eight to six, or to convert about 1000 sq ft of cellar to commercial use; amendment anticipated in about one month

Amendment 2 Apr 12, 1990

This second amendment adds a violations search and a repair cost estimate for open building violations at the building, without changing unit prices, offering terms, or dates of the plan.

• Annexes as Exhibit A a violations search dated March 1, 1990 for the building at 1151 Brighton Beach Avenue
• Annexes a letter from Ree Dee Cee Maintenance Corp. dated March 13, 1990 estimating the cost to cure the open violations at $715.00
• Incorporates the amended plan by reference into the original offering plan accepted for filing September 11, 1989

Amendment 1 Jan 18, 1990

The amendment gives tenants in occupancy a reduced price of $20.00 per share and lowers the projected Reserve Fund to $25,410 after a credit for capital work the sponsor performed.

• Tenants in occupancy on the Filing Date may subscribe to their unit's shares at $20.00 per share
• Tenant offer expires 30 days after the Presentation Date of this amendment, with no further tenant offer before the Plan is declared effective unless a later amendment provides for one
• Projected Reserve Fund reduced to $25,410, calculated as 3% of 63,525 shares x $20.00 per share, less a $12,705 credit
• The $12,705 credit covers sponsor-performed capital replacements: elevator machinery ($6,250), elevator cab ($5,000), intercom system ($7,500), and replumbing of main pipelines ($10,400)
• The Plan is modified and supplemented by this amendment and incorporated by reference