Two lighting executives are blaming one-another for the dimming fate of a Mamaroneck specialty light fixtures company.
Gerald Ahlin Jr., the former vice president of sales and marketing for Nulux Inc., accused Harold Lehr, the president, of siphoning off company assets to his solely-owned Spot on Lighting.
Ahlin filed the complaint last year in Manhattan Supreme Court but on Sept. 26 the judge moved the case to Westchester Supreme Court.
Lehr, of Larchmont, has denied the accusations and accused Ahlin of behavior that made him a substantial liability to the company.
When Ahlin, Lehr and Frank Conti bought Nulux in 2012, they each paid $150,000 for one-third of the shares. Lehr was president and CEO, according to the complaint. Ahlin was head of production and Conti was head of sales. All three served on the board of directors.
But in 2013, Ahlin claims, Lehr and Conti “hatched a scheme” to marginalize him and deprive him of the value of his shares.
In 2014, for instance, Lehr and Conti allegedly used their majority control to remove Ahlin from the board of directors.
In 2015, Lehr and Conti issued additional shares that increased Lehr interest to 86% and diluted Ahlin’s to 3%.
In 2016, Lehr, as majority owner, removed Conti from the board, according to the complaint, and in 2017 he had Nulux buy back Conti’s shares.
Conti is not named as a defendant in the complaint.
Ownership had cost the men $450 per share when they bought the company in 2012, according to the complaint, but as new shares were issued or redeemed the price varied from $3 to $2,500 and the implied value of the business ranged from $4,000 to $2.5 million.
Ahlin claims that Lehr wasted corporate assets by allowing Spot on Lighting to use Nulux’s building, equipment, supplies and employees in exchange for minimal payments.
When Ahlin questioned the arrangement in 2020, he says, Lehr fired him.
Ahlin is demanding unspecified damages for alleged breaches of fiduciary duty and conversion of assets.
In Lehr’s telling, Ahlin was removed from the board because he was chronically absent from work, often showed up intoxicated and “failed to meaningfully grow Nulux’s client and customer base.” (Ahlin rebutted assertions of intoxication and absences as false.)
Lehr says he received additional shares in Nulux in recognition that the company would not survive without him.
He said Spot on Lighting has a licensing deal to share office and factory space, equipment and personnel with Nulux.
He has loaned Nulux more than $2 million to enable the company to convert its products to LED fixtures, according to his affidavi, and he fired Ahlin when the Covid-19 pandemic forced Nulux to close.
In September 2021, Lehr says, the remnants of Hurricane Ida flooded the Mamaroneck factory and destroyed nearly all of the equipment, materials, and orders awaiting shipment.
“Nulux can no longer take new orders, fill existing orders or resume operations,” he states in the affidavit.
Nulux voluntarily dissolved itself on March 10, according to a New York Department of state corporation record, and Spot on Lighting remains as an active entity at the Mamaroneck site.
