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Matarazzo Lawsuit

Plaintiff Marisa Matarazzo has filed a verified complaint against the Toms River Regional Board of Education (TRRSBOE) to vacate a professional services contract for legal services, claiming it was executed in violation of New Jersey's School Contracts Law and the Board's own procurement policies. The complaint alleges that the contract was approved retroactively without proper public process, lacked transparency, and involved a conflict of interest due to the Board President's relationship with the attorney hired. Matarazzo seeks judicial intervention to protect taxpayer interests and enforce compliance with applicable laws and regulations.

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Dennis Carmody

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0% found this document useful (0 votes)

2K views73 pages

Matarazzo Lawsuit

Uploaded by

Dennis Carmody

We take content rights seriously. If you suspect this is your content, claim it here.

Available Formats

Download as PDF, TXT or read online on Scribd

OCN-L-000291-26 01/30/2026 [Link] PM Pg 1 of 29 Trans ID: LCV2026249907

DONALD F. BURKE, ESQ. #008011983

LAW OFFICE OF DONALD F. BURKE
45 GALE ROAD
BRICK, NEW JERSEY 08723
TEL: (732) 966-4922
ATTORNEYS FOR PLAINTIFF
MARISA MATARAZZO
SUPERIOR COURT OF NEW JERSEY
MARISA MATARAZZO, LAW DIVISION: OCEAN COUNTY
Plaintiff,
DOCKET NO.:
v.
CIVIL ACTION
TOMS RIVER REGIONAL BOARD OF
EDUCATION, VERIFIED COMPLAINT IN
LIEU OF PREROGATIVE WRITS
Defendant.

Plaintiff Marisa Matarazzo, by way of Complaint against defendants, states:

PRELIMINARY STATEMENT

1. This action in lieu of prerogative writs seeks to vacate and declare void a professional

services contract entered into by the Toms River Regional Schools Board of Education

(“TRRSBOE”) in violation of the School Contracts Law, N.J.S.A. 18A:18A-1 et seq.,

regulations and the TRRSBOE’s own policies.

2. Plaintiff Marisa Matarazzo is a duly elected member of the TRRSBOE and brings this

action in lieu of prerogative writs seeking to prevent the waste of taxpayer funds by the

TRRSBOE and to enforce compliance with New Jersey’s statutory, regulatory, and ethical

safeguards governing public expenditures.

3. Compliance with laws regulations and TRRSBOE policies and procedures is crucial

because the TRRSBOE serves a community that has experienced repeated increases in school

taxes and growing fiscal strain, while the TRRSBOE itself has publicly warned of severe
OCN-L-000291-26 01/30/2026 [Link] PM Pg 2 of 29 Trans ID: LCV2026249907

financial distress, including the prospect that the District may be unable to meet its ongoing

obligations absent additional revenue or extraordinary measures.

4. Those warnings have been accompanied by repeated budgetary appeals to taxpayers

and public discussions of insolvency risk and potential bankruptcy.

5. Against this backdrop of escalating taxes and fiscal instability, the Board entered into a

professional services contract for legal services at $850 per hour without complying with laws

regulations and TRRSBOE policies and procedures.

6. New Jersey law does not permit a board of education facing fiscal stress to disregard

procurement rules, transparency requirements, or conflict-of-interest prohibitions when

expending public funds. On the contrary, when a school board is facing fiscal collapse,

heightened adherence to statutory, regulatory controls and the school board’s policies and

procedures is of utmost importance.

7. Unless voided by the Court, the challenged contract will continue to divert scarce

public resources in a manner that is arbitrary, capricious, unreasonable, and contrary to law, to

the detriment of the taxpayers and residents of the Toms River Regional School District.

8. The Toms River Regional Board of Education unlawfully retained private legal counsel

at hourly rates of $850 per hour for in-court services and $750 per hour for out-of-court

services without complying with statutory requirements governing procuring and entering into

professional services contracts.

9. Compounding these violations, the attorney the TRRSBOE purports to have hired

executed the contract on December 8, 2025, nine days before the Board of Education formally

2
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approved the engagement on December 17, 2025, rendering the contract an ultra vires and

retroactively approved agreement, void as a matter of law.

10. For the reasons set forth in more detail below, plaintiff seeks judicial intervention to

void the contract in order to protect the public interest and enforce compliance with applicable

laws and regulations.

PARTIES

11. Plaintiff Marisa Matarazzo is a resident and taxpayer of the TRRSBOE and a duly

elected member of the Toms River Regional Board of Education.

12. Defendant TRRSBOE is a public body organized under the laws of the State of New

Jersey and responsible for the governance and administration of the Toms River Regional

School District.

JURISDICTION

13. This action is brought pursuant to Rule 4:69 of the New Jersey Rules of Court as an

action in lieu of prerogative writs.

14. Venue is proper in Ocean County because the acts complained of occurred in the

Township of Toms River, County of Ocean, State of New Jersey.

FACTS APPLICABLE TO ALL CLAIMS

15. On or about December 8, 2025, Patrick Toscano executed a written agreement to

provide legal services to the TRRSBOE. (See Agreement to Provide Legal Services attached as

Exhibit A).

16. The agreement is between “Michael Citta and the Board of Education” and The

Toscano Law Firm, LLC and provides for a $15,000 retainer and compensation at the rates of

3
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$850 per hour for court appearances and $750 per hour for non-court legal services for Patrick

P. Toscano, Jr., Esq.

17. At the time the agreement was executed by the firm, the TRRSBOE had not yet

approved the engagement at a public meeting.

18. The TRRSBOE did not vote to approve the contract until its public meeting on

December 17, 2025, yet the contract states its “effective date” is December 8, 2025.

19. Prior to entering into the agreement, the Toms River Regional Board of Education did

not issue an RFP or RFQ, nor did it solicit competing proposals or qualifications from other

attorneys or law firms.

20. The Toms River Regional Board of Education also failed to comply with the

requirements governing professional services contracts, including but not limited to the

obligation to ensure transparency, competition, and public confidence in municipal

contracting.

21. The retroactive approval of the contract constituted an unlawful ratification of an

agreement entered into without authority, in violation of settled New Jersey law.

22. As a result, the contract is void ab initio because the public process and consideration

by the TRRSBOE was a sham because the terms of the contract had already been established.

23. At all relevant times, Ashley Lamb served as President of the Toms River Regional

Board of Education.

24. TRRSBOE President Lamb voted for the retention of Patrick Toscano and signed and

approved the professional services contract retaining Patrick Toscano on behalf of the

TRRSBOE.

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25. TRRSBOE President Lamb is married to Justin Lamb.

26. Patrick Toscano has an ongoing attorney-client relationship with the TRRSBOE

President’s spouse, Justin Lamb. (See letter from Patrick Toscano, Esq., attached as Exhibit B,

stating “Our firm serves as legal counsel to Mr. Justin Lamb.”).

27. TRRSBOE President Lamb did not recuse herself from discussions, negotiations,

execution, or approval of the contract.

28. TRRSBOE President Lamb’s participation in the selection, execution, and approval of

Patrick Toscano created a conflict of interest, prohibited under New Jersey law.

29. The conflict compromised the integrity of the procurement process and independently

rendered the contract void and unenforceable.

COUNT ONE
(VIOLATION OF THE SCHOOL CONTRACTS LAW – N.J.S.A. 18A:18A-1 ET SEQ.)

30. Plaintiff repeats and realleges paragraphs 1 through 29 as if fully set forth herein.

31. The TRRSBOE’s retention of Patrick Toscano without issuing an RFP or RFQ

violated the procedural and substantive safeguards of the School Contracts Law.

32. The professional services exception under N.J.S.A. 18A:18A-5 does not permit

unfettered discretion, retroactive contracting, or the avoidance of transparency requirements.

33. The TRRSBOE failed to “state supporting reasons for its action in [a] resolution

awarding the contract” as required by N.J.S.A. 18A:18A-5(a)(1).

34. The TRRSBOE failed to “cause to be printed once, in an official newspaper, a brief

notice stating the nature, duration, service and amount of the contract, and that the resolution

and contract are on file and available for public inspection in the office of the board of

education” as required by N.J.S.A. 18A:18A-5(a)(1).

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35. The failure to comply with the School Contracts Law renders the contract illegal and

unenforceable.

COUNT TWO
(VIOLATION OF N.J.A.C. 6A:23A-5.2)

36. Plaintiff repeats and realleges paragraphs 1 through 35 as if fully set forth herein.

37. The retention of professional services by boards of education in New Jersey is

governed by N.J.A.C. 6A:23A-5.2, which establishes mandatory fiscal, procedural, and

substantive requirements for such contracts.

38. N.J.A.C. 6A:23A-5.2 requires, among other things, that professional services contracts

be:

a. issued in a deliberative and efficient manner that ensures the school district receives
the highest quality services at a fair and competitive price or through a shared service
arrangement. This may include, but is not limited to, issuance of such contracts
through a request for proposals (RFP) based on cost and other specified factors or
other comparable process;
b. structured to ensure the district receives the highest quality services at a fair and
competitive price;
c. limited to non-recurring or specialized work for which the district lacks adequate
in-house expertise;
d. supported by a defined scope of services and compensation;
e. subject to formal board approval prior to execution; and
f. designed to minimize the cost of professional services to the district.

39. The Toms River Regional Board of Education violated N.J.A.C. 6A:23A-5.2 by

retaining The Toscano Law Firm LLC:

a. without issuing a Request for Proposals or other competitive or comparative

procurement process;
b. without documented findings that the services were non-recurring or specialized;
c. without any analysis of comparative qualifications or fees;
d. at hourly rates of $850 per hour for court appearances and $750 per hour for non-
court services, without justification or cost-containment findings; and
e. by permitting execution of the contract prior to formal Board approval.

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40. The TRRSBOE further violated N.J.A.C. 6A:23A-5.2 by failing to ensure that the

contract structure and approval process minimized costs and protected the fiscal integrity of

the district.

41. The TRRSBOE’s failure to adhere to applicable law renders the contract invalid and

unenforceable.

42. The TRRSBOE’s actions were ultra vires, arbitrary, capricious, and unreasonable.

43. As a result, the contract entered into with Patrick Toscano must be set aside and

vacated.

COUNT THREE
(VIOLATION OF THE BOARD’S OWN PROCUREMENT POLICIES)

44. Plaintiff repeats and realleges paragraphs 1 through 43 as if fully set forth herein.

45. The TRRSBOE is bound by duly adopted written policies governing the procurement

of professional services, including Policy Nos. 0174 and 0177, adopted and revised pursuant

to N.J.A.C. 6A:23A-5.2. (See Policy No. 0174, Exhibit C and Policy No. 0177, Exhibit D).

46. Those policies expressly state that “[c]ontracts for legal services will be issued by the

Board in a deliberative and efficient manner that ensures the district receives the highest quality

services at a fair and competitive price,” including “through a Request for Proposals (RFP)

based on cost and other specified factors or other comparable processes.”

47. The policies further limit professional services contracts to non-recurring or specialized

work for which the district lacks adequate in-house expertise and require that the scope of

services and compensation be clearly defined and justified.

48. The policies also require fiscal controls, including advance review, defined billing

practices, and measures designed to minimize the cost of professional services to the public.

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49. The “Legal Services” policy further states “[a]ny professional services contract(s) for

legal services shall prohibit advance payments.”

50. The contract with Patrick Toscano violates this policy by requiring an advance payment

“in the amount of $15,000” to be paid “in full upon execution of this Agreement.”

51. In violation of these policies, the TRRSBOE retained Patrick Toscano:

a. without issuing an RFP or RFQ or other comparable process;

b. without any documented comparison of qualifications or fees;
c. without findings that the services were non-recurring or specialized; and
d. at hourly rates of $850 per hour in court and $750 per hour out of court, far
greater than comparable rates for municipal and school board legal services, and with
a prohibited advance payment in the amount of $15,000.

52. The TRRSBOE further violated its own policies by permitting the attorney to execute

the contract prior to TRRSBOE approval, undermining the policies’ requirement of

deliberative, transparent authorization.

53. A governmental entity’s failure to comply with its own duly adopted procurement

policies renders its actions arbitrary, capricious, unreasonable, and ultra vires.

COUNT FOUR
(VIOLATION OF THE OPEN PUBLIC MEETINGS ACT)

54. Plaintiff repeats and realleges paragraphs 1 through 53 as if fully set forth herein.

55. The TRRSBOE is a “public body” subject to the Open Public Meetings Act

(“OPMA”), N.J.S.A. 10:4-6 et seq.

56. OPMA requires that all meetings of a public body at which public business is discussed

or decided be conducted openly, upon adequate notice, and in public, unless a narrowly

defined statutory exception applies.

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57. OPMA further prohibits public bodies from using informal gatherings, private

communications, or serial discussions to deliberate or decide matters that are required to be

considered at a public meeting.

58. Defendant Toscano Law Firm LLC executed the professional services contract on

December 8, 2025, nine days before the TRRSBOE publicly considered and approved the

retention at its December 17, 2025 meeting.

59. The execution of a binding professional services contract prior to public approval gives

rise to a reasonable inference that:

a. the material terms of the contract, including scope and compensation, were
discussed, negotiated, or agreed upon by Board members outside of a properly
noticed public meeting; and/or

b. a consensus or decision to retain Patrick Toscano was reached prior to the

public meeting.

60. Any such private deliberation, agreement, or decision-making regarding the retention

of professional services constitutes a “meeting” within the meaning of OPMA and was

required to occur in public.

61. The TRRSBOE did not provide public notice, permit public attendance, or allow

public participation with respect to any such pre-meeting deliberations.

62. The TRRSBOE’s subsequent public vote on December 17, 2025 constituted an

impermissible ratification of prior private action, which OPMA does not permit.

63. As a result, the TRRSBOE’s actions violated OPMA and deprived the public of its

statutory right to observe and participate in the governmental decision-making process.

64. Any action taken in violation of OPMA is voidable, and where the violation

undermines the integrity of the public process, courts routinely vacate the resulting action.

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COUNT FIVE
(VIOLATION OF N.J.S.A. 18A:12-24)

65. Plaintiff repeats and realleges paragraphs 1 through 64 as if fully set forth herein.

66. At all relevant times, Ashley Lamb was a member and President of the TRRSBOE, and

therefore a “school official” within the meaning of N.J.S.A. 18A:12-23 and N.J.S.A. 18A:12-

24.

67. N.J.S.A. 18A:12-24 expressly prohibits a school official from having an interest, directly

or indirectly, in any contract with the board, and further prohibits a school official from using

or attempting to use her official position to secure unwarranted privileges or advantages for

herself or others.

68. The Toscano Law Firm LLC has an existing attorney-client relationship with the Justin

Lamb, Ashley Lamb’s spouse, creating a personal interest in the professional services contract.

69. TRRSBOE President Ashley Lamb participated in the selection, execution, and

approval of the professional services contract with the Toscano Law Firm LLC and signed the

contract on behalf of the Board.

70. TRRSBOE President Lamb did not disclose the conflict on the record and did not

recuse herself from deliberations, negotiations, execution, or approval of the contract.

71. By participating in and approving a contract with an attorney who represented her

husband, TRRSBOE President Lamb had a prohibited direct interest in the contract, in

violation of N.J.S.A. 18A:12-24.

72. A contract entered into in violation of N.J.S.A. 18A:12-24 is tainted by illegality,

undermines public confidence in school governance, and is void as against public policy.

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73. The violation of N.J.S.A. 18A:12-24 independently renders the professional services

contract void ab initio, regardless of any subsequent Board action or ratification.

PRAYER FOR RELIEF

WHEREFORE, plaintiff Marisa Matarazzo respectfully requests the Court:

a. Issue an order vacating and setting aside the professional services contract
between the TRRSBOE and the Toscano Law Firm LLC;

b. Declare the contract void ab initio;

c. Grant such other and further relief as the Court deems equitable and just,
including costs and reasonable attorneys’ fees where permitted by law.

CERTIFICATION OF COMPLIANCE WITH RULE 1:38-7(c)

I certify that confidential personal identifiers have been redacted from documents now

submitted to the court and will be redacted from all documents submitted in the future in

accordance with Rule 1:38-7(b).

DESIGNATION OF TRIAL ATTORNEY

Pursuant to Rule 4:25-4, DONALD F. BURKE, ESQUIRE, is hereby designated as trial

counsel in the above-captioned action on behalf of plaintiff MARISA MATARAZZO.

LAW OFFICE OF DONALD F. BURKE

Attorneys for Plaintiff
MARISA MATARAZZO

By: s/ Donald F. Burke

Donald F. Burke, Esq.
Dated: January 30, 2026

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VERIFICATION

I, Marisa Matarazzo, of full age, do affirm and state:

1. I am the plaintiff in the above action.

2. I have reviewed the contents of the Verified Complaint in Lieu of Prerogative Writs

and state they are true to the best of my knowledge and belief.

I certify that the foregoing statements made by me are true. I am aware that if any of

the foregoing statements made by me are willfully false, I am subject to punishment.

s/ Marisa Matarazzo
Marisa Matarazzo, Plaintiff

Dated: January 30, 2026

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EXHIBIT A
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OCN-L-000291-26 01/30/2026 [Link] PM Pg 17 of 29 Trans ID: LCV2026249907
OCN-L-000291-26 01/30/2026 [Link] PM Pg 18 of 29 Trans ID: LCV2026249907
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EXHIBIT B
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EXHIBIT C
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EXHIBIT D
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OCN-L-000291-26 01/30/2026 [Link] PM Pg 1 of 4 Trans ID: LCV2026249907

DONALD F. BURKE, ESQ. #008011983

LAW OFFICE OF DONALD F. BURKE
45 GALE ROAD
BRICK, NEW JERSEY 08723
TEL: (732) 966-4922
ATTORNEYS FOR PLAINTIFF
MARISA MATARAZZO
MARISA MATARAZZO, SUPERIOR COURT OF NEW JERSEY
Plaintiff, LAW DIVISION: OCEAN COUNTY

v. DOCKET NO.:
TOMS RIVER REGIONAL BOARD OF EDUCATION,
CIVIL ACTION
Defendant.
ORDER TO SHOW CAUSE

THIS MATTER being brought before the Court by the Law Office of

Donald F. Burke, Donald F. Burke, Esq. appearing on behalf of plaintiff Marisa

Matarazzo, seeking relief by way of summary action pursuant to Rule 4:67-1(a);

and based upon the facts set forth in the Verified Complaint filed herewith the

Court having determined that this matter may be commenced by Order to Show

Cause as a summary proceeding; and for good cause shown;

IT IS on this day of ___, 2026,

ORDERED that the defendants appear and show cause on the ________

day of ___________________, 2026 before the Superior Court at the Ocean

County Courthouse in Toms River, New Jersey at _____ o’clock in the _____

noon, or as soon thereafter as counsel may be heard, why judgment should not

be entered:
OCN-L-000291-26 01/30/2026 [Link] PM Pg 2 of 4 Trans ID: LCV2026249907

a. Issue an order vacating and setting aside the professional

services contract between the Toms River Regional Board of
Education and Patrick Toscano;

b. Declare the contract void ab initio;

c. Grant such other and further relief as the Court deems equitable
and just, including costs and reasonable attorneys’ fees where
permitted by law.

IT IS FURTHER ORDERED THAT:

1. A copy of this Order to Show Cause, Verified Complaint and all

supporting affidavits or certifications submitted in support of this application be

served upon defendants within ____ days of the date hereof by email and

Certified Mail, Return Receipt Requested to the Business Administrator of the

Toms River Regional Board of Education.

2. The plaintiff must file with the court its proof of service of the pleadings

on the defendants no later than three (3) days before the return date.

3. Defendants shall file and serve a written Answer, an answering affidavit

or a motion returnable on the return date to this Order to Show Cause

addressing the relief requested in the Amended and Supplemented Verified

Complaint along with proof of service of the same by _________________,

2026. The Answer, answering affidavit or a motion, as the case may be, must be

filed with the Clerk of the Superior Court in the county listed above and a copy of

the papers must be sent directly to the chambers of Judge

_____________________.

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4. The plaintiff must file and serve any written reply to the defendants’

Order to Show Cause opposition by _________________, 2026. The reply

papers must be filed with the Clerk of the Superior Court in the county listed

above and a copy of the reply papers must be sent directly to the chambers of

Judge _____________________.

5. If the defendants do not file and serve opposition to this Order to Show

Cause, the application will be decided on the papers on the return date and relief

may be granted by default, provided that the plaintiff files a proof of service and

a proposed form of Order at least three (3) days prior to the return date.

6. If the plaintiff has not already done so, a proposed form of Order

addressing the relief sought on the return date (along with a self-addressed

return envelope with return address and postage) must be submitted to the

court no later than three (3) days before the return date.

7. Defendants: take notice that the plaintiff has filed a lawsuit against you

in the Superior Court of New Jersey. The Verified Complaint attached to this

Order to Show Cause states the basis of the lawsuit. If you dispute this

Complaint, you, or your attorney, must file a written Answer, an answering

affidavit or a motion returnable on the return date of the Order to Show Cause

and proof of service before the return date of the Order to Show Cause. These

documents must be filed with the Clerk of the Superior Court in the county listed

above. Include any filing fee that is necessary, payable to “Treasurer, State of

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New Jersey.” You must also send a copy of your Answer, answering affidavit or

motion to the plaintiff’s attorney whose name and address appear above, or to

the plaintiff, if no attorney is named above. A telephone call will not protect your

rights; you must file and serve your Answer, answering affidavit or motion (with

the fee), or judgment may be entered against you by default.

8. If you cannot afford an attorney, you may call the Legal Services office

in the county in which you live. If you do not have an attorney and are not

eligible for free legal assistance you may obtain a referral to an attorney by

calling one of the Lawyer Referral Services.

9. The Court will entertain argument, but not testimony, on the return

date of the Order to Show Cause, unless the Court and parties are advised to the

contrary no later than _____ days before the return date.

______________________________
J.S.C.

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DONALD F. BURKE, ESQ. #008011983

LAW OFFICE OF DONALD F. BURKE
45 GALE ROAD
BRICK, NEW JERSEY 08723
TEL: (732) 966-4922
ATTORNEYS FOR PLAINTIFF
MARISA MATARAZZO
SUPERIOR COURT OF NEW JERSEY
MARISA MATARAZZO, LAW DIVISION: OCEAN COUNTY
Plaintiff,
CIVIL ACTION
v.
DOCKET NO.:
TOMS RIVER REGIONAL BOARD OF EDUCATION,
ORDER
Defendant.

THIS MATTER being brought before the Court by the Law Office of

Donald F. Burke, Donald F. Burke, Esq. appearing on behalf of plaintiff Marisa

Matarazzo, seeking relief by way of summary action pursuant to Rule 4:67-1(a);

and the Court having entered an Order to Show Cause; and having considered

the submissions of the parties in support of and in opposition to plaintiff’s

application; and for good cause shown;

IT IS on this day of ___________, 2026,

ORDERED that the professional services contract between the Toms River

Regional Board of Education and Patrick Toscano is vacated, set aside and void

ab initio; and it is further

ORDERED that a copy of this Order shall be served on all counsel of

records by eCourts.
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_______
J.S.C.
____ Opposed
____ Unopposed

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DONALD F. BURKE, ESQ. #008011983

Defendant.

_____________________________________________________________________

MEMORANDUM OF LAW IN SUPPORT OF PLAINTIFF MARISA MATARAZZO’S

APPLICATION FOR AN ORDER TO SHOW CAUSE
_____________________________________________________________________

LAW OFFICE OF DONALD F. BURKE

45 GALE ROAD
DONALD F. BURKE, ESQ. BRICK, NEW JERSEY 08723
DONALD F. BURKE JR., ESQ. TEL: (732) 966-4922
ON THE BRIEF ATTORNEYS FOR PLAINTIFF
MARISA MATARAZZO
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TABLE OF CONTENTS
Page

TABLE OF AUTHORITIES ........................................................................................................... ii

PRELIMINARY STATEMENT ..................................................................................................... 1

PROCEDURAL POSTURE............................................................................................................. 1

STATEMENT OF FACTS ............................................................................................................... 1

LEGAL ARGUMENT ...................................................................................................................... 2

Point I

PLAINTIFF IS LIKELY TO SUCCEED ON THE MERITS .................................................. 2

A. The Contract Is Void for Failure to Comply with the School Contracts Law .......... 2

B. The Board Violated Mandatory Regulations Governing Professional Services ........ 3

C. The Contract Is Independently Void Due to a Prohibited Conflict of Interest ....... 3

D. The Board’s Actions Likely Violated the Open Public Meetings Act ........................ 3

Point II

PLAINTIFF AND THE PUBLIC WILL SUFFER IRREPARABLE HARM ABSENT

COURT INTERVENTION ............................................................................................................. 4

Point III

THE BALANCE OF EQUITIES AND THE PUBLIC INTEREST FAVORS PLAINTIFF

................................................................................................................................................................ 4

CONCLUSION .................................................................................................................................. 4

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TABLE OF AUTHORITIES

STATUTES Page(s)

N.J.S.A. 18A:12-24 .............................................................................................................................. 3

N.J.S.A. 18A:18A-1 et seq. ................................................................................................................. 2

N.J.S.A. 18A:18A-5(a)(1) .................................................................................................................... 2

RULES

Rule 4:69 ................................................................................................................................................ 1

REGULATIONS

N.J.A.C. 6A:23A-5.2 ........................................................................................................................... 3

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PRELIMINARY STATEMENT

Plaintiff through this application seeks to halt and void an unlawful professional

services contract entered into by the Toms River Regional Schools Board of Education

(“TRRSrrBOE”). The contract was executed before Board approval, without compliance with

the School Contracts Law, governing regulations, the Board’s own procurement policies, the

Open Public Meetings Act, and New Jersey’s strict conflict-of-interest prohibitions applicable

to school officials.

PROCEDURAL POSTURE

This matter is brought as an action in lieu of prerogative writs pursuant to Rule 4:69,

challenging action taken by the TRRSBOE. Plaintiff simultaneously seeks an Order to Show

Cause so that this matter may be heard as soon as reasonably possible.

STATEMENT OF FACTS

The facts are as set forth above and in more detail in the Verified Complaint. As set

forth in the Verified Complaint, the Board retained the legal services of The Toscano Law

Firm LLC at rates of $850 per hour (in-court) and $750 per hour (out-of-court) without issuing

an RFP or RFQ or engaging in any competitive or comparative procurement process. The

contract requires a retainer fee of $15,000 up front, which constitutes an “advance payment”

prohibited by the Board’s own “Legal Services” policy.

Furthermore, the attorney executed the contract on December 8, 2025, nine days

before the Board formally approved the engagement at a public meeting on December 17,

2025. And the Board President participated in, voted on, and executed the contract despite

The Toscano Law Firm LLC’s ongoing representation of her spouse.

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The Board failed to comply with statutory publication, transparency, and approval

requirements governing professional services contracts. The contract must be vacated and set

aside.

LEGAL ARGUMENT

Point I

PLAINTIFF IS LIKELY TO SUCCEED ON THE MERITS

A. The Contract Is Void for Failure to Comply with the School Contracts Law

Boards of Education are strictly bound by N.J.S.A. 18A:18A-1 et seq. Even where

professional services are exempt from public bidding, the statute mandates advance board

approval, a resolution stating supporting reasons, and post-award public notice.

Here, the contract was executed before Board approval and later “ratified,” an act New

Jersey courts have repeatedly held to be ineffective where the public entity lacked authority at

the time of execution. Retroactive approval cannot cure an ultra vires contract. A contract

entered into without statutory authority is void ab initio, not merely voidable.

Additionally, the TRRSBOE failed to “state supporting reasons for its action in [a]

resolution awarding the contract” as required by N.J.S.A. 18A:18A-5(a)(1). The TRRSBOE

also failed to “cause to be printed once, in an official newspaper, a brief notice stating the

nature, duration, service and amount of the contract, and that the resolution and contract are

on file and available for public inspection in the office of the board of education” as required

by N.J.S.A. 18A:18A-5(a)(1).

These legal deformities should render the illegal contract null and void.

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B. The Board Violated Mandatory Regulations Governing Professional Services

N.J.A.C. 6A:23A-5.2 imposes substantive fiscal safeguards on boards of education,

including requirements that professional services be competitively assessed, limited to

specialized needs, cost-justified, and formally approved prior to execution.

The undisputed facts show none of these requirements were met. The rates approved

are not competitive with rates typically paid by the TRRSBOE, and the absence of any

comparative analysis or documented findings independently renders the contract unlawful.

C. The Contract Is Independently Void Due to a Prohibited Conflict of Interest

New Jersey maintains a zero-tolerance policy for conflicts involving school officials.

N.J.S.A. 18A:12-24 prohibits a board member from having a direct or indirect interest in a

contract with the board.

An attorney’s ongoing representation of a board president’s spouse creates, at

minimum, a disqualifying personal and financial interest. Here, the TRRSBOE President’s

participation and execution of the contract with Patrick Toscano, who represents her husband,

taints the entire transaction. Contracts formed under such circumstances are void as against

public policy.

D. The Board’s Actions Violated the Open Public Meetings Act

Execution of a binding contract prior to a public vote gives rise to a strong inference

that deliberations or decisions occurred outside a duly noticed public meeting. The Open

Public Meetings Act (“OPMA”) does not permit post-hoc ratification of private decision-

making. Where OPMA violations undermine the integrity of the process, courts routinely void

the resulting action.

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Here, the contract was signed by Patrick Toscano on December 8, 2025. Further, the

contract states its “effective date” is December 8, 2025. The fact that the contract is “effective”

more than a week prior to being voted on by the TRRSBOE should render it illegal under

OPMA.

Point II

PLAINTIFF AND THE PUBLIC WILL SUFFER IRREPARABLE HARM

ABSENT COURT INTERVENTION

Once public funds are paid pursuant to an illegal contract, recovery is uncertain or

impossible. Courts consistently recognize that illegal expenditure of taxpayer funds constitutes

irreparable harm, particularly where the contract is alleged to be void ab initio.

Point III

THE BALANCE OF EQUITIES AND THE PUBLIC INTEREST FAVORS

PLAINTIFF

Defendant suffers no cognizable hardship from being required to comply with the law.

In contrast, taxpayers face continuing financial harm and loss of confidence in public

governance if illegal contracts are allowed to proceed unchecked.

This case implicates transparency, fiscal accountability, and ethical governance—core

public interests underlying New Jersey’s procurement and ethics statutes.

CONCLUSION

Plaintiff has demonstrated a strong likelihood of success on the merits, irreparable

harm, and that both the equities and the public interest overwhelmingly favor relief. The Court

should issue an Order to Show Cause and, after providing defendant an opportunity to be

heard, vacate the contract at issue.

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Respectfully submitted,

LAW OFFICE OF DONALD F. BURKE

Attorneys for Plaintiff
MARISA MATARAZZO

By: s/ Donald F. Burke

Donald F. Burke, Esq.
Dated: January 30, 2026

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DONALD F. BURKE, ESQ. #008011983

Plaintiff Marisa Matarazzo, by way of Verified Complaint, states: