Seven Baltimore residents have filed suit against the City of Baltimore and an arm of MCB Real Estate in an effort to block the developer’s $900 million plan to demolish and replace the Harborplace pavilions.
The suit, filed Monday in the Circuit Court for Baltimore City, contends that city officials violated the law when they granted the MCB Real Estate affiliate the rights to redevelop the prime Harborplace property at Pratt and Light streets.
The plaintiffs want the Court to declare that the City Council legislation passed in 2023 to enable MCB’s project, including bills that changed zoning and removed height limits, is null and void. They want the Court to issue an order preventing MCB from moving ahead for now with any plans to demolish the Harborplace pavilions, and they want the city to hold off on issuing any “permits or approvals” that would lead to the demolition of the pavilions.
“Irreparable harm will occur if Defendants are permitted to violate and continue violating the law” and “proceed with demolition of the existing buildings, piers, promenade and other infrastructure,” the suit contends.
On Oct. 30, 2023, MCB executives joined with city and state officials to unveil plans to demolish the two pavilions and replace them with a four-building development consisting of two apartment towers containing a total of 900 or more residences; offices; shops; restaurants and public space.
Mayor Brandon Scott boasted at the unveiling ceremony that he secretly directed his law department and the Baltimore Development Corporation (BDC) to ensure that MCB could acquire Harborplace from a court-appointed receiver, rather than an out-of-town developer. MCB now owns the pavilions while the city owns the land beneath them.
“I’ve been known to keep secrets, but the hardest one that I had to keep is the work that my law department and BDC and others were doing from the first day I got in office to make sure that we didn’t let Harborplace stay or get into other out-of-town hands,” the mayor said at the 2023 ceremony. “We made sure that Harborplace got into the hands of a West Baltimore boy [MCB managing partner P. David Bramble] who understands and knows Baltimore like no one else.”
‘An unduly rushed, behind-the-scenes plan’
The plaintiffs are William John Pencek; David Tufaro, Anirban Basu; Eleanor M. Carey; Anthony Ambridge; Barbara L. Valeri; and David Benn. Six live in Baltimore City. Three live within blocks of the Harborplace pavilions. One has his principal place of business in the city. Their attorney is Michael R. McCann, Esq.
The defendants are: the Mayor and City Council of Baltimore; the City Council for Baltimore City; the Board of Estimates for Baltimore City and MCB HP Baltimore LLC, the MCB affiliate.
The 31-page Complaint for Declaratory, Mandamus and Permanent Injunctive Relief alleges that the Mayor, City Council and Board of Estimates “have embarked upon an unduly rushed, behind-the-scenes plan to privatize land within the Inner Harbor and hand it over, along with large areas of public parkland, to a favored developer. In doing so, the City has violated numerous provisions of the City Code, the Zoning Code, the City Charter, and the State Constitution.”
The purpose of the legislation, the suit states, is “to bring Defendants’ violations of the law to light and ensure that the much-needed effort to restore the Inner Harbor and protect its use as a public park is undertaken openly and fairly, with due process, and in strict compliance with all applicable laws and regulations.”
Most of the plaintiffs are members of a group called the Inner Harbor Coalition, which closely monitors the Harborplace project and has a Facebook page called Harborplace Forum. Coalition members say they want to see Baltimore’s Inner Harbor revitalized but they don’t want to see high-rise apartment buildings constructed on land that was designated for use as city parkland in perpetuity.
As outlined to the public, MCB’s project would involve redeveloping 22 to 23 acres of the Inner Harbor shoreline, from the Maryland Science Center around to the National Aquarium and take five years or more to complete. Its four main buildings would occupy 4.5 acres where the Harborplace pavilions are now. Other work involves reconstructing the Inner Harbor promenade and West Shore Park in anticipation of rising sea water levels. The developers have filed for city permits to start work on the first phase of their project, called the Inner Harbor Park and Promenade Project, in the fourth quarter of 2026, which starts Oct 1.
The Park and Promenade phase includes demolition of the Harborplace pavilions and two pedestrian skybridges attached to the pavilions — one that spans Light Street and one that spans Pratt Street. The Harborplace pavilions have about 15 tenants but they’re all on short term leases that call for them to vacate the premises when the developer is ready to begin construction. Tenants say they have been notified recently that the construction timeline has changed and MCB now intends to keep the pavilions open until the beginning of 2027.
The Mayor’s Office declined to comment on the lawsuit.
“As this matter is the subject of active litigation, the City will reserve comment for the appropriate judicial forum,” a representative said in an email message.
A representative for MCB has not responded to a request for comment about the suit.
The plaintiffs contend that Scott and his agencies have worked behind the scenes to help MCB gain control of more land than the original 3.2 acre Harborplace footprint, including a one-acre park and Free Speech zone known as McKeldin Square and a five-lane segment of Light Street. They say that under Scott’s leadership, the Harborplace development process has lacked transparency and ignored objections from residents who oppose privatizing city parkland.
The plaintiffs say they’re particularly concerned that the Harborplace pavilions could be torn down and then MCB may not be able to move ahead with its replacement project due to lack of financing, leaving an eyesore on the harbor. They point to the corner of Baltimore and Charles streets, where a developer started tearing down the Morris A. Mechanic Theatre in 2016 to make way for two apartment towers but which is still a hole in the ground 10 years later.
The Complaint
The lawsuit outlines the city’s actions pertaining to the Harborplace redevelopment and how they potentially affect city taxpayers and property owners, including themselves.
On or about March 31, 2023, it says, “for reasons not explained, the City agreed to ‘unconditionally’ abate in full all rent that would be owed by MCB for a period of three years while MCB sought permits and other approvals required for the redevelopment project…The amount of rent from MCB that the City agreed to forego was/is $262,500.00 per year or $787,500.00 over the three-year period.
Also in March of 2023, it says, “the City agreed to pay MCB up to $1 million ‘for design, community engagement, planning, construction, repair, renovations, reconstruction, site improvements, and other costs in connection with the project.”
The suit points to Scott’s public admission in 2023 that he‘s “been known to keep secrets” as a sign that the process lacked transparency. “What we’ve been able to do is through [the] receivership working with the Law Department get it into Dave’s hands,” it quotes Scott as saying, referring to Bramble.
It also contends that three bills that were introduced for the purpose of advancing MCB’s project “were drafted by MCB’s attorney and stated, on their face, that they were being introduced ‘at the request’ of MCB.” The bills in question were introduced by Councilmember Eric Costello and Council President Nick Mosby, neither of whom is still in office. The MCB attorney who drafted the council bills, the suit says, was Caroline Hecker of Rosenberg Martin Greenberg LLC.
‘Broken promises’
Part of the suit focuses on what it calls “broken promises” and warns that city “taxpayers will pay for the MCB Inner Harbor project.”
“MCB has publicly promised residents and City leaders on multiple occasions that demolition and redevelopment of Harborplace and Inner Harbor Park would not proceed until full financing for the entire project is secured and that financial assistance would not be requested of or provided by the City,” the suit states. “In a December 2023 interview with the Mayor present, Mr. Bramble stated: ‘We are not asking the Mayor for tax increment financing or any of those kinds of subsidies…’ In a February 2024 City Council hearing, Mr. Bramble stated: ‘We are not looking for any city funding for the project.’ A representative of the City’s Finance Department reinforced at the same hearing that: ‘There is no direct ask of city funding associated with the project.’”
Despite these promises, the suit states, “MCB recently applied for and quickly obtained approval from the Baltimore Development Corporation (“BDC”) of a massive property tax reduction under the PILOT (payment in lieu of taxes) program. The tax reduction, which could amount to a reduction in MCB’s property taxes of 95 percent over 25 years, was approved by BDC’s Board of Directors, chaired by Mayor Scott’s deputy mayor, in executive session and without prior public notice. Two media outlets have filed complaints against BDC for violation of the Open Meetings Act in connection with its decision.”
Furthermore, “although funding is not in place for the entire Inner Harbor Project, MCB, contrary to its promises, has nevertheless applied for City and State permits to begin redevelopment of Inner Harbor Park,” the suit states. “According to the City permits, the proposed start date for the work is October 15, 2026.”
‘Special laws’
The suit argues that three Harborplace bills passed by the City Council violate the Maryland Constitution because they are “special laws” that were drafted “for the benefit of particular persons, namely MCB and its principals,” and the state’s constitution prohibits such legislation when a general law is already in place.
In effect, “MCB sought and received special advantages for itself and its principals,” the suit contends. The bills “do not serve a public need or public interest, are arbitrary and without any reasonable basis, and are not tailored to meet new conditions that the general law is not able to meet.”
The suit also questioned the process that public officials followed in allowing MCB to build on public parkland, contending that the city gave away too much.
“The City Charter provides that the City’s title in its parklands and other public property is ‘inalienable,’” the suit states. “The Charter authorizes the City to grant a right or ‘franchise’ in parkland or other public property but only ‘for a limited time’ and only if ‘the terms and conditions of the grant shall have first been authorized and set forth in an ordinance duly adopted.’”
The Charter “requires that any such grant must specifically set forth and define the nature, extent and duration of the franchise or right thereby granted’ and prohibits the granting of a franchise or right ‘by implication,’” the suit argues. “The City must retain ‘the power and right to reasonably regulate in the public interest the exercise of the franchise or right so granted’ and cannot ‘divest itself of the right or power so to regulate the exercise of such franchise or right.’”
The Charter also requires that, after a franchise ordinance is introduced, it must be referred to the Board of Estimates, which is obligated to “make diligent inquiry as to the money value of said franchise or right proposed to be granted and the adequacy of the proposed compensation to be paid therefore to the City…and the propriety of the terms and conditions of said ordinance….“ the suit states. “The Board has the ‘duty’ to ‘fix’ the compensation for the franchise at the largest amount it may be able to obtain….If the Board of Estimates approves the amount of the compensation for the franchise (the ‘franchise fee’) and other terms and conditions, the City Council must then adopt an ordinance specifically setting forth those terms and conditions and the nature, extent and duration of the franchise or rights granted.”
In addition, the suit states, the City Charter “prohibits the granting of a franchise or right for longer than a period of twenty-five years…The City may grant the right to renew the franchise (‘on fair revaluation, including in such revaluation the value derived from the said franchise or right’), but the renewals may not ‘exceed[] in the aggregate twenty-five years.’”
Violating the City Charter
In MCB’s case, the suit argues, by actively supporting and authorizing MCB’s Inner Harbor Project, the City has “granted rights and a franchise in Inner Harbor Park to MCB by implication” – an action prohibited by the state constitution. In addition, it states, the Charter amendment effectuated by one of the council bills, “although ratified by the voters, authorized the MCB Inner Harbor Project in 1.3 acres of land that had previously been dedicated in perpetuity for public land and, thus, granted a franchise and rights to MCB.”
Each time it granted franchises and rights, the suit states, “the City violated and is violating” the Charter in numerous respects, including:
- “The City Council failed to introduce an ordinance proposing the granting of a franchise or rights to MCB in Harborplace and Inner Harbor Park”;
- “The Board of Estimates did not conduct any inquiry, much less a diligent inquiry, into the adequacy of the amount paid by MCB for the franchises and rights granted in Harborplace and Inner Harbor Park or the adequacy of other terms and conditions of those grants”;
- “The Board of Estimates did not discharge its duty to fix the amount paid by MCB for the franchises and rights at the largest amount it could obtain”;
- “The Board of Estimates did not approve by vote or resolution the amount paid by MCB for the franchises and rights in Harborplace and Inner Harbor Park”;
- “The City Council did not adopt an ordinance authorizing the grant of the franchises and rights, or specifying the terms and conditions thereof”;
- “The franchises and rights granted to MCB in Harborplace and Inner Harbor Park were not granted ‘for a limited time’” and were granted for a period longer than 25 years;
- “The City granted franchises and rights in Harborplace and Inner Harbor Park to MCB without specifically setting forth and defining their nature, extent and duration”;
- “The City granted franchises and rights in Harborplace and Inner Harbor Park to MCB by implication”; and
- “The City granted franchises and rights in Harborplace and Inner Harbor Park to MCB without retaining the power and right to reasonably regulate in the public interest the exercise of the franchise or rights, and divested itself of the right or power so to regulate the exercise of such franchises and rights.”
As a result, the suit contends, “The City’s, City Council’s, and the Board of Estimates’ conduct in this matter otherwise exceeded the authority granted them in Articles II, III, IV, VI and VIII of the City Charter.”
The suit also lists what the plaintiffs consider numerous other violations of the City Code and the city’s Zoning Code, particularly regarding steps taken or not taken by the city’s Planning Commission and Department of Housing and Community Development in reviewing and approving the enabling legislation.
Relief sought
In their suit, the plaintiffs are asking the Court to declare that the three City Council bills passed to change zoning, remove height limits and otherwise make MCB’s Inner Harbor development possible – Bills 23-0444, 23-0446 and 23-0448 – violate the Maryland Constitution and “are each null and void and have no legal effect” and cannot be used by MCB to move ahead with its project.
They also want the Court to declare that the city’s March 31, 2023, lease agreement with MCB and “any other agreements or instruments purporting to grant a franchise or rights to MCB In Harborplace and Inner Harbor Park” are “null and void and have no legal effect.”
They want the Court to issue a writ of mandamus ordering the City, the City Council, the Board of Estimates, the Planning Commission, the Director of Planning and the Department of Housing and Community Development “to comply with their duties” as set forth in the City Code.
Further, they want the Court to enter orders:
- “Permanently enjoining the City from giving any effect to or executing Bills 23-0444, 23-0446 and 23-0448”.
- “Permanently enjoining MCB from exercising any rights in Harborplace or Inner Harbor Park pursuant to Bills 23-0444, 23-0446 and 23-0448.”
- “Enjoining the City from issuing any permits or approvals for the demolition of existing structures and infrastructure in, or the construction or redevelopment of, Harborplace and Inner Harbor Park” unless and until the processes set forth in the Zoning Code, City Code and the City Charter ”are strictly and fully complied with.”
- “Enjoining MCB from undertaking any demolition, construction, or redevelopment in Harborplace on Inner Harbor Park unless and until the processes set forth in the Zoning Code, City Code ad the City Charter…are strictly and fully complied with.”
They also want the defendants to pay their attorneys fees, costs and other expenses in bringing the suit and provide “further relief as the nature of the cause requires.”
