|LETTER TO ALL MEMBERS – Private and Confidential
|28 January 2018
|Chairman: Mr A.E.J. Fletcher JP
98 Bleak Hill Road
Tel: 0121 350 3326 E:email@example.com
|Los Claveles, the easy to understand story
|Much has happened since January 2015 when Mr Pengelly wrote to everyone informing them that he had sold his company (WimPen) to Onagrup. Over time many facts have been reported and much propaganda has been issued by Onagrup in the name of WimPen. I am still contacted by many owners who tell me that they do not understand what is going on. This has prompted me to write this letter telling the story with not too much detail and without quoting clauses in the Constitution and Statutes (Spanish legal system). All of the detail can be found on the Owners website https://www.losclavelesowners.eu. If you cannot visit the website and require further detail please contact any Committee Member.
The Constitution of the Club contains the rules by which the Club has to operate. This is legally binding. Under those rules the Committee is the body that has responsibility for looking after all the affairs of the Club. From time to time the Members’ General Meeting will instruct the Committee on various matters. Members should continue to pay their maintenance fees to the Club, not WimPen, and are encouraged to make payment as early as possible.
The Club has for many years employed a Contractor to work for them. The Contractor was WimPen. The Committee delegated WimPen certain tasks which included keeping the membership details, invoicing members for the maintenance fee and looking after your money. When Onagrup took over control of WimPen the Club members decided that they did not wish to continue the contract. The Club withdrew the delegations and ordered the return of the Members Register, money and other property. The Contractor refused.
The Club Committee continued to communicate with the Contractor for around 12 months but it could not make the Contractor abide by the wishes of the Club. As Chairman I travelled to Barcelona (Onagrup’s Head Office) to try to get them to cooperate. This did not achieve their cooperation.
Due to the fact that the Club had ordered the contractor to comply, and they continued to refuse to do so, the Club turned to the Constitution that said that any dispute could be resolved by Arbitration. The Constitution is a Scots Law document so this had to be done in Scotland. We were advised by solicitors employed by the Club that Arbitration was quick, cheaper than going to court and was final and binding on all parties.
In the Arbitration that followed the Contractor put in a counter claim stating that the reason they did not comply was because they did not believe that the Committee was properly elected. The Contractor vigorously entered into this Arbitration and employed many solicitors and took advice from a QC. They even brought solicitors over from Spain. After 18 months the Arbitration ruled that the Committee was legitimate and the General Meetings of Members were properly convened and therefore the decisions made were legitimate.
The Contractor, having been ordered to hand back the Members Register, money and property continued to refuse to do so. They then appealed to the Court of Session in Scotland (this would be the High Court in England). At the time of writing the final judgement is awaited. However, the Appeal has already determined that the Arbitrator was correct in declaring the Committee and meetings to be legitimate.
Whilst these matters were in Arbitration the Club’s contract with WimPen / Onagrup came to its natural end on 3 May 2017. This contract has not been renewed by the Club.
The ex-Club Contractor has illegally stated that they represent the Club. Snr Jesus Monedero has signed letters stating that he represents the Club. Snr Castro, the WimPen / Onagrup Managing Director continues to send out invoices to members demanding payment from them. Club Members have been threatened by WimPen/Onagrup. You will need to visit the website for details.
I am sure you are aware that whilst all this is happening the ex-Club Contractor has dismissed the Resort Manager and Reception staff. The Reception staff have since been paid compensation (this comes out of Club funds which the ex-Club Contractor still has under their control)
As soon as the Appeal against the Arbitration process is completed the Club will take this decision to Spain where it will be enforced.
For those that have visited the Resort you will be aware of the following:
* The Onagrup / WimPen (the ex-Club Contractor) imposed Manager is addressing the owners Wednesday meetings. He has said they intend to ignore the decisions made in Scotland and that they will rely on Spanish law which according to him could take 20 years.
* He has also said They are making the Manager’s accommodation into a show home.*
* He has also said They are continuing to manage the Resort.
* It has been brought to our attention that the ex-Club Contractor is using their employees to distribute anti Club propaganda. This propaganda is said to be written by an organisation calling themselves the “Alternative Committee” and suggesting they represent members of the Club. I am convinced that this is orchestrated and supported by the ex-Club Contractor. Why? You may ask.
* The ex-Club Contractor will very soon have exhausted its legal battle in Scotland. They are aware that it is just a matter of time before the decisions in Scotland are enforced in Spain. This is why they have reverted to try and persuade Club members by whatever means they can to gain a new contract with the Club.
Why do I think that all this is happening?
Mr Pengelly is in his 80’s. He had every right to sell WimPen to Onagrup. Mr Pengelly was looking to retire and did not think anyone else was worthy of taking over the company from within. No doubt the thought of a large buy out fee was a consideration.
Mr Pengelly, who has a reputation for being stubborn and thinking he is always right chose not to disclose his intentions to the Club Committee, even though he was the Chairman of the Club Committe at the time. By selling the company, the contract to run the Resort was also sold. Members felt that this was wrong.
The Club Committee had to work hard to obtain a meeting with Onagrup and when the meeting took place the Committee was not impressed, for a number of reasons. You will need to visit the website for more information. It did not help that Onagrup would only speak Spanish and would not answer the questions put to them. It was also clear that they had no excuse for making changes to the Resort without consulting the Members and Club Committee.
Why would the ex-Club Contractor fight tooth and nail to retain control of Los Claveles? Why would they spend a small fortune on lawyers to retain control? All good questions.
Clearly the answer is not the €183,000 per year that they charged for their services (invoicing, keeping the accounts, etc.) It may be that they make a considerable amount from renting out weeks. It may be for other reasons. It is worth noting that a much smaller resort in Tenerife, with less facilities than Los Claveles has recently been sold for over €20 million. Look at the following scenario:
All timeshare resorts tend to have an aged population. Los Claveles is 30 years old. Los Claveles is also one of the few resorts taken over by Onagrup that is profitable and has a bright future. There is an increasing tendency for owners to default on their maintenance fees or try to give up their weeks. The ex-Club Contractor has been absorbing weeks like a sponge by any means available and the cheaper the better. The Constitution allows for a decision to be made by 75% of the ownership for the Resort to be sold. FNTC is the Trustee that was dismissed five years ago in 2012 but is still refusing to hand over to the new Trustee that was appointed by an Annual General Meeting. FNTC has a reputation for assisting organisations to take over resorts cheaply. Onagrup run hotels. They are pushing Los Claveles down this route. All in all there is a lot of money to be made.
Onagrup is a large organisation that does things for profit. Please do not consider for one moment that they have caused all this heartache because they like you.
Many resorts have taken on organisations like Onagrup. Some have failed and some have been successful. Mr Pengelly informed me in March 2015 that Onagrup has a lot of money and will pay to keep everything in the Courts as long as possible, until the Club runs out of money to defend itself and until the Members get tired.
My advice is to keep faith with the Club Committee who have worked tirelessly on your behalf. Continue to support the Club. Do not take any notice of the anti Club propaganda as advocated by the “Alternative Committee”. Keep up to date via the Members’ website.
The Club has a new Administrator called Hiro Bulchand. The Club has a Company that will run the resort. The Company is not for profit so all the money goes to the Club.
You are really close to regaining control of your Resort. Keep strong and united.
I hope this helps your understanding.
Chairman, Club Los Claveles