# SPECIAL GENERAL MEETING, CLUB INTRAWEST, June 18, 2016 - Vancouver



## WBP (May 18, 2016)

*Special General Meeting

The Special General Meeting of the Embarc Members Association will be held on Saturday, June 18, 2016 in the Grand Ballroom on the lower level of the North Tower of the Sheraton Wall Center Hotel at 1088 Burrard Street, Vancouver, B.C. Registration will commence at 8:00 a.m. and the meeting will start promptly at 10:00 a.m. and adjourn no later than 12:00 p.m. PST. Please see registration upon your arrival. For more information, please visit the Annual Meeting Information section shown under Board/Committee within the HOA Information area.*


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## WBP (May 18, 2016)

*Agenda for Special General Meeting attached*

In my opinion, the Board (and the declarant, Diamond Resorts International) will do everything in their power to control the agenda of this critical meeting with their self-grandeurizing "Show and Tell," an all-out effort to waste critical meeting time and to distract members from discussing their (member) issues.  

If you are a Club Intrawest member, your attendance is of critical importance. If you can OR CAN NOT attend this Special General Meeting, please (immediately!) go to the following two websites for important information and updates:

https://www.facebook.com/groups/clubintrawestowners/
-and-
http://citheownersgroup.wix.com/home

Remember, Members have a looming (June 3, 2016) deadline to vote for a Director:
Vote Strategically! Vote for Konrad Kawalec!


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## ConejoRed (May 19, 2016)

I am not a CI member, but have experience being on Boards (mostly HOA) and you may want to ask that your specific topic be specifically placed on the agenda as a formal item.  In looking at the agenda, I did not see anything specific with regard to the issues you want to bring up, only member satisfaction results and "presentations", none of which seem to be related to why you all requested a special meeting.  In fact it seemed to contain items not related at all to why the meeting was requested.  I know with regard to HOA Board meetings, CA law prohibits us from discussing issues not already only the posted formal agenda and want to just point that out in case they try to use the same "rule" to not discuss what you all want to in the first place (i.e. can't discuss items not on the posted agenda and no one asked us to specifically put one on it).   There does not even seem to be an "open forum" or members time listed (other than the question answer time under "presentations").  This type of meeting may be completely different and the board can ask for agenda items from the floor at the start of the meeting but just wanted to post a quick note just in case they try an pull a fast one.  

I previously owned a property that was bought up by DRI a number of years ago and thankfully I was able to give it away just after the DRI takeover to avoid having to deal with DRI.  I am so glad I did as I have watched the annual maintenance fees double what I previously paid in under 5 years!  Just trying to help out other Tug members if I can as they have assisted me with questions over the years.


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## Chrisky (May 21, 2016)

I must be slow but I really do not understand why you are requesting we vote for Konrad Kawalec.  
I have received a notice from DRI stating that 2 positions are up for election, and for these 2 positions a Mr. Trevor Bruno and Mr. Ronan O'Gorman have both agreed to stand for re-election.  Are there more people running for these 2 positions?  The notice does say that I have to login into a secure site and vote by June 3, 2016. 

But I have also received another email mentioning the Special General Meeting being held on June 18th and that I must send in a proxy by June 13th.  

So, I presume there are two different things happening here.  Correct?


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## WBP (May 21, 2016)

Chrisky said:


> I must be slow but I really do not understand why you are requesting we vote for Konrad Kawalec.
> I have received a notice from DRI stating that 2 positions are up for election, and for these 2 positions a Mr. Trevor Bruno and Mr. Ronan O'Gorman have both agreed to stand for re-election.  Are there more people running for these 2 positions?  The notice does say that I have to login into a secure site and vote by June 3, 2016.
> 
> But I have also received another email mentioning the Special General Meeting being held on June 18th and that I must send in a proxy by June 13th.
> ...



I could not possibly reduce to writing the depth of the scandal that has been uncovered at Club Intrawest. Not only is it beyond my wildest comprehension, the number of people who feel defrauded by Club Intrawest is growing exponentially every day.

The quickest answer to your question is to log on to these two websites:

https://www.facebook.com/groups/clubintrawestowners/

http://citheownersgroup.wix.com/home

I can pretty well assure you that you will fall over when you read what you do about your Club Intrawest membership......and oh, after you read that, it will come as no surprise to you that the leaders of Club Intrawest and Diamond Resorts International would like you to believe that voting for the 2 people running for re-election are in the Club's best interests. That reminds me of the saying, "they could sell snow to Eskimos."

Go to this website to download an important report about your Club Intrawest membership:
http://media.wix.com/ugd/8560b8_ca87d80ae92d4b27b6a5c05bf20b9449.pdf

When you get to the Owner's Group Facebook page, be sure to read the very long thread that includes comments by members who were deceived to believe that they were purchasing a real estate interest from Club Intrawest.


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## WBP (May 21, 2016)

Chrisky said:


> I must be slow but I really do not understand why you are requesting we vote for Konrad Kawalec.
> I have received a notice from DRI stating that 2 positions are up for election, and for these 2 positions a Mr. Trevor Bruno and Mr. Ronan O'Gorman have both agreed to stand for re-election.  Are there more people running for these 2 positions?  The notice does say that I have to login into a secure site and vote by June 3, 2016.
> 
> But I have also received another email mentioning the Special General Meeting being held on June 18th and that I must send in a proxy by June 13th.
> ...



YES, two separate issues. Please:
(1) Vote for the Club Intrawest Owner's Group Nominee for Director: Konrad Kawalec,
-and-
(2) Follow the directions for your Proxy on the Club Intrawest Owners Group website or Facebook page, and designate (ONE, YOU CHOOSE): Chantal Desjardins, Gwyneth Edwards, Konrad Kawalec, or Michel Berthiaume.
RE: #2: Here and the directions:
http://citheownersgroup.wix.com/home#!proxy-forms/jtibz

Thank you!


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## WBP (May 21, 2016)

ConejoRed said:


> I am not a CI member, but have experience being on Boards (mostly HOA) and you may want to ask that your specific topic be specifically placed on the agenda as a formal item.  In looking at the agenda, I did not see anything specific with regard to the issues you want to bring up, only member satisfaction results and "presentations", none of which seem to be related to why you all requested a special meeting.  In fact it seemed to contain items not related at all to why the meeting was requested.  I know with regard to HOA Board meetings, CA law prohibits us from discussing issues not already only the posted formal agenda and want to just point that out in case they try to use the same "rule" to not discuss what you all want to in the first place (i.e. can't discuss items not on the posted agenda and no one asked us to specifically put one on it).   There does not even seem to be an "open forum" or members time listed (other than the question answer time under "presentations").  This type of meeting may be completely different and the board can ask for agenda items from the floor at the start of the meeting but just wanted to post a quick note just in case they try an pull a fast one.
> 
> I previously owned a property that was bought up by DRI a number of years ago and thankfully I was able to give it away just after the DRI takeover to avoid having to deal with DRI.  I am so glad I did as I have watched the annual maintenance fees double what I previously paid in under 5 years!  Just trying to help out other Tug members if I can as they have assisted me with questions over the years.



Brilliant recommendations, thank you! They are part of our Action Plan.

DRI is the devil.


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## Bill4728 (May 22, 2016)

Thanks  for all your hard work

I just sent my proxy

Bill


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## botnik (May 27, 2016)

*Vote for Konrad*

I've voted for Konrad.

Just wanted to clarify that we should vote for Konrad, and give our proxies to one of the 4 people mentioned above.  We should not spread our votes amongst multiple candidates, because doing so would lessen the votes any one candidate receives.

I'm also going to submit my proxy and give it to Konrad.


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## Vstromk (May 28, 2016)

*Agenda Items for the Special General Meeting*

A number of members (about 200 in January) Emailed Club Intrawest Board of Directors challenging their decision to award the management contract to DRI.   The independent Board members (sic)  had stated in their Unanimous Written Consent on Page 7 and I quote 



> 1. IRCG can sell it's Resorts Points and other club-related assets wothout the consent of the club.  Consent is required only in connection with assignment of the Management agreement.
> 2. IRCG can terminate the Management Agreement;
> 3. IRCG does not view Club operations as a core segment of its business and wants to divest the Club operations;
> 4. The most significant value in the transaction to a potential purchaser is the ability to sell and finance resort points, not the revenue from the Management Agreement.  The greatest likelihood of the Club having a strong manager would be through a bundled transaction such as the one proposed.  Moreover, due to the nature of the corporate structure, it would be difficult to split out the management entity from the Declarant entity; and
> ...




Club Intrawest (Embarc) has other documentation discussing why they feel this is such a great thing for members.  I encourage people to read that.

The original 200 members who sent that letter calling for a special meeting in early January, have been doing their research and gathering members who feel that a golden oportunity was lost at point 4 - the disengagement of Declarant and Manager roles.

With 3 out of 5 board members working for the manager, a artificial voting bias allowing the Declarant role to have 15x the voting power of the members and only 1 of the board positions being voted for by members only, the manager and developer effectively control the club.  This is not the 'independent' club that we have all been led to believe that we were members of.

As of late May 2016, and despite a concerted effort by Club Intrawest (Embarc) to resist all attempts for the 22,000 members to freely communicate with one another, there are now over 1200 members on the facebook group.  These members have created an archive of documents that club intrawest does not make available easily.  I strongly encourage you to join the group or go to the website and read what we have discovered.

http://citheownersgroup.wix.com/home
https://www.facebook.com/groups/clubintrawestowners/


As of 27th May 2016, these members have forwarded 3 resolutions and a letter requesting that the Special General Meeting (with costs estimated at $75,000) includes these resolutions, seeing as that was the purpose of calling the meeting. Also that a member contact list is provided so that we can encourage the entire membership to become engaged, reissue the agenda and enable an electronic proxy process as has been used in AGMs to replace the download, print, scan, Email process currently in place, and for the meeting be made available online for members unable to get to Vancouver.

The bylaws state that to call a Special General Meeting, 5% of the membership votes must support that call.

Our facebook group were able to contribute 3% of that support, with another 4% coming from people we have not engaged with.  This is a staggeringly high turnout in favor of the SGM, especially as the Board communicated the reason for the call inaccurately and in a negative light.

Now that the SGM is taking place, the bylaws state that unless there is 15% of the member vote present (in person or via proxy) at the meeting, no resolutions can be voted on.

It is therefore ESSENTIAL that we engage with more members and obtain the proxies to ensure that $75,000 of Club Intrawest revenue is not just thrown away.

Konrad

http://citheownersgroup.wix.com/home
https://www.facebook.com/groups/clubintrawestowners/


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