# Potential move to reclaim Club Intrawest



## WBP (Mar 22, 2016)

Perhaps an attorney smarter than Intrawest's has found some way for the members to reclaim Club Intrawest.

If you are a Club Intrawest Member, please consider a VOTE IN FAVOR OF HOLDING A SPECIAL GENERAL MEETING OF MEMBERS OF THE CLUB.

To: Club Intrawest Member
Subject: Club Intrawest Board of Directors Survey
Date: Tue, 22 Mar 2016 
From: members@clubintrawest.com

Dear Member,

We have received a request from a group of Members holding less than the required 5% of the voting power residing in the Members other than the Declarant, to hold a Special General Meeting of the Members of the Club. Section 3.2 of the Bylaws of the Club requires at least 5% of the voting power residing in the Members, other than the Declarant, for such a request to be effective. The estimated cost of holding a Special General Meeting including the required mailing would be approximately $75,000.

The Board of Directors would like to survey the Membership to see if there is an interest to incur the cost to hold this meeting. Should the survey results yield the required 5% of the voting power residing in the Members other than the Declarant, then a Special General Meeting will be organized and a notice will be sent out to the Members.

Please indicate your preference by going to our secure survey site, www.clubintrawestvote.com/survey where you can log-in by entering the following Password, XXXXX and answering the brief one question survey. Please respond to the survey by Tuesday, April 5, 2016.

Thank you for taking the time to respond.

Sincerely,
Board of Directors


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## b2bailey (Mar 22, 2016)

I don't have a horse in this race, but I'm wondering what the potential benefit would be to consider spending $75,000.


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## WBP (Mar 22, 2016)

b2bailey said:


> I don't have a horse in this race, but I'm wondering what the potential benefit would be to consider spending $75,000.



I don't know what the basis is of the Members who petitioned the board for a Special Meeting of the Members, but I'd speculate an attempt to save Club Intrawest from the devil.


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## Jason245 (Mar 22, 2016)

Less than 5 percent. . And they get a listing of people who vote for it..sounds like a great deed back opportunity. .

Sent from my SAMSUNG-SM-N910A using Tapatalk


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## wilma (Mar 22, 2016)

b2bailey said:


> I don't have a horse in this race, but I'm wondering what the potential benefit would be to consider spending $75,000.



Not having Diamond Resorts take over, I would want the owners to spend this $$. Diamond resorts will ruin the zihuatanejo club intrawest.


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## WBP (Mar 22, 2016)

wilma said:


> Not having Diamond Resorts take over, I would want the owners to spend this $$. Diamond resorts will ruin the zihuatanejo club intrawest.



In my opinion, Diamond Resorts will ruin every piece of Club Intrawest that they touch, not just Zihuatanejo. 

Shame on the leaders of the parent company of Club Intrawest, who sold the store to the unscrupulous characters at Diamond Resorts. But what do they care, I assume; they got their money......and ran (and apparently got assurances that their henchman will have jobs with the House of Ill Repute).


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## tashamen (Mar 23, 2016)

b2bailey said:


> I don't have a horse in this race, but I'm wondering what the potential benefit would be to consider spending $75,000.



I do have a horse in this race, and voted NO since I don't see any benefits to spending that $75K.  The transaction has already been completed.  I'm not happy about it but will live with it.


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## wilma (Mar 23, 2016)

WJS said:


> In my opinion, Diamond Resorts will ruin every piece of Club Intrawest that they touch, not just Zihuatanejo.
> 
> Shame on the leaders of the parent company of Club Intrawest, who sold the store to the unscrupulous characters at Diamond Resorts. But what do they care, I assume; they got their money......and ran (and apparently got assurances that their henchman will have jobs with the House of Ill Repute).



Likely true, but I have only experienced one club intrawest-zihua, and it was a wonderful place. The resort had no aggressive requests for exchangers to attend sales presentations, really cared about the owners and their interests, provided a wonderful vacation week, had some excellent and reasonably priced on-site restaurants and special dinner events, and the owners seemed very happy with their purchase. All of that will change when Diamond Resorts takes over.


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## Bill4728 (Mar 23, 2016)

tashamen said:


> I do have a horse in this race, and voted NO since I don't see any benefits to spending that $75K.  The transaction has already been completed.  I'm not happy about it but will live with it.



I'm also an owner  BUT like Tashamen do not believe that there is any chance to reverse the sale to DRI

Does anyone feel that the sale could be reversed??


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## bizaro86 (Mar 23, 2016)

Bill4728 said:


> I'm also an owner  BUT like Tashamen do not believe that there is any chance to reverse the sale to DRI
> 
> Does anyone feel that the sale could be reversed??



The sale couldn't be reversed, but having owners take control of the board of directors (which sets the fees, etc) could be a very good thing, imo. While diamond would still be the developer, giving owners more power to keep them honest would be a very good thing. 

I would spend the $75k if it was up to me, the owners will save way more than that if they are able to keep some reins on diamond.


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## cd5 (Mar 23, 2016)

tashamen said:


> I do have a horse in this race, and voted NO since I don't see any benefits to spending that $75K.  The transaction has already been completed.  I'm not happy about it but will live with it.



I have a horse in the race and voted YES. The cost is $3.40 per member ($75,000/22,000 members) and is a drop in the bucket to what will happen to our fees once DRI starts with their usual annual increases. We believe DRI deliberately worded the meeting notice this way because $75,000 is a large amount. They have not communicated using snail mail for any of the communications in the past months (all by email) and yet say that they must use the postal service to notify members about this meeting. They have quoted $35,000 as being the amount required to do a physical mailing to members when our group inquired about contacting other members with our concerns.
We have a 700 member facebook group which is rapidly growing and should hit the 5% mark in a few weeks. (5% is 1,100 members out of 22,000 needed to request a special meeting). This meeting's agenda is being re-directed by DRI to a side topic but we want to try to have some impact at a potential meeting and forward our agenda. 
No, the sale cannot be reversed but our group is getting themselves educated about what we can and cannot change and there are some very interesting strategies being developed.
Join us at "Club Intrawest - The Owners Group" on Facebook to read about how our Club is governed, what we are trying to do to get more control over the management of the Club which is 97% owned by members but controlled by DRI. Note that the Board of Directors of 5 persons supposedly has 2 independent members but one was appointed by IIRG (DRI) since they control the vote (their vote per point = 1 vote, members vote per point = 1/15 of a vote) and the other is a member whose business does the Club accounting thus not truly "independent".

The link to our FB page is: https://www.facebook.com/groups/clubintrawestowners/

Here is an analysis of the situation by Gwyneth Edwards our "resident" expert about the Club Instruments:
Things to consider:
1 - Two special meeting requests were made by many in this group. First request was to discuss the transfer of the management agreement. Second request was to increase the board to 7 members (, as per the Smith/Orr report), and convert 3 positions to be indep, so we could control the board.
2 - The board answered both of those requests. First answer was: the transfer of the management agreement to DRI is not a member's concern, only a board concern. Second answer, a special meeting is too expensive, we will try to create a second indep board of director position.
3 - These requests were made late Dec and early Jan. It is March 22. They took three months to send the email, well after the DRI transaction was completed (legally).
4 - A special meeting has to have a specific agenda. They made the agenda about the DRI acquisition (not even the management contract) - so they have worded it so that they can simply say "not really a member concern, but we are listening." They ignored the second request for a special meeting to increase the number of directors.
5 - They are quoting $75K because that is the number they use to justify cancelling the AGM every year (too expensive, not worth members' money). I believe they do this simply to prevent members from getting together - because if we talk to each other, we have power. This is why they hold back the members list.
6 - They stated $75K right up front - the one and only time they have ever said how much services cost. They did not ever answer my question about how much the name change survey would cost, or how much this survey will cost, or how much the name change activity itself would cost. In fact, they have NEVER provided financial information on anything.
7 - If members vote no, they will have "proof" that there is a small bunch of members who are a vocal minority and are not justified in their concerns, and that the rest of the membership are very happy with the DRI management contract transfer.


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## Bill4728 (Mar 23, 2016)

OK

voted yes


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## Gordssister (Mar 23, 2016)

*Please vote yes to CI meeting.*

The email from the CI Board of Directors was designed to elicit a NO response to a meeting that has every legitimate right to be called according to ByLaws. A meeting that has been requested and denied for months, until it was pointed out that the Board was ignoring its own ByLaws. (One of many instances in recent months). Hence another effort to make sure it doesn't take place. 
The 'cost' /benefit is the apparent topic of the email vote (and apparent concerns below), but is a $ estimate with no basis, being based on the estimated costs of communication processes not in use. 
Every coordinated effort for getting information about DRI details, current or future governance or even membership has been stymied. It is essential that this meeting take place. If not, then the Board of Directors will be able to ignore any researched info and feedback they receive on legitimate questions about DRI practices, Outlook, member rights and costs, Board practices and other governance by arguing that not enough of the membership is interested and that the concerns of a very smart and informed group of people researching this sale, its implications and appropriate governance are irrelevant. 
Through this sale and looking forward, the Board has been counting on member silence or apathy as license to ignore legitimate questions and concerns. 
This is time to signal that is not true.


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## PoM (Mar 23, 2016)

*There are benefits.....*



tashamen said:


> I do have a horse in this race, and voted NO since I don't see any benefits to spending that $75K.  The transaction has already been completed.  I'm not happy about it but will live with it.




This amount was misrepresented by DRI.  It was done to purposefully mislead CI members in order to have members vote "no" for the special meeting.  Even if they do charge the members (22,000) for the the costs they say that is only $3.40 / per member.  The special meeting will provide an opportunity for other related discussions to be brought to the table.  Ex: the request to increase the board from 5 to 7 with four of the 7 being truly independent board members.......there's more to this than a simple 'no'.


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## WBP (Mar 25, 2016)

PoM said:


> This amount was misrepresented by DRI.  It was done to purposefully mislead CI members in order to have members vote "no" for the special meeting.  Even if they do charge the members (22,000) for the the costs they say that is only $3.40 / per member.  The special meeting will provide an opportunity for other related discussions to be brought to the table.  Ex: the request to increase the board from 5 to 7 with four of the 7 being truly independent board members.......there's more to this than a simple 'no'.



A single "NO" vote may cost the members a Special Meeting.

If you have not yet voted, PLEASE VOTE, and VOTE "YES" to a SPECIAL MEETING (and to save Club Intrawest from the wraths of Diamond Resorts).


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