Marriott Aruba Ocean Club Owners Being Ripped Off By Marriott - READ IF AN OWNER

[modoaruba]

I agree that Allan's thought process throughout his tenure on the BOD and continuing since then by way of this thread, has probably been that he is helping the owners at Aruba Ocean Club. But that's the extent of my agreement with his thoughts or his actions.

As a member/President of the BOD, he had a duty to serve the board's interests as well as those of the owners. At the moment that he realized that the two were in conflict, that his own interests would be better served by taking actions against the BOD/MVCI/Marriott, he should have resigned. I suspect he didn't because he wanted the best of both worlds - he wanted to be able to use other owners to do his bidding while at the same time continuing to enjoy the privilege of receiving confidential information given to the BOD. That's why he doesn't have my respect - because he used his trusted position to further his own interests in direct contradiction to the terms of that position. That's not behavior that deserves accolades.

What IS his own interests? Please fill me in.

 

[SueDonJ]

Shux, I would have expected the duty of all HOA-BOD members, including the president, to be serving the interests of the owners, period.

The HOA-BOD should not have 1 set of interests & the owners another, different set.

The timeshare company, sure. But not the HOA-BOD, from president right on down the line to at-large member.

Any timeshare HOA-BOD member not representing the owners' interests right on down the line should be voted off the board pronto.

-- Alan Cole, McLean (Fairfax County), Virginia, USA.​

Do you think that every owner of a resort agrees with every other owner about what is correct for their resort? Or that every member of every BOD is always in agreement with every other member or every vote/action taken by the BOD? I doubt that happens even 50% of the time. There are plenty of instances where a BOD member's vote is not counted among the majority but that member is still expected to implement the vote/change. (That's not to say s/he can't try to further the agenda by way of subsequent BOD action.)

But that's not blatant disregard for owner interests (which I agree is cause for removal from a BOD); it's the majority rule in effect.

 

[SueDonJ]

What IS his own interests? Please fill me in.

They are all of the things that he believes are being incorrectly handled at Aruba Ocean Club, the same things that you and most of the other owners in this thread have acknowledged are your interests. The problem is, they appear to be minority interests. Or at least, a majority of the owners have not asked to be counted among those who share those interests.

(But aren't you really asking me how I can say that his interests as an owner conflicted with his serving on the board, when he and you believe that he served as an owner advocate? I think you are, and to that I'll say again that he had a duty to implement the majority votes of the BOD without entering into collusion to subvert those decisions.)

 

[AwayWeGo]

Represent The Owners' Interests Only, Please.

Do you think that every owner of a resort agrees with every other owner about what is correct for their resort? Or that every member of every BOD is always in agreement with every other member or every vote/action taken by the BOD?

It's OK for board members to disagree. Majority votes carry the day. Decisions need not be unanimous.

But there should be no secret agendas, no divided loyalties, no double dealing.

Everybody on the HOA-BOD is there to represent the interests of the regular, walking-around timeshare owners, period. No timeshare HOA-BOD has any business holding to any purpose other than that.

Any timeshare HOA-BOD member not representing the owners' interests right on down the line should be voted off the board posthaste.

-- Alan Cole, McLean (Fairfax County), Virginia, USA.​

 

[modoaruba]

They are all of the things that he believes are being incorrectly handled at Aruba Ocean Club, the same things that you and most of the other owners in this thread have acknowledged are your interests. The problem is, they appear to be minority interests. Or at least, a majority of the owners have not asked to be counted among those who share those interests.

(But aren't you really asking me how I can say that his interests as an owner conflicted with his serving on the board, when he and you believe that he served as an owner advocate? I think you are, and to that I'll say again that he had a duty to implement the majority votes of the BOD without entering into collusion to subvert those decisions.)

I believe that a majority of owners have no clue that this blog exists nor the controversies that surround the AOC.
I believe that Allan represented a significant number of owners who are aware of the going ons.
By Allan showing more support towards the owners and not the "puppet" BOD
is commendable and proved to myself that when I voted for him I made the right choice.

Now, to be the advocate for the other side,
besides knowing that the fees have gone up,are the majority of owners(and this time I mean majority)that caring that it would change their lives to the point of wanting to sue or do something about it that would cost them more money?
I don't think so.

Most owners will probably continue to vacation without the need to carry any negativity with them to the beach.

There are pros and cons to both sides. Tough chess move coming

 

[Luckybee]

They are all of the things that he believes are being incorrectly handled at Aruba Ocean Club, the same things that you and most of the other owners in this thread have acknowledged are your interests. The problem is, they appear to be minority interests. Or at least, a majority of the owners have not asked to be counted among those who share those interests.

Thank you for hitting one of the main problems dead on . In fact the majority of owners who are aware of the situation are in fact backing the concerned owners group. That is why with the proxies Frank Knox would have been out on his --- had Marriott not voted their B shares. So one could just as easily say that the interests being represented by the "new board" is the minority interest. Without Marriott playing "hide the list" when convenient we could find out for certain. If you wonder what I mean by that take the most recent recall vote situation. Marriott responded to the names gathered by Mark with something similiar to "we have no way to contact all these people to verify if they truly were supportive" yet, a few weeks later most if not all on the list received a letter from the new board about these issues(which had no return address interestingly enough for anyone to respond to), and even more interesting was only sent to those owners on Mark's list. Funny how they managed to contact only those owners they chose to contact when convenient for them to do so. Quite a far cry from no way of verifying ! And given the current situation it is far too premature to say that either side is in the minority. As I said earleir it may well be the "board" and Marriott that are in the minority.

 

[SueDonJ]

Thank you for hitting one of the main problems dead on . In fact the majority of owners who are aware of the situation are in fact backing the concerned owners group. That is why with the proxies Frank Knox would have been out on his --- had Marriott not voted their B shares. So one could just as easily say that the interests being represented by the "new board" is the minority interest. Without Marriott playing "hide the list" when convenient we could find out for certain. If you wonder what I mean by that take the most recent recall vote situation. Marriott responded to the names gathered by Mark with something similiar to "we have no way to contact all these people to verify if they truly were supportive" yet, a few weeks later most if not all on the list received a letter from the new board about these issues(which had no return address interestingly enough for anyone to respond to), and even more interesting was only sent to those owners on Mark's list. Funny how they managed to contact only those owners they chose to contact when convenient for them to do so. Quite a far cry from no way of verifying ! And given the current situation it is far too premature to say that either side is in the minority. As I said earleir it may well be the "board" and Marriott that are in the minority.

Modoaruba said something similar about the concerned owners group but the fact remains that Mark has the support of owners who do not represent a majority. The qualification that most owners who know of the situation support him doesn't matter; Marriott/MVCI/the BOD has direct knowledge of a dissenting minority ownership group.

But you've hit one of the main problems head-on here and I don't think you realize it. Criticisms and/or suggestions for the actions Marriott and/or Mark have taken are conveniently ignored or misconstrued to fit this group's agenda, despite the fact that the agenda is poorly served by such actions.

For example, you can speculate all you want that the owners not publicly supporting Mark would do so if they were aware of the situation, which would make Marriott's B share votes incorrect (insofar as those shares should be voted for the majority.) But it appears that Marriott/MVCI/the BOD considered that those owners do not support his efforts, as evidenced by their silence, therefore the B shares were voted correctly in the majority interest.

But that doesn't fit your agenda, so you conveniently qualify the factual statement that your group is a minority in order to fit your agenda.

For another example, Marriott didn't respond unfavorably to Mark's letter and accompanying list of names with anything approaching, "we have no way to contact all these people to verify if they truly were supportive." They responded that they did not support his contention that he was qualified to act "on behalf of" the owners whose names were on that list, as he stated in his letter, because he did not include supporting legal documentation of such qualification. Critics mentioned that petitions generally require signatures to be valid, that a qualified attorney could have prevented the incorrect submission, that the Marriott response wasn't a complete refusal of the by-law protection but rather a dismissal of the request based on non-compliance with basic legal procedure. It was also pointed out then that the responsibility for verifying that the people whose names were on that list agreed with the call for the special meeting, rested with the person(s) submitting the request and not with Marriott/MVCI/the BOD.

Yet not one person who supports Mark's efforts has responded to these criticisms by acknowledging the possibility that this particular effort failed because of insufficient legal advice solicited by your group. Instead, you've misconstrued the Marriott response to try to justify your contention that "they" are acting inappropriately.

Throughout this entire thread there is evidence of your group ranting and raving illogically against Marriott/MVCI/the BOD because it's easier to blame "them" than it is to accept your own shortcomings. Reasonable people recognize their own limits, and generally make adjustments for them.

 

[ecwinch]

You have us at a disadvantage

Without being able to look at the By-Laws of the AOC, I find it difficult to understand why contesting the BoD with the support you have would be so difficult. I am not saying that any action in a contest environment is easy. But if this was one of my timeshares in the US, I could suggest a couple of ways to achieve what you have said that you want, without going to a lawsuit.

There is due process that you have to go through. A lot of people just want to skip to the end, but courts like to see that parties in a lawsuit have not rushed to the courthouse.

So while I would like to take every representation at face value, when you have played so loose with the truth, that I cannot do.

Now this is Aruba, and I cannot research Aruba law easily. But if AOC was in the US, this would have been settled with a request to inspect the records.

 

[ecwinch]

Shux, I would have expected the duty of all HOA-BOD members, including the president, to be serving the interests of the owners, period.

The HOA-BOD should not have 1 set of interests & the owners another, different set.

The timeshare company, sure. But not the HOA-BOD, from president right on down the line to at-large member.

Any timeshare HOA-BOD member not representing the owners' interests right on down the line should be voted off the board pronto.

-- Alan Cole, McLean (Fairfax County), Virginia, USA.​

Alan,

I have a great deal of respect for your opinion. But on this one we will have to disagree.

Rarely are owners in agreement on a course of action. Membership is too diverse. At one of my timeshares if one group of owners called the shots, then they would ban admitting new members and stop development of any new resort locations. Just because they are vocal, does not mean they represent the mainstream owners - who typically just want to enjoy their vaction.

I think that timeshare owners are usually only united in opposition of the Developer, for every cause needs someone in the role of the villain.

 

[Luckybee]

For example, you can speculate all you want that the owners not publicly supporting Mark would do so if they were aware of the situation, which would make Marriott's B share votes incorrect (insofar as those shares should be voted for the majority.) But it appears that Marriott/MVCI/the BOD considered that those owners do not support his efforts, as evidenced by their silence, therefore the B shares were voted correctly in the majority interest.

Sue tell me you cant possibly believe that Marriott voted the B shares against the owners vote because they thought that was what the majority wanted. I know some here like to play devil's advocate but you cant possibly believe that statement. Whether one is on Marriott's side in this or the owners is one thing but to believe that for the first time virtually in Marriott history that Marriott refused to seat a duly elected by the owners board member by the proxies because they were looking out for the owners is imho is simply , well, im going to be polite and simply say that your bias is becoming questionable.

 

[modoaruba]

Sue,
When you say that Marriott considered the majority in their vote. I agree .
Knowing that the real majority is clueless and maybe do not care enough to put up a stand, they took the opportunity and used their vote to their own advantage.
Politics at its best.

 

[Dean]

Sue,
When you say that Marriott considered the majority in their vote. I agree .
Knowing that the real majority is clueless and maybe do not care enough to put up a stand, they took the opportunity and used their vote to their own advantage.
Politics at its best.

That may or may not be true, you're being very presumptuous to say that you know and the those that voted another way don't know what's going on. I wouldn't have expected Marriott to do anything else except exercise their legal votes in this situation. Whether they've done so before really has no bearing on the reasonableness IMO.

 

[modoaruba]

That may or may not be true, you're being very presumptuous to say that you know and the those that voted another way don't know what's going on. I wouldn't have expected Marriott to do anything else except exercise their legal votes in this situation. Whether they've done so before really has no bearing on the reasonableness IMO.

I know I was presumptuous. Many responses on this blog have been so by claiming that a party acted that way because---(fill in the blanks) without concrete knowledge of that parties real intentions.
If we look at how we elect officials,we do so by a majority vote.
Do the Majority really vote? Or is it that the majority of the Minority that votes the candidates in? What are historical election turnouts in percentage?
Either way,most votes win.
When it may be deemed that the officials are not really representing their voters but only their own interests,it is up to those who care to take a stand and become the movers and shakers to PROVE this point to a higher court.
These voters are usually a minority.
It is very difficult to get a true majority to band together and even more so to agree.
That's why, in my opinion,officals get away with what thet get away with.
They take the opportunity to take advantage of the situation knowing that the majority would never take a stand.
My opinion.

 

[modoaruba]

Just for HA HAS.
I do not recall ever seeing the election statistics for the BOD.
Was it ever published?

If not, does anyone have:
1-number of owners
2-how many total votes were sent in
3-how many voted directly for a candidate
4-how many voted by proxy
5-how many did not reply

 

[SueDonJ]

Sue tell me you cant possibly believe that Marriott voted the B shares against the owners vote because they thought that was what the majority wanted. I know some here like to play devil's advocate but you cant possibly believe that statement. Whether one is on Marriott's side in this or the owners is one thing but to believe that for the first time virtually in Marriott history that Marriott refused to seat a duly elected by the owners board member by the proxies because they were looking out for the owners is imho is simply , well, im going to be polite and simply say that your bias is becoming questionable.

Sue,
When you say that Marriott considered the majority in their vote. I agree .
Knowing that the real majority is clueless and maybe do not care enough to put up a stand, they took the opportunity and used their vote to their own advantage.
Politics at its best.

Here's what I wrote in this thread earlier about the vote:

Post #1162: "Perhaps Marriott acted as they did because they realized that a minority splinter group of unhappy owners was acting in collusion to unseat a board member who is finally taking the proper steps to get the resort back up to par financially and structurally, and their unprecedented but legal maneuvering with the votes they hold is an attempt to combat that collusion in the best overall interest of the resort, all of its owners, and itself as the management company?"

Post#1167: "Your rights were not stripped - you and your group were entitled to vote and you did. The other AOC owners were entitled to vote and chose for themselves whether or not they would - the numbers indicate that some abstained. But Marriott also was entitled to vote the shares it holds as the management company, and their representatives did so in what they believe is the best interest of all of the owners as well as the company. ... What it clearly shows me is that Marriott will exert its rights whenever and wherever it believes that its interests are threatened."

Whether or not you think that the Marriott representatives who voted the B Shares voted incorrectly, the fact remains that they reserve the right to and are entitled to vote those shares as they see fit whenever they choose. I'll say again that in this instance, because their interests are comprised of the entire ownership base as well as themselves as the management company, they acted exactly as you could expect them to act.

All the speculation in the world that the owners who abstained from voting or submitting a proxy in your side's favor would vote your way if they were only not "clueless" is meaningless and insulting.

And you don't have to be polite. I do side with Marriott/MVCI in this crusade. I didn't at the beginning, I sat back and read and tried to figure out if you folks had good reason to believe that Marriott's actions were inappropriate or subject to legal redress. But as far as I've seen, you folks have caused more harm than good and Marriott/MVCI has not acted legally inappropriately. And if I'm able to play devil's advocate for Marriott as simply an MVCI owner, surely you folks could/should have expected and planned against Marriott's actions. All it would have taken was a little foresight and qualified legal representation.

 

[modoaruba]

Sue,
Nobody speculated that the non voting owners would vote one way or another. Thats moot.
Marriott did do the right thing for themselves by voting as they did.
I don't hold it against them. They were within their legal rights.
As far as any governing group is concerned,they have a right to do as they please because they represent the owners in this instance.
The reason they represent the owners is due to the election results of which I am very interested to see the statistics of.Just for fun.
I am not here to battle. I choose my battles carefully.
All I am pointing out here is that its the way of the world.
If you agree that Marriott and the BOD represents your feelings then you should feel greatful that the system is working for you.
Being an owner myself,I am interested in the different points of view and feel that I have a right to air my views.
I have not always been right. I wish no offense.
Just me giving a peep through another window.

 

[marksue]

BOD results, not official but from meeting attendee

Candidate 1 1034
Anthony Lifrieri 3116
Frank Knox 2112 only had 382 till Marriott casted thier votes
Candidate 4 6

 

[ecwinch]

Candidate 1 1034
Anthony Lifrieri 3116
Frank Knox 2112 only had 382 till Marriott casted thier votes
Candidate 4 6

Were no proxies involved in the election?

Are you factoring them into the informal vote results shown, or counting them as B votes?

And how many B votes does Marriott have and what is the basis for them having those votes? Can someone post the provision in the By-Laws that discusses the B votes.

Typically a developer only has voting rights based on inventory they hold. So if you are saying that Marriott has 1700 B votes, where do they come from.

This is speculation, but given the vote totals, it sounds more like proxies being voted.

And this is idle speculation again, but how were the candidates listed on the ballot? Was the leading vote getter the first name on the ballot?

 

[ecwinch]

I know I was presumptuous. Many responses on this blog have been so by claiming that a party acted that way because---(fill in the blanks) without concrete knowledge of that parties real intentions.

I would agree, but that is what the whole blog movement is about, voicing opinions, and often speculation on the motives. It would be really boring if we just reported facts without any interpretation of the information. That naturally forces one to speculate.

But there is a difference between reasonable speculation based on facts, and just speculation.

If tomorrow they raise phone rates at the AOC by 50%, one can either say:

- Damn MVCI profit mongers, they are just ripping the owners off. Lets form a movement to replace the BoD. They rubber-stamped this decision and are probably getting kickbacks from MVCI

or

- Based on inflationary trends, combined with a general rate increase of 46% by Aruba telephone company 8 months ago, I think the increase is justified. The delta is probably to make up for the gap in timing.

Now I do not know the latter to be true, as I am not a member of the BoD. But based on reasonable supporting facts, it is not a reasonable conclusion.

It is just applying reason and logic to the facts to reach a reasonable conclusion.

 

[SueDonJ]

Were no proxies involved in the election?

Are you factoring them into the informal vote results shown, or counting them as B votes?

And how many B votes does Marriott have and what is the basis for them having those votes? Can someone post the provision in the By-Laws that discusses the B votes.

Typically a developer only has voting rights based on inventory they hold. So if you are saying that Marriott has 1700 B votes, where do they come from.

This is speculation, but given the vote totals, it sounds more like proxies being voted.

And this is idle speculation again, but how were the candidates listed on the ballot? Was the leading vote getter the first name on the ballot?

The procedure surrounding that vote is made very confusing by Mark's limited postings and Allan's explanation contained here. Allan mentions B share votes, unit shares and A Owner votes, but says that "... For the first time in the history of the Aruba Ocean Club - Marriott MVCI's division headed by Dirk Schavemaker, and Troy Asche cast votes for the A Owner members for election. For the past 9 years, I and Owners have been told by MVCI President Steve Weisz and other Marriott executives that Marriott does not vote in an Board election for Owners (A members), because they feel that the Owners should have their say and Marriott would not want to influence the election of Owner Members...."

From that it can reasonably be deduced, I think, that B share votes are those cast by the management company as A members, and unit shares are those attached to unsold inventory which the management holds. At least that's how I interpreted things to reach my conclusion.

Now if any of those 1,730 shares/votes are actually proxy votes, the entire argument changes and is even more in favor of the Marriott representatives' actions. Because don't we all expect that when we sign our proxy statements, we are expecting that our vote will be cast as we've designated?

 

[ecwinch]

The procedure surrounding that vote is made very confusing by Mark's limited postings and Allan's explanation contained here. Allan mentions B share votes, unit shares and A Owner votes, but says that "... For the first time in the history of the Aruba Ocean Club - Marriott MVCI's division headed by Dirk Schavemaker, and Troy Asche cast votes for the A Owner members for election. For the past 9 years, I and Owners have been told by MVCI President Steve Weisz and other Marriott executives that Marriott does not vote in an Board election for Owners (A members), because they feel that the Owners should have their say and Marriott would not want to influence the election of Owner Members...."

From that it can reasonably be deduced, I think, that B share votes are those cast by the management company as A members, and unit shares are those attached to unsold inventory which the management holds. At least that's how I interpreted things to reach my conclusion.

Now if any of those 1,730 shares/votes are actually proxy votes, the entire argument changes and is even more in favor of the Marriott representatives' actions. Because don't we all expect that when we sign our proxy statements, we are expecting that our vote will be cast as we've designated?

I would agree with your analysis, but Allan's statement does not make sense, unless the proxies were pledged to Dirk Schavemaker and Troy Asche.

Proxies are usually pledged to the board in general, and not employees of the manager.

I agree, without any meaningful facts, it is hard to separate fact from fiction.

Can anyone share any actual facts on this issue. Clearly some information must have been disseminated on the election.

Can someone check the by-laws and see if you have a "Right of Inspection". HOA's are typically organized as non-profit corporations. And, at least in the US, members have the right to inspect the records of the corporation. I have to think there is something similar in your by-laws.

If Dutch law does not afford similar protections, this would be a big reason not to buy a timeshare outside the US.

 

[SueDonJ]

I would agree with your analysis, but Allan's statement does not make sense, unless the proxies were pledged to Dirk Schavemaker and Troy Asche.

Unless, Allan's statement is interpreted to mean, "... Marriott does not vote [in an Board election for Owners] (as A members), because they feel that the Owners should have their say and Marriott would not want to influence the election of Owner Members...."

Lots of loose interpretation there, I know, but it was the only way Allan's statement made any sense to me if he was not referring to proxy votes. And I don't expect that even he would make that deliberate a misstatement to further his agenda. As I said, if they are proxy votes the entire argument is changed, and not in his favor.

Proxies are usually pledged to the board in general, and not employees of the manager.

I agree, without any meaningful facts, it is hard to separate fact from fiction.

Can anyone share any actual facts on this issue. Clearly some information must have been disseminated on the election.

Can someone check the by-laws and see if you have a "Right of Inspection". HOA's are typically organized as non-profit corporations. And, at least in the US, members have the right to inspect the records of the corporation. I have to think there is something similar in your by-laws.

If Dutch law does not afford similar protections, this would be a big reason not to buy a timeshare outside the US.

Agreed.

 

[modoaruba]

Candidate 1 1034
Anthony Lifrieri 3116
Frank Knox 2112 only had 382 till Marriott casted thier votes
Candidate 4 6

Thanks for that info. But what I am getting at is how many total unit votes exist and how many of those actually voted.
I am just curious to see if a majority of owners participated in the election.

 

[marksue]

There has to be a quorom (25%) of the voting shares, which is why the proxy company made calls to all owners who didnt vote to get them to vote.

THe B shares are not proxy's assigned to marriott. THey are the shares assigned to Marriott in the mgmt agreement for commercial use and common facilities not exclusivly used by A share members (which are the owners). They did own @145 units A shares, that were bought or taken back from owners.

 

[ecwinch]

Thanks for that info. But what I am getting at is how many total unit votes exist and how many of those actually voted.
I am just curious to see if a majority of owners participated in the election.

To get to that number, you would need to also know on what basis the voting is done on.

Is it cumulative voting - where each owner gets one vote for each open seat, and they are allowed to vote them all for one candidate?

Update: Based on Allan's post, it looks like voting was culmative:

"For the Board of Directors - a total of 6268 votes were cast. Marriott had at total of 1730 votes (1500 B share votes and 230 shares - ( they said the they had bought back 115 weeks (2 votes per week) thus Marriott had a total of 1730 votes.) "

So total eligible votes - excluding the mysterious B votes is:

418 units * 51 weeks * 2 votes per week = 22,236

Assuming MVCI only sells 51 weeks per unit, and sets aside 1 week for maintenance.

The total increases by 836 if they sold 52 weeks.

So with 6268 votes, backing out the 1500 B votes, 4768 divided by 2 = 2384 owners; roughly 23% of the total owners voted.