One thing for certain is there is never a dull moment surrounding the continuous saga at Anfi. Slightly over two years ago on the 11th January 2022 we reported on the sale of shares by Manuel Santana Cazorla who sold 50% of his rights in the family business to IFA Touristik, a subsidiary of Lopesan. Before we carry on, we need to look briefly at the share holding structure of Anfi.
Forgetting the dim distant past, prior to the share sale as stated above, in 2016, local property and construction firm Lopesan purchased a 50% stake of Anfi del Mar for €40 million. Why so cheap?
€40 million is a lot of money but it doesn’t seem much for half of a timeshare complex, which at the time had almost 1000 apartments, 30,000 members, two golf courses, a beach, marina, and the rights to build 5000 new beds, an 18,000 square metre commercial area, and a new 500 berth marina at Tauro. So how come the price was so low?
One reason was that Lopesan’s 50% share of Anfi wasn’t a controlling stake because the Grupo Santana Carzola (GSC) who held the other 50% had a “golden share” which gives it overall control. In essence, the “golden share” gave GSC a 2 for 1 voting rights advantage over Lopesan. Basically, this meant that whatever GSC wanted to vote in, they could, leaving Lopesan sitting on the sidelines at every turn.
As far as the GSC was concerned, the sale of shares by Manuel Santana Cazorla was a great kick in the groin. The sale effectively destroyed their “golden share” and put Lopesan in the driving seat. Not all happy with this, Santana Carzola got the knives out.
The latest court case
Following an article published in the Canarian Weekly on 23rd January this year, the courts in Las Palmas de Gran Canaria are delving into a possible criminal offence related to the sale of the Anfi del Mar Company to Lopesan Group, following a lawsuit filed by several shareholders of GSC.
As stated above, In December 2021, Manuel Santana Cazorla sold 50% of his rights in the family business conglomerate to IFA Touristik, as per above, a subsidiary of Lopesan. This meant that Lopesan acquired an additional 25% ownership of Anfi del Mar, in addition to the existing 50% already in its possession. Essentially, with this transaction, Lopesan would control a significant 75% stake in Anfi
As reported by Atlántico Hoy, Judge Alberto Puebla now sees indications that a crime of mismanagement may have occurred in the operation. Specifically, there is suspicion that Manuel Santana Carzola conducted the transaction without the knowledge of the other GSC partners, resulting in “clear harm to them.”
The court is investigating whether this lack of transparency in the sale constituted a breach of fiduciary duty, potentially leading to legal consequences for those involved.
According to a recent article published in El Diario, this is not the first time this complaint from GSC has been filed with the courts. GSCs ‘new’ complaint against Lopesan has already been filed three times! According to our understanding these submissions have been summarily dismissed by the courts.
TCA comment
The first and foremost question would be “when will this fiasco come to an end?” A child throwing their toys out of the pram comes to mind. The joining of Lopesan and GSC seems to have been a marriage made in hell. From day 1 GSC have constantly applied bully boy tactics using their “golden share” as the lever to get done whatever they wanted to get done. Naturally the tide turned when Manuel sold his shares.
The bigger picture now sees GSC not only at loggerheads with Lopesan but also has begun a family feud between Santana Carzola and his brother Manuel. Not being legal experts we would think that if Santana Carzola has tried a number of times and the courts have applied law and common sense, we have to wonder if this latest attempt will go the same way. We suppose it’s fair to say that only time will tell in this never ending saga of “Carry on Anfi”
For more information regarding this article or assistance in any other timeshare related issues please contact the TCA on 01908 881058 or email: info@TimeshareConsumerAssociation.org.uk