An Orange County Circuit Court judge appointed an American hotel management firm on Monday as receiver of the Crowne Plaza Orlando Universal Hotel, taking control away from a Brazilian court-appointed administrator, following evidence he transferred $4 million in corporate funds to a newly-formed company in Brazil and not to a branch of Brazilian government he was tasked to manage -- and eventually liquidate -- the asset for.
Mike Marshall of Maryland-based Marshall Hotels & Resorts was appointed Monday as receiver to manage Universal Towers Construction, Inc. (UTC), which was founded in 1998 to build, own and operate the Crowne Plaza hotel at 7800 Universal Blvd.
In the court order signed Monday morning, Judge Lisa T. Munyon affirmed that UTC had wrongly diluted the value of a 35 percent stake originally held by Orlando-based construction firm Constrazza International Construction.
"We recommended (Marshall) because of his firm's more than 30 years dealing in hotel receivership and management," Antonio Romano, an Orlando-based real estate investor who holds power of attorney for Constrazza's principal Zilberto Zanchet, told GrowthSpotter on Monday.
Marshall is in Orlando this week to take over management of the property, his office said Monday.
The judge confirmed evidence that Brazilian court appointed-receiver Francisco Ferreira Bomfim had recently transferred $4 million from the hotel owner UTC to a Brazilian LLC named Universal Towers Brasil Agropecuaria Ltda., a private transfer that raises questions of fraud by Bomfim.
The judge also found that Constrazza International's holdings in UTC have been diluted from 35 percent to less than 5 percent as a result of actions taken by Bomfim that violate the original shareholder's agreement.
Bomfim has managed the hotel since 2009 on behalf of the Brazilian government to eventually liquidate Orlando-based assets of former majority stakeholder João Arcanjo Ribeiro, who serves time in a Brazilian federal prison for charges related to money laundering, tax evasion and homicide, with his stake in the hotel held for auction by Brazil's federal court, GrowthSpotter first reported June 12.
Marshall will manage all aspects of UTC in place of its board of directors, and advise the court on possible recovery of funds transferred out of the country by Bomfim.
Arcanjo Ribeiro held a 65 percent super-majority stake in UTC, which he later transferred to his Brazilian company, Universal Towers Investimentos e Participações Ltda. (UTI). Upon founding UTC locally, Arcanjo served as its president and CEO, while Zanchet of Constrazza was secretary/treasurer.
Brazil's government was controlling the hotel's fate by controlling the assets of Arcanjo's Brazilian business, UTI.
Per the shareholder agreement of UTC, both the supermajority shareholder (UTI, controlled by Brazil's government) and minority shareholder Constrazza should have right of first refusal in the sale of a stake in the company. The $4 million Bomfim moved was to a private Brazilian entity, not a court- or government-appointed agency, and research is pending on if more money was moved overseas, Romano said.
Attorneys from ELP Global representing Bomfim and UTC did not respond to calls for comment on Monday.
Constrazza's injury in this case is irreparable, because in addition to more than 90 percent of its holdings being reduced, substantial corporate funds have been transferred outside the jurisdiction of the Orange County circuit court, the judge wrote.
The decision Monday follows a complaint and summons filed in Orange County Circuit Court on Sept. 9 by Constrazza, which called for the court to dissolve the hotel's ownership company, UTC, and appoint a receiver from the United States to manage the asset.