Vincentian

 

From the Vincentian, 29th March 1985

by special reporter

The Deed of Conveyance transferring approximately 8,500 acres of land at Orange Hill from Orange Hill Estates Limited to a new company known as Windward Properties Limited was registered at 2.25pm on Friday 22nd March 1985 at the Court House Registry.

The deed was signed by Cyril Barnard and Martin Barnard on behalf of Orange Hill Estates Limited, and was perused on their behalf by Barrister-at-Law Errol Layne

Dated 25th February 1985, the Deed was prepared on behalf of Windward Properties Limited by Barrister-at-Law Othniel Sylvester, who also witnessed the Barnard's signatures.

According to the Deed, the property was sold for $5,337,600 EC ($2.1 million US).

The registration of the Deed of Conveyance took place three days after publication of the Government Gazette in which the Government gavce notice of its intention to acquire the same lands.

There has been widespread popular opposition to the sale.  All opposition pareties  -  the Labour Party, the United People's Movement, and the Movement for National unity   -   have all called on government to prevent the sale of the Orange Hill Estate to the Danes.

The Vincentian has obtained the full details of the legal manoeuvres which have resulted in the transfer of 10 per cent of all arable land in St Vincent and the Grenadines into foreign hands without  government permission.

It appears that advantage was taken of certain loopholes in the law.  For example, of the seven signatures on the registration documents for Windward Properties Limited, not one is Vincentian.  yet according to the law, Windward Properties Limited is a Vincentian Company.

This is how it was done.   In the laws of St vincent and the Grenadines, a company must be formed by at least seven subscribers.   If one half or more than one half of the subscribers are unlicensed aliens, then the Company is an alien company.  But if more than one half of the subscribers are vincentians, then the Company bvecomes a Vincentian Company.  So if 7 people form a company and 4 of them are Vincentians  whilst 3 of them are unlicensed aliens, then the company is a Vincentian company.

An unlicensed alien is a foreigner who has not received a license from the government.  An unlicensed alien cannot own land in St Vincent and the Grenadines.   land can only be owned by a foreigner if the foreigner is granted an Aliens Land Holding Licence by the Cabinet.

However three unlicensed aliens can join with four Vincentians and form a CVompany.  The company so formed will be a Vincentian Company and so will not need an Aliens Land Holding Licence.

What happened was that four companies were formed between 18th and 19th February 1985.  All four companies were formed by Barrister-at-Law Othniel Sylvester and all had their office at orange Hill.

The four companies were: Rose Cottage Limited, Denver portland Limited, Blue Ridge Limited and ZBF Limited.

Each company was formed by three different unlicensed aliens believed to be Danes, and four Vincentian women employed in the legal chambers of Othniel Sylvester.

Each company was therefore a Vincentiuan company since the majority of subscribers were Vincentians.

Eachj company has an authorised share capital of $10,000.00divided into 1,000 shares of $10.00 each.

Eleven different unlicensed aliens are involved in the formation of the four companies:but the same four Vincentian women  -  a solicitors's clerk, a secretary, and two typists  -   are the subscribers to all four companies.

Then on 20th February 1985, these four Vincentian companies got together with three unlicensed aliens  (who themselves were already members of those same four companies) and formed a fifth company called Windward Properties Limited.

In the Memorandum of Association of Windward Properties Limited, the first object for which the company was formed  is set out as follows:

"To acquire the whole or any part of the undertaking and assets of orange Hill Estates limited  and for that purpose to enter into and carry into effect with such (if any) modifications or alterations  as may be agreed upon an agreement which was made in the year 1984."

The registered office of Windward Properties Limited is Orange Hill.

Windward properties Limited has an authorised share capital  of $1,000,000 divided into 10,000 shares of $100.00 each.

Being a Vincentian company, Windward Properties Limited did not need to obtain an Aliens Land Holding Licence to purchase Orange Hill.

Legal opinion is divided  as to whether the aliens have in fact beaten the system. The Vincentian is advised that it is possible for the Attorney General to challenge the whole manoeuvre in the law courts, by going behind the transactions to find out just where  the $5,337,600 came from, and to see whether the four Vincentian women actually control the majority share holding in the Company.

Some lawyers feel that government should acquire the shares held by the four Vincentians and so obtain  control of all the companies, including Windward properties Limited.  it is said that these legal mechanisms would be far cheaper than acquiring the lands from the aliens.

Sources close to the government say that the government is keeping all of its options open.

Calls have already been made for amendments to laws that would allow eleven aliens to join with four locals  and manage to avoid the provisions of the Aliens Land Holding Regulations Ordinance.