Eco-Green established three days before multi-million dollar dealPOSTED: 12/9/10 11:23 PM
St. Maarten – Eco-Green N.V., the company that bought the economic ownership of a piece of land Minister Maria Buncamper-Molanus and her husband Claudius held in long lease on Pond Island, was registered at the Chamber of Commerce on December 16, 2008, three days before it closed the multi-million dollar land deal.
Yesterday this newspaper reported that the Minister and her husband transferred the right of long lease for $3 million, nine months after they had obtained these rights. The land is located on Pond Island, across from the Melford Hazel sports complex and is used for the storage of construction material.
The managing director of Eco-Green, Theodore Oniel Walters, is a 64-year old St. Maartener. Because Eco-Green was not to be found anywhere in the yellow pages, the phonebook or on the internet, this newspaper paid a visit to Mr. Walters at his home.
The managing director lives at Mount Repose Drive, a road that meanders into the hills in Middle Region from across the Sister Marie Laurence School. At the end of this road, where it seems to dead-end, a small concrete path leads further up. At the end of this path is number 19, the residence of Mr. Walters.
The managing director came out onto the porch barefoot, dressed in shorts and a tee shirt. He did not meet our eyes, but stared instead at a car wreck in his yard. “To find my name in the newspaper without anybody asking me about it,” he muttered.
When we asked Mr. Walters whether Minister Buncamper and her husband are on the board of directors of Eco-Green, Mr. Walters declined to comment. “My lawyer will look into this,” he said.
When we asked Mr. Walters if he wanted to talk to us about Eco-Green he declined, and we left.
Eco-Green’s registration at the Chamber of Commerce lists eleven different purposes – from buying, selling, renting and leasing registered properties and project development to subdividing real estate into rights of apartments and selling, advertising, marketing and promoting time shares. Other purposes include lending money, and developing marketing strategies related to real estate.
A remarkable purpose of this company is trading in and importing and exporting of “raw materials, minerals, metals, organic matter, semi products and finished products of any nature and under any name.”
The company is managed by “a board of managing directors, consisting of one or more managing directors. Legal entities may also be appointed managing directors.”
This construction makes it possible to hide the company’s beneficial ownership. The registration at the Chamber of Commerce only mentions Theodore Walters as managing director. Other directors could be either natural persons, or legal entities (like other companies) owned by natural persons who want to hide their identity.
It is perfectly legal to set up a company with a front man acting as its director while the real owners stay out of sight. The director who appears on the registration at the Chamber of Commerce and the real owners hold a shareholder meeting after the company has been established, whereby all shares are transferred to the beneficial owners. The records of these shareholder meetings are not public record.
One expert on long lease contracts told this newspaper that it is illegal to transfer the right of long lease on a piece of land as long as there is nothing built on it. But once buildings have been constructed, the leaseholder is allowed to sell these buildings. If the building appreciates in value over time, the seller is not allowed to cash in on an eventual higher price for the land as well.
“Contrary to Curacao, rights to long lease have always been sold here,” the expert told us. He asked not to mention his name, “because I have already enough enemies.”
“You can always transfer economic ownership,” the source said. “It is also possible to transfer the right to long lease but for that you need the permission of the government.” (Before the transition to country status, these transactions required the approval of the Executive Council – ed.). “But if there is nothing on the land, it is legally not possible to transfer the right of long lease.”
The source said that the transaction ought to have fiscal consequences. “In practice, the rights to long lease have always been sold in St. Maarten. But legally it is not possible.”
The contract drawn up by notary Francis e. Gijsbertha on December 19, 2008, only mentions that the buyer acquires “the real right of long lease on a parcel of land (measuring 4,632 square meters) situated in Philipsburg, Sint Maarten, further describes in certificate of admeasurement 230/2007.”
The island ordinance on long lease states in article 13 that the lessee “is not authorized to split the right to long lease without prior approval by the Executive Council.”
Another tantalizing article in this ordinance prescribes that “renting, leasing or otherwise giving property of the island territory in use for a period longer than five years, is done by the Island Council.”
This indicates that contracts for the rights of long lease are subject to approval by the Island Council. This was the situation before the transition to country status on 10-10-10, and it applies therefore to the transaction between Minister Buncamper and her husband and Eco-Green.
The land deal has the attention of the public prosecutor’s office, though as of yesterday there was no official investigation into the matter underway.