The Tribune

By NEIL HARTNELL

Tribune Business Editor

nhartnell@tribunemedia.net

The long-running City Markets pension fund saga has given rise to a brewing legal battle over the majority 70 per cent ownership interest in a West Bay Street shopping plaza.

Attorneys for the pension fund’s trustees, via legal papers filed with the Supreme Court on April 18, 2016, are seeking a declaration that they are “the lawful owners” of majority equity ownership in Trinity Ltd.

That is the holding company for the Trinity Plaza complex, and the trustees - union president, Rosalie McKenzie, and attorney Dennis Williams - are asking the Supreme Court to rule that a previous three-party agreement seeking to settle litigation over the pension fund be declared “void and of no effect”.

That December 31, 2014, agreement, purported to transfer the 70 per cent interest in Trinity Ltd to attorney James Roosevelt Thompson.

The tenant rental income accruing from the plaza to that 70 per cent stake was to be used to pay the City Markets pension beneficiaries represented by Mr Thompson what they were owed via either a monthly payment or annuity.

However, it now appears that the pension fund trustees want to take possession of majority Trinity Plaza ownership for the seeming benefit of all beneficiaries, hence the legal action initiated against Mr Thompson.

Mr Williams, in an e-mail to Tribune Business, said the trustees would pursue the action “in the most aggressive manner” unless it was settled soon.

“As it is always better to settle a matter amicably, we are allowing a very short time for a possible settlement of the matter - and it must be stressed, a very short time,” he said.

“Failing a reasonable and quick resolution, that matter will be continued in the most aggressive manner.”

Mr Thompson, though, told Tribune Business yesterday that he did not see “any merit” in the action, and pledged to vigorously defend himself should the trustees decide to proceed.

In particular, he questioned how the City Markets pension fund trustees could take possession of the property when the fund had never originally owned it.

Trinity Ltd was previously majority owned by Associated Bahamian Distillers & Brewers (ABDAB), the company controlled by the Finlayson family, whose Trans-Island Traders vehicle was the last 78 per cent majority owner of City Markets before the business was shut down.

While the Trinity Ltd equity stake was used to settle the claims of Mr Thompson’s clients, those pension beneficiaries represented by the Bahamas Commercial Stores, Supermarkets and Warehouse Workers Union (Ms McKenzie is its president) were granted $2.6 million worth of preference shares in ABDAB.

These transactions formed the December 2014 settlement agreement, which was later approved by the Supreme Court on January 16, 2015.

Mr Thompson yesterday questioned how, and why, the trustees would seek to reverse the Trinity Ltd transaction when it was part of a long-agreed settlement made “to satisfy a court Order”.

“The current trustees didn’t sign the original agreement, so may not know that they are bound by it,” he told Tribune Business.

“I don’t think there’s any merit to what they’re trying to do. It was not merely an agreement; it was to satisfy a court Order. If we were trying to satisfy a court Order, how can we undo it.

“The agreement was acted on, and persons were paid and continue to be paid their annuities. They have been paid for more than a year now.”

Ms McKenzie, in an April 18, 2016, affidavit acknowledged that the December 2014 agreement was designed to be ‘a global settlement’ that would result in all beneficiaries being paid what was due to them.

However, she then claimed that the agreement, which was supposed to pay out all beneficiaries by May 8, 2015, “was defaulted or frustrated”.

Ms McKenzie described it as “null and void, and of no effect”, and added that the Trinity Ltd shares issued to Mr Thompson were “recalled and/or cancelled” on November 2 last year. They were instead, she alleged, transferred to the City Markets pension fund trustees.

A letter sent to the Registrar General’s Department that same day by Barry Newman, an ABDAB director, acting in his capacity as Trinity Ltd’s secretary, said the shares were issued to Mr Thompson “following instructions received which it now transpires were unauthorised”.

He said that share certificate and transfer form were to be treated as “null and void”, and were not to be stamped and recorded.

And, on the same day, Mr Newman wrote to Trinity Plaza’s retail tenants, including Burns House and the Quality Business Centre (QBC) format owned by DNA chairman, Andrew Wilson, to tell them to send rental payments to the City Markets pension fund trustees.

Ms McKenzie alleged that the trustees had subsequently written to Mr Thompson “requesting that he cease and desist from interfering with Trinity Ltd, so that the beneficiaries could be paid or realise their appropriate benefits”.

Mr Thompson, though, yesterday alleged that Mr Newman had already resigned as Trinity Ltd’s secretary when the documentation was issued.

He conceded that there had been discussions with the trustees and their attorneys, but that was to see if the benefits from Trinity Ltd’s income streams could be extended beyond his clients to all pension fund beneficiaries.

“We were trying to find a way to get some more payments to additional beneficiaries out of what was coming out of Trinity,” Mr Thompson said.

“If there was some means by which all people can get some money, and Trinity can help that, all the better.”

Mr Thompson expressed concern that the brewing legal battle would drive away current and prospective Trinity tenants, and create confusion as to who was to receive the rental payments.