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ANNUAL GENERAL MEETINGS GUADALMINA GOLF S.A. AND REAL CLUB DE GOLF GUADALMINA

2019-10-11
ANNUAL GENERAL MEETINGS GUADALMINA GOLF S.A. AND REAL CLUB DE GOLF GUADALMINA


EXTRAORDINARY GENERAL MEETINGS
GUADALMINA GOLF S.A.  -  REAL CLUB DE GOLF GUADALMINA
October 10th . 2019

 
The date October 10th , 2019, will be part of the history of our Club, as one of the most important dates, similar in importance to July 12th 1959, when Mr. Norberto Goizueta and his family started the development of Guadalmina, or November 17th 2008, after fifty years of history HM King Juan Carlos I, granted us the distinction of REAL to the Guadalmina Golf Club.
 


During sixty years of history, the destiny of the Real Club de Golf Guadalmina, has been in the hands of several Companies. Starting 30 years ago by The Goizueta´s  Family, managing every aspect of the development of the land.



Thank to them Guadalmina gained the reputation of being one of the best resorts in Spain, and in the Sports side the Club held some of the most important Tournaments , Professionals and Amateurs of Spain, during that  period of time, the also developed many of the real estate properties which conforms Guadalmina.


 
Since 1989, after the purchase by Prima Inmobiliaria and the constitution of Guadalmina Golf SA, several companies have held a stake in the GGSA shareholders, with greater or lesser weight.


 
Prima Inmobiliaria was followed by Grand Tibidadabo and Fadesa, and finally Martinsa Fadesa, who, after thirty years from the foundation of Guadalmina Golf s.a.t, still held 31% of the Share Capital, this last Company after entering the Liquidation Contest in 2015, on July 19th of 2019 put 1,016 shares on sale.


 
The Real Club de Golf Guadalmina through its members, aware of the importance of the event, was mobilized in a way, like never did before, nationalities and origin did not matter.
 


We knew that it was necessary to present a large number of favorable/ positive of votes to the acquisition, to serve both purposes, to add enough number of shareholders present and represented , according to the quorum required in the statutes of Guadalmina Golf s.a. and to send a clear message to the reference shareholder, Martinsa Fadesa, who had indicated his intention to abstain, if a sufficient majority of positive votes among the other shareholders, was not achieved.


 
And out of a total of 1,268 shareholders with voting rights, shareholders members of the Club , 846 (among them 133 shareholders who are not currently active members of the Club ), representing 66,46%, voted affirmative, to the operation, the vast majority required by the reference shareholder, Martinsa Fadesa who added to the YES,  1,016 votes, allowing the approval of the agreements of the four essential points of the agenda, all of them approved by overwhelming majority.

1/ Purchase for € 5,080,000

2/ Financing of said amount by GGSA

3/ Amortization of 70 % of the shares and reduction of capital, with sale of 30 %

4/ Signing of a lease agreement bewteen GGSA and Real Club de Golf Guadalmina. 

The necessary explanations were given, and it was reported that all the decisions taken were based on reports from independent experts, selected from several, allowing us to conclude that we were facing a unique opportunity for the Guadalmina Royal Golf Club.
 


RESULTS OF THE VOTING IN GUADALMINA GOLF S.A.
 
PARTICIPATION   : 59%
 
IN FAVOR           1.862
 
AGAINST                  37
 
ABSTENTIONS          2


 
RESULTS OF THE VOTING IN REAL CLUB DE GOLF GUADALMINA
 
PARTICIPATION  51%
 
IN FAVOR           622
 
AGAINST                0
 
ABSTENTIONS        2


 
The same day at 18:20 hours from the Post Office El Corte Inglés in Puerto Banus, the Burofax was sent to the Bankruptcy Liquidators with our offer, so that it could be taken into account. We are waiting until October 23rd, to be notified if Guadalmina Golf SA has been awarded the package of 1.016 shares. If so, the Real Guadalmina Golf Club will be taking the first big step towards  to a new stage in its history.


 
A club managed by the Members, for the Members, and without relying on others outside the Club for decision-making.


 
The History of the Real Club de Golf Guadalmina has begun, and from these lines THANK YOU very much to all those who have made it possible, from the Board Members, to the Club staff that has worked very hard to achieve this great task, and of course to all the Members, because you have deposited your trust in us and you have supported us.



We hope that in the future you will be proud to have been part of this day.


And you will be a Member / Shareholder of possibly the most prestigious Members Owned Club on The Costa del Sol.


 
Real Club de Golf Guadalmina.
Board of Directors 
Guadalmina October 11th , 2019


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