May 14, 2010 Shareholder Meeting

The meeting of shareholders started at approximately 6:20 PM on Friday May 14 with over 200 shareholders present. After reviewing the frequently asked questions and an open question and answer period for over one hour, the meeting adjourned at approximately 9:00 PM with the shareholders in attendance unanimously electing a new advisory committee.

Documents referenced at the meeting are posted below for all shareholders to review at their convenience:

1. July 14, 2009 Legal Opinion regarding a Florida Appointed Receiver in the Dominican Republic

Issued by the Pellerano Law Firm in the Dominican Republic, this is Opinion discusses why a US Court cannot appoint a receiver in the Dominican Republic, the steps that would have to be taken otherwise and the damage any such action would cause to the shareholders and timeshare purchasers.

http://www.scribd.com/doc/31412095/Legal-Opinion-of-US-Court-Appointed-Receiver-in-Dominican-Republic-July-14-2009

2. July 14, 2009 Memorandum

This memorandum was signed by Fred Elliott with the understanding that a meet and confer would

follow to agree on a more formalized document. The meet and confer was never held and on July 17, 2009

the Monitor Order was issued. In any event , Fred Elliott would not have any authority to enter into an agreement of this nature. Any such agreement would require shareholder resolutions . The Monitor Order is currently under appeal with the 11th Circuit Court of Appeal.

http://www.scribd.com/doc/31410414/July-14-2009-Memorandum

3. July 17, 2009 Monitor Order Following Memorandum

This Monitor Order was not agreed to and is under appeal with the 11th Circuit Court of Appeal.

http://www.scribd.com/doc/31410553/July-17-2009-Monitor-Order-Following-Memorandum

4. December 9, 2009 11th Circuit Court of Appeal Brief Filing regarding Monitor Order

Following the issuance of the Monitor Order and the devastating effects it has caused, the appellate brief attached was filed.

http://www.scribd.com/doc/31412041/11th-Circuit-Appellate-Brief-of-Monitor-Order-December-9-2009

5. April 20, 2009 Turks and Caicos Supreme Court Discharge Order

This Order, issued by the Chief Justice of the Turks and Caicos, discharged an injunction obtained by certain ECC plaintiffs in the TCI. This was discharged due to misrepresentations made in the application by the plaintiffs. Costs have been awarded to our lawyers and a damages inquiry is pending. This Order refers to the "disquiet" the actions of the ECC left with the Chief Justice.

http://www.scribd.com/doc/31410661/April-20-2009-Turks-and-Caicos-Discharge-Order

6. December 16, 2009 Elliott Corporate Defendants Response to Special Master Report

The Special Master's Report was not admitted as evidence, nor was it defended by the Special Master

Thomas Scott at the February 1, 2010 hearing regarding his report. The report is defamatory and shows a complete disregard for due process.

http://www.scribd.com/doc/31411628/Elliott-Defendants-Objection-to-Special-Master-Report-December-16-2009

7. December 17, 2009 Elliott Objection to Special Master Report Joinder

Fred and Derek Elliott filed an individual response/joinder to add to the objections

made regarding the Special Master report.

http://www.scribd.com/doc/31411803/Elliott-Objection-to-Special-Master-Report-Joinder-December-17-2009

8. December 16, 2009 Affidavit of Sarah Davies

Allegations made about Sarah Davies in the Special Master Report were responded to by her in the attached affidavit.

http://www.scribd.com/doc/31411873/Affidavit-of-Sarah-Davies-December-16-2009

9. January 29, 2010 Elliott Reply to the Special Master response to the objections to the Report

A further reply was submitted on this date, outlining some of the laws that were violated by the Special Master in the Dominican Republic and further highlighting the lack of due process in the litigation.

http://www.scribd.com/doc/31411937/Elliott-Reply-to-Special-Master-Response-to-Objections-of-Report-January-29-2010

10. February 1, 2010 EMI Corporate Defendants Answer, Affirmative Defense and Counterclaim

The affirmative defense and counterclaim was filed in Florida at the request of the Court on February 1, 2010. It is a total of 356 pages plus exhibits. Pages 59 to 94 provide a detailed overview.

http://www.scribd.com/doc/26444364/940-EMI-Corporate-Defendants-Answer-and-Affirmative-Defenses-Counterclaim-00634648-1

11. February 2, 2010 Elliott Affirmative Defense and Counterclaim Joinder

http://www.scribd.com/doc/31412857/Elliott-Affirmative-Defense-and-Counterclaim-February-2-2010

Fraudulent Misrepresentations Made by James Catledge and the Impact Companies to the Elliott Companies and Sun Village Resorts Clients

We continue to be asked been asked why did the Elliott Companies and Sun Village Resorts decide to work with James Catledge and the Impact Companies?

A detailed summary of the Impact relationship is outlined below. Further information has now surfaced that it was not just our companies and the clients to whom James Catledge and Impact made misrepresentations to. The also have made misrepresentations in their mortgage documentation, and possibly thier insurance and annuities divisions. There may also be Multi Level Marketing or pyramid sales violations that Impact have also committed in the United States.

As it turns out, this is not have been the first time that they have done this. Catledge and Impact have been associated with other projects and may still be involved with projects that regulatory licensing is not being followed and where they have interests. 

The Elliott Companies provided fully compliant disclosure documentation for Impact to use at all times at great costs. Catledge and Impact were terminated by Elliott/Sun Village Resorts in June of 2008.

The History of James Catledge and the Fraudulent Impact Misrepresentations

Fred and Derek Elliott were introduced to Catledge in 2004. Catledge was the president of what was understood to be legitimate financial services company offering mortgages, annuities, insurance, mutual funds and real estate/time share products out of Henderson Nevada. Catledge owned and still owns a web of network marketing companies known by various names such as Impact, Inc. ("Impact"), ImpactNetWorth.com, ImpactAmerica, Impact-America.com, Impact Lending, Impact Corporate, Impact Holdings, Inc., Net Worth Solutions, Inc., ("Solutions"); Impact Net Worth, LLC, ("Net Worth,", Impact Net Worth, ImpactNetWorth.com (collectively "Impact Entities").

The introduction was made by a Michael Fitzpatrick, who was an investor of EMISVI and EMI Cofresi Developments Inc. who knew the Elliotts wanted to expand the Sun Village Resort.

Catledge represented to Derek Elliott, and later to Fred Elliott, that he had a strong sales team and was fully experienced and licensed in sales of real estate products, insurance, mortgages and annuities which the Elliotts and the Elliott Companies discovered later to be a false and material representation upon which the Elliotts and the Elliott Companies detrimentally relied when entering into contractual relationships with Catledge and the Impact entities as described below.

In or around 2004-2007, certain of the Elliott Companies contracted with and otherwise allowed Catledge and the Impact Entities and their representatives, through exclusive sales agreements, to offer and sell resort-related vacation ownership products to individuals in various jurisdictions including the United States.

Purchasers could purchase time-share interests known as "The Residence" or fractional ownership interests at either Cofresi or Juan Dolio.

Regardless of which location and which product, all purchases of resort-related vacation ownership products offered by the Elliott Companies came through Catledge and his Impact Entities and agents.

Importantly, as a requirement for Catledge and the Impact Entities and agents to sell such resort-related vacation ownership products, Catledge and the Impact Entities were required to hold valid state and federal regulatory licenses.

Catledge and the Impact agents made affirmative and fraudulent representations and provided false documentation to the Elliott Companies and their attorneys that appeared to show that Catledge and the Impact agents did have valid state and federal regulatory licenses when, in fact, they did not.

However, in January 2006, the Elliott Companies discovered that Catledge and the Impact Entities and agents did not have valid state and federal securities licenses, nor did they have state time share licenses. The Elliott Companies further discovered that Catledge and the Impact Entities and agents had provided false documentation to the Elliott Companies (upon which the Elliott Companies reasonably relied) suggesting that Catledge and the Impact agents did have valid regulatory licenses.

Specifically, the Corporate Defendants discovered that (1) Catledge's registration with an NASD member brokerage firm was terminated as of July 13, 2005, (2) Impact was not an NASD member brokerage firm, (3) neither Catledge nor any other member of Impact held a current valid regulatory license and did not have real estate licenses.

Upon discovery of Catledge and the Impact agents' failure to hold proper regulatory licenses, the Elliott Companies demanded that Catledge and the Impact agents immediately obtain proper valid regulatory licenses. However, after several promises made by Catledge, and hundreds of thousands of dollars spent by the Elliott Companies to prepare compliant documentation (which Catledge and the Impact Entities failed to use) Catledge and the Impact agents were ultimately unable or unwilling to get proper licensing.

Accordingly, on October 17, 2008, the Elliott Companies (called the Elliott Group) issued a demand letter (the "Demand Letter") upon Catledge and the Impact Entities pursuant to which the malfeasance discovered by the Elliott Companies was detailed.

Specifically, the Elliott Companies advised Catledge as follows:

As you know, Impact/Net Worth have "sold" considerable amount of Elliott product over the last four or so years. In doing so, Impact/Net Worth and James Catledge personally have received payment of tens of millions of dollars in commissions.

Demand letter from the Elliott Group to James Catledge/Impact on October 17, 2008.
http://www.scribd.com/doc/26441962

Through the Demand Letter, the Elliott Companies demanded Catledge and Impact/Net Worth pay $29,000,000 as a result of the losses and damages incurred by the Elliott Companies because of the malfeasance, breach of contract, negligence and bad faith of Impact/Net Worth.

In October 2008, Catledge, in an effort to deflect attention away from himself, and in order to take revenge on the Elliotts for asserting claims against him, began a brutal campaign to discredit and destroy the Elliotts and their companies with litigation and defamatory publicity spanning multiple jurisdictions.

James Catledge was successful in manipulating a group to follow him through his cult-like activity  and succeed in wiping out the Cofresi and Juan Dolio properties in the Dominican Republic and a company that had a 20 year history on the island.