MAUREEN WARNER, wife of ex-Concacaf president Jack Warner, and two of the family’s companies will join her husband and others in a US$37.8 million lawsuit against them over the ownership of the Dr Joao Havelange Centre of Excellence.
Mrs Warner, Renraw Investments Ltd and CCAM and Company Ltd sought to have Concacaf’s lawsuit against them struck out on the basis that it did not apply to them, as they had no fiduciary duty to the regional football body and the claims were statute-barred, since they related to facts dating back to 1995-2011 when the lawsuit was filed in 2016.
In December 2022, Justice Robin Mohammed dismissed the application by the three. Mrs Warner and the two companies appealed, and on Wednesday, Justices of Appeal Allan Mendonca and James Aboud dismissed their complaints.
“The trial against the appellants should be allowed to proceed,” was the ruling of the Appeal Court.
Aboud, who wrote the unanimous decision, said, “The trial judge essentially decided that no determination could be made at that early stage as to the liability of the appellants without first considering all of the evidence.
“The decision by the trial judge to defer making any determination on these issues until the trial, and after he had heard the full evidence so as to understand what role the appellants played in the transaction and to understand the appropriate context and meaning of their actions, was, in my opinion, both sensible and practical as a case-management decision.
“This was a proper exercise of his function and case-management discretion. The appellants have failed to demonstrate that the exercise of the trial judge’s case management discretion was erroneous or plainly wrong.”
In its substantive claim, Concacaf contends that Warner, his wife and the companies were involved in a conspiracy to misappropriate Concacaf funds, which were allocated to construct the facility, by misrepresenting that the facility was owned by Concacaf.
The football body alleged Warner defrauded Concacaf of some US$33 million and, in doing so, breached his fiduciary duties by diverting its funds to the companies he and his wife had a controlling interest in or were the controlling minds.
Concacaf also listed an accountant and his company as parties to the claim, as it contended that he had a conflict of interest by serving as the accountant for both Concacaf and the companies.
In defence of the claim, Warner, who served as Concacaf president between 1990 and 2011, said he could not recall facts surrounding the deal, owing to Concacaf's delay in bringing the claim. He also denied that he and his wife had a controlling interest in the companies and challenged the arrangement as he denied that he misappropriated funds.
Mrs Warner contended she was never involved in the financing of the project. Aboud said there was no allegation she had any direct relationship with Concacaf, fiduciary or otherwise.
“She is being sued by Concacaf for holding shares in companies which they claim were owned or obtained as a result of a breach of trust by her husband and co-shareholder/director, Mr Warner.”
He also said Concacaf did not need to go beyond its pleadings, which alleged that Mr and Mrs Warner were the controlling minds or alter egos of the corporate companies.
“Their state of mind is unknown at this preliminary stage of the proceedings, and the trial judge cannot be said to be plainly wrong to defer his decision to pierce the corporate veil until the trial.”
He also pointed out that the “crux of Concacaf’s case” related to the construction and development of the Centre of Excellence, “an impressive property that includes a large, covered auditorium or convention venue, a playing field and stadium, and a hotel, and the acquisition of the lands upon which it was built using Concacaf funds.
“The owners of the three parcels of land on which the COE was constructed with Concacaf funds are the corporate appellants.”
The judge also outlined in detail the Concacaf allegations against the Warners and the companies and said the “self-described strangers” were not strangers to Mr Warner but were “more closely affiliated” as Concacaf’s pleadings suggest.
“According to Concacaf’s pleadings, the relationship between the appellants and Mr Warner was more interconnected, incestuous, and mutually rewarding. Mrs Warner was a shareholder/director of the corporate appellants that received the funds.
“The corporate appellants are alleged to have been ‘a cover’ for Mr Warner to surreptitiously facilitate, through companies under the control of himself and Mrs Warner, the acquisition of the lands upon which the COE was eventually constructed with Concacaf funds.
“The facts of their participation in a breach of trust have not yet been interrogated at a trial,” Aboud said as he dismissed the procedural appeals.
The matter will now return to the judge for case management.
Mrs Warner was represented by attorneys Rishi Dass, SC, and Marina Narinesingh. The companies were represented by Fyard Hosein, SC, Sasha Bridgemohansingh, Aadam Hosein and Anil Mararaj. Attorneys Jonathan Walker and Cherie Gopie represented Concacaf.
Concacaf also filed similar proceedings against Warner in the US District Court for the Eastern District of New York.
In July 2019, Concacaf obtained a US$20 million default judgment against Warner after he failed to attend hearings of the case or send legal representation.
Judge William F Kuntz entered judgment against Warner, who is facing extradition to the US in a separate criminal case.
In November 2022, Warner lost his challenge to his extradition to face a barrage of charges of racketeering, wire fraud, money laundering, and bribery, and allegedly, from the early 1990s, he "began to leverage his influence and exploit his official positions for personal gain."
He also allegedly accepted a million-dollar bribe from South African officials in return for voting to award them the 2010 World Cup and allegedly bribed officials with envelopes of cash.
In June, he received the go-ahead from the Chief Magistrate to take his latest legal challenge to the High Court. Warner has complained about the constitutionality of an alleged agreement former attorney general Faris Al-Rawi signed with the US in 2015 before he signed off on the authority for the chief magistrate to go ahead with the extradition trial.
Soon after the ruling by Chief Magistrate Maria Busby Earle-Caddle, Attorney General Reginald Armour, SC, said he was “disturbed” by the ruling.
In its US lawsuit, Concacaf alleged Warner victimised the body, stealing and defrauding it out of tens of millions of dollars in brazen acts of corruption. It sought US$20 million in compensatory damages and unspecified punitive damages, which included the cost of the Centre of Excellence in Macoya, which is also the focus of the separate claim before Mohammed.
The lucrative property features a swimming complex, restaurants, a hotel, conference facilities, a gym and the Marvin Lee Stadium.
Issues over ownership of the property arose after Concacaf instituted an investigation into Warner and former president Chuck Blazer. That investigation was three years before the two were implicated in the US investigations into corruption at Fifa, for which Warner has been indicted by a grand jury.