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Today marks the fifth year since the death of the irrepressible entrepreneur and founder of both Sandals and the ATL Group, Gordon” Butch” Stewart.

He left an unforgettable legacy and portfolio of assets behind, which to this day has not been fully bequeathed. There are issues surrounding his Will and the leadership of the ATL Group with lawyers dwelling on small details.

Butch Stewart was a man of indomitable will, drive and ambition. He was never opaque and uncertain of purpose. He formed ATL fifty-eight years ago and grew it into one of the leading retail companies in Jamaica. He founded the Sandals group of hotels forty-five years ago with no hotel experience and saw it become the most recognised Caribbean hotel brand in the world, which welcomes close to a million guests a year.

The early years were rough and many did not give him a chance but he accomplished what many did not foresee, could not foresee. A proud Jamaican and Caribbean man, he went on to employ tens of thousands of people across the region and made it clear he wanted to leave behind continuity of what he had built.

Reading his Will, it is clear that he wanted his son Adam Stewart to run the businesses as he had intended. Why Adam?  As a family member, he interned at Sandals in 1996 and did so throughout college years. He joined the business full-time in 2002 after completing his degree and was appointed CEO in 2006. In the subsequent years, father and son headed the portfolio of companies, growing them into one of the most successful business groups in the region.

In Butch Stewart’s office in Half-Way Tree Road in Kingston is a cartoon by Clovis of father and son running a race with Butch Stewart handing the baton to his son, Adam. What does that tell you? Why would a man look at that everyday in his office? What can a man do facing his mortality? 

Since he died, there has been a lot of hostility among family members and former senior executives of the Group as to how Butch’s companies should be run, who should lead it and who gets what from the Will. Parallels have been drawn from the TV show ‘House of The Dragon’.

Could Butch Stewart have foreseen this internecine and increasingly fractious contention over his intent? Knowing the man, wouldn’t he want this to be expeditiously decided and for the family to work together, building upon what he had laid down? It is clear that he wanted his businesses to continue as a family enterprise with members apportioned a share and having a say in the running of the companies under Adam’s stewardship.

Looking down from above, what would Butch Stewart make of all this fighting over his will and what should already be determined? What would he make of all these legal battles? What would he have decreed should be done? Would he not want everybody to get what they are entitled to by now? 

 Those who knew him well know the answer.

The family is divided, and there are those who have sided with certain members in expectation of being rewarded. This has served to impair certainty and continuity of the ATL Group – not Sandals, mind you, where it is clearly established that Adam should run the hotels.

There doesn’t appear to be a regard for competencies in this duel for control of Gorstew and the ATL Group. Experience, reliability, professionalism and dare it be said, unity must guide its fortunes in the years to come.

Family conflict, envy, turpitude, sophistry, and circumlocution will only serve to unravel what should endure, sustain wealth and prosperity for all, including employees. There are few Caribbean family enterprises that have lasted as well as the ones built by Butch Stewart. It would be disconcerting to see what he has left behind, torn asunder by those who he entrusted to see to it that his life’s work prevails.

It is clear in this instance that there is little regard for Adam Stewart and his leadership of his father’s holding company.

By his Will dated 15 May 2020, Butch made Adam Stewart the beneficial majority shareholder of the ATL Group. The ATL Group as defined in the Will, includes Gorstew Ltd. and other companies. Gorstew is the parent and holding company of the ATL Group.

By clause 13.1 of his Will, Butch bequeathed his shares in the ATL Group, including Gorstew to Adam Stewart ( 52 %), his half-brother Robert Stewart ( 24%) and another half-brother, Gordon Jackson Stewart (24%). Adam Stewart is also the Executive Chairman of the company.

Following Butch’s death on January 4, 2021, the administration of his estate was entrusted to four executors, namely Trevor Patterson  (Butch’s longstanding lawyer), Cheryl Hammersmith-Stewart (Butch’s common law partner), Elizabeth Desnoes and Hugh Martin Veira (both his lifelong friends).

Executors Cheryl Hammersmith-Stewart and Trevor Patterson are at odds with Adam Stewart, with acrimonious lawsuits across different jurisdictions yet to be determined.

The directors of Gorstew are also clearly split, with Dmitri Singh and Robert Stewart clearly not seeing eye- to-eye with their Executive Chairman, Adam Stewart. Missives that have drawn press attention bear this out.

The Board is divided and daggers are drawn. There are clear moves to wrest control.

 A decision has been made to appoint Executors Trevor Patterson and Cheryl Hammersmith-Stewart onto the Board. Also, there was a demand for the Executors to be registered as shareholders of the company.

It isn’t hard to tell the play here.

Executors becoming directors and shareholders shifts the balance and has implications for the leadership of the Group.

History is replete with companies whose demise can be pointed to when the Board of Directors viciously fought against each other and factions were formed.

But there has been a major slip up by Adam Stewart’s detractors. This is somewhat uncanny considering some respected lawyers are integrally part of this drama.

There is a requirement for the payment of transfer tax as a precondition before Executors be registered as Shareholders.

Before going ahead with the formal registering of executors as shareholders, Gorstew Company Secretary’s legal advisors, Vaccianna & Whittinham, issued a formal opinion advising that the Secretary could not lawfully proceed without being satisfied that the transfer tax liability had been discharged.

What does this mean?

Didn’t the parties looking to make moves not know that the transfer tax must be paid prior to becoming a shareholder? Surely this was discussed with them. Was this a mere oversight or was it blatantly ignored and seen as little consequence? Are the parties here fit to carry out Butch Stewart’s intentions? What does the Tax Administration of Jamaica say about this? 

At the risk of looking a fool on this matter and not to invoke the ire of ‘legal luminaries’, one turns to the law.

According to Section 5 (1), 12 (3) and Part 2 of the First Schedule of the Tax Transfer Act, “No Executor/Administrator or other person shall assent to a transfer of such property unless the tax is paid to the Commissioner. Transfer tax is payable at the prescribed rate on shares PRIOR to the transfer to Executor/Administrators.”

Not my words, these are the words of a statutory act according to the Tax Administration of Jamaica.

Why wasn’t the transfer tax requirement adhered to? Why did directors Dmitri Singh and Robert Stewart not comply, causing the Executors to be registered as shareholders of Gorstew despite the non-payment of the transfer tax? Is this not a legal impediment to the registration of the aforementioned executors? Wouldn’t pause and forbearance be prudent in this matter rather than a rush to install the executors as shareholders? Shouldn’t caution prevail BEFORE proceeding?

What is clear is that the court expressly found that there is a serious issue surrounding the non-compliance with the Transfer Tax Act arising from the registration of the executors without payment of the transfer tax due on transmission of the Founder’s shares.

But in this febrile atmosphere and with antipathy and acrimony aimed at him by some entrusted to see to it that Butch’s accomplishments remain standing, how has Adam Stewart performed since his father departed this earth on January 4th, 2021.

Some have questioned his leadership and the direction that he is taking the Group of companies, including the hotel chain. His detractors have made their disgruntlement known.

Since Butch’s death, the Wall Street Journal has valued the Sandals chain at US$7 billion, up from $ 4 billion in 2019.

There have been four new Sandals added to the chain, namely Sandals St. Vincent Sandals Dunns River, major renovations of Royal Bahamian, Sandals Curacao with six more projects in the pipeline with significant expansion of the Beaches brand.

 The AC Marriott in Kingston has gone from strength to strength with plans to add one in Montego Bay.

ATL Automotive started with one brand, namely Honda, now it has twelve brands (including Audi, BYD, MG, Foton, Kia, BMW) in 20 countries across the region. There are plans to open an ATL Automotive showroom in Ocho Rios later this year.

Under his tenure, it is estimated that  ATL Group’s EBITDA has grown by 15 times X.

The Made of Caribbean Sandals campaign, led by the renowned Leo Burnett advertising agency in Chicago, is a success.

The transition from Butch to Adam Stewart has been one of the smoothest in Caribbean corporate history.

It is notable that after five years since Butch Stewart’s death, no family member has received any cash, property or shares from his estate.