Bahamas Media Reports on Dispute Involving Brewer Client Soho Development
August 1, 2025 – Leading Bahamian news outlets are reporting on a legal dispute surrounding the Ocean Club, Four Seasons Residences, Bahamas, a $350 million luxury resort project on Paradise Island. The coverage highlights claims by Brewer client Soho Development and its principal, Roger Stein, that South Florida developer Two Roads Development used confidential and proprietary information to circumvent Stein’s role in the development.
The Nassau Guardian reports that “Stein, who was tapped to lead the project by Access Industries, alleges that Two Roads Development was brought on as a co-sponsor but later excluded him and used his proprietary materials to move the project forward.” The article states that the project has generated over $150 million in residential pre-sales and that Soho Development is seeking $35 million in damages in the New York Supreme Court.
In its report, Eyewitness News Bahamas underscores allegations that Two Roads “breached a confidentiality and non-disclosure agreement by circumventing Soho, using its work product and connections to proceed with the development unilaterally.”
According to The Tribune, “The two parties allegedly signed a confidentiality and non-disclosure agreement that 'expressly prohibited' Two Roads from disclosing Soho Development's confidential information or ‘pursuing’ the development without the latter's involvement.”
"Unfortunately, Two Roads violated the agreement by pursuing the project without Soho’s consent, misusing Soho’s proprietary information for its own benefit and engaging with other potential co-sponsors. Two Roads exploited the confidential information and contracts provided by Soho, thereby breaching their contractual obligations. This conduct constitutes a clear breach of the agreement," the lawsuit claims.
As reported, William A. Brewer III, counsel for Soho, commented: “No one should be able to circumvent binding agreements and profit without consequence.”
To read the full coverage:
The Real Deal Reports on Brewer Client Soho Development, Bahamas Luxury Resort
July 29, 2025 – The Real Deal reports today on a dispute regarding a high-profile Bahamas resort and claims from real estate developer and Soho Development principal Roger Stein that he was “sidelined [from the project] by South Florida luxury developer Two Roads Development.”
As reported, “Roger Stein, a Delray Beach resident and attorney who has established professional relationships in the Bahamas during his real estate career, claims that West Palm Beach-based Two Roads circumvented him from the development of the $350 million Ocean Club, Four Seasons Residences, Bahamas on Paradise Island, after he brought the firm onboard and introduced it to key architects, marketing staff and other professionals, and shared his proprietary information on the project.”
On Monday, July 28, 2025, New York-based Soho Development sued Two Roads in New York Supreme Court for breach of their confidentiality and non-disclosure agreement, which included a non-circumvention provision. As reported, Soho claims $35 million in damages.
“Soho seeks to hold Two Roads accountable for its betrayal of the trust he [Stein] placed in them,” William A. Brewer III, attorney for Soho, said in a statement. “No one should be able to circumvent binding agreements and profit without consequence.”
The Real Deal reports that Stein doesn’t want to discontinue the project due to its potential as an economic engine for the Bahamas. According to the article, “So far, he has received no compensation for his pre-development work and time, future profits and development fees, according to the complaint.”
“If business partners can sidestep NDAs without facing real consequences,” Brewer said, “then every developer, investor, and business partner who works in good faith is vulnerable.”
To read more: Roger Stein Sues Two Roads Over Four Seasons Bahamas Project
To read the complaint, click here.
Brewer Partner Cecelia L. Fanelli Earns 2023 Chambers Recognition
June 1, 2023 – Brewer, Attorneys & Counselors Partner Cecelia L. Fanelli was recently recognized by Chambers and Partners in the 2023 Chambers USA legal directory.
Chambers USA is a leading directory that ranks top lawyers and law firms across the country. A partner in the firm’s New York office, Ms. Fanelli was recognized in the Leisure & Hospitality nationwide category. She has been ranked by Chambers USA in this area since 2011.
Her practice involves a variety of complex commercial litigation matters, with an emphasis on matters relating to the hotel and real estate industries. Ms. Fanelli frequently writes and lectures on issues regarding hospitality law, and is a featured presenter at the 45th Annual NYU International Hospitality Industry Investment Conference, scheduled for June 2023.
Chambers ranks lawyers based research findings, peer recognition and client interviews. Chambers assesses the information gathered based on factors such as technical legal ability, client service and diligence. Individual lawyers are ranked by practice area based on their legal knowledge and experience, their ability, their effectiveness and their client service.
Ms. Fanelli has decades of experience in litigation and dispute resolution, practicing across the country in federal and state trial and appellate courts.
Brewer Partner Cecelia L. Fanelli to Present at NYU Hospitality Conference
May 23, 2023 – The Brewer firm announced today that partner Cecelia L. Fanelli is a featured presenter at the 45th annual NYU Hospitality Industry Investment Conference. Fanelli will moderate the panel, “Soft Brands: Hard Work,” at 4:05 p.m. EST on Monday, June 5, 2023.
Fanelli’s practice involves a variety of complex commercial litigation matters, with an emphasis on matters relating to the hotel and real estate industries. Her clients run the gamut from owners of hotels to lenders, franchises, franchisors, asset managers, and management companies.
Fanelli will be joined on the panel by Catie Cramer, vice president, Luxury, Lifestyle & Premium Brands, IHG Hotels & Resorts; Jenna Hackett, global brand leader, Canopy by Hilton & Curio and Tapestry Collections by Hilton; and Dan Thorman, senior vice president, Development-Full Service, Eastern U.S., Canada, and Caribbean, Aimbridge Hospitality.
The conference is being held June 4 – 6, 2023, at the New York Marriott Marquis, located at 1535 Broadway at 45th Street, New York, NY. Visit here (below) to learn more and register for the event.
Law360: NY Appellate Court Reverses Times Square Hotel Ruling
December 6, 2022 – Law360 reports that Brewer client M&C New York LLC, owner of the former Novotel Times Square Hotel, has prevailed in its appeal of a lower court ruling that dismissed a breach of contract lawsuit against the hotel's former manager, hotel operator Accor Management US Inc.
According to the report, "The appellate court favored hotel owner M&C New York (Times Square) LLC's argument that it had complied with the provisions of its hotel management agreement with operator Accor Management US Inc. when it issued an April 2019 notice of default due to the manager's alleged negligent accounting, misuse of hotel funds, unsupported payments and fee overcharges. The appeals court also rejected Accor's claims that it was protected by a safe harbor provision in section 14.3 of the hotel management agreement."
Counsel for M&C New York, William A. Brewer III, told Law360 the decision paves the way for a trial, which is expected to shed light on Accor's management of the former Novotel Times Square.
“This case underscores the principles that govern the relationship between owners and management companies,” says Brewer. “Our client believes Accor sought protections to which it was not entitled – and failed in its obligations to manage the property in owner’s best interest. This case is a cautionary tale for owners throughout the Accor system, and we are eager to proceed to trial.”
Read the report (subscription required).
San Francisco Business Times Reports on Virgin Hotels Case Proceeding to Trial
On January 26, 2022, the San Francisco Business Times reported that a San Francisco Superior Court judge denied Virgin Hotels’ request to rule on some of its allegations against the owner of the former Virgin Hotels San Francisco, clearing the way for the case to go to trial.
The reporting also observes that the Virgin Hotels brand, launched with great expectations, is only affiliated with five properties.
The article reported that Virgin was suing and being sued by the property owner, which had terminated the hotel management agreement with Virgin in April 2020.
“In our clients’ view, this prized hotel asset fell victim to false promises, fraud and mismanagement,” said William Brewer III, a partner at Brewer, Attorneys & Counselors who represents the hotel owner in the case, clients 250 Fourth Development L.P., Paradigm Hotels Group, LLC, et al., in an emailed statement. “They believe that not only has Virgin Hotels failed to deliver on the ‘brand’ it promised, it mismanaged the San Francisco property in an effort to boost its own bottom line. Our clients look forward to this trial.”
The Business Times reports that in an amended cross complaint filed in August 2020, the owner accused Virgin of breach of contract and fraud, and alleged that Virgin overstated gross hotel revenue to inflate its management fee and misrepresented bonus amounts due to employees. The owner claimed it lost tens of millions of dollars in unrealized hotel profits and lost value of the property.
To read more, click here.
Brewer Client Prevails in Key Round of Legal Dispute with Virgin Hotels, Lawsuit Proceeds to Trial Next Month
January 24, 2022 – Brewer, Attorneys & Counselors announced that its clients, 250 Fourth Development L.P., Paradigm Hotels Group, LLC, et al. (“Hotel Owner”), prevailed in a key round of its closely-watched dispute with Virgin Hotels San Francisco (“Virgin Hotels”) – paving the way for trial.
In a decision, dated January 21, 2022, the Superior Court of the State of California, County of San Francisco, denied Virgin Hotels’ plea to escape trial on the Hotel Owner’s claims of breach of fiduciary duties by Virgin Hotels. The brand had argued, as to its own complaint, that there existed no triable issue of material fact pertaining to Hotel Owner’s duties under the Hotel Management Agreement (“HMA”) related to the termination provisions. Specifically, the brand argued that Hotel Owner’s only method for termination was to be found with the HMA and that Hotel Owner did not comply.
The Court agreed with the Hotel Owner that contrary to the brand’s arguments, there was evidence sufficient for a jury to conclude that various provisions of the HMA were waived by the parties during the business relationship. Specifically, the Court held that there is a triable issue of material fact concerning Hotel Owner’s allegations that the brand waived all termination related provisions, including a provision Virgin Hotels argued required written notice of termination, rather than notices sent in electronic format. The Court denied Virgin Hotels’ motion and held that the brand did not submit sufficient evidence to disprove the claims and that it failed to meet its evidentiary burden. This ruling sets the stage for trial proceedings to begin on February 7, 2022.
It has been well chronicled that the Virgin brand is struggling to establish its promised national hotel brand, with properties open in only five locations. In 2010, the brand announced plans to operate up to 25 hotels within seven years. The Hotel Owner’s San Francisco property opened with great fanfare in 2019 under the Virgin name, but currently remains closed.
“In our clients’ view, this prized hotel asset fell victim to false promises, fraud and mismanagement,” says William A. Brewer III, partner at Brewer and counsel to 250 Fourth Development, L.P. “They believe that not only has Virgin Hotels failed to deliver on the ‘brand’ it promised, it mismanaged the San Francisco property in an effort to boost its own bottom line. Our clients look forward to this trial.”
The underlying legal dispute began on May 6, 2020, when Virgin Hotels filed a lawsuit alleging the Hotel Owner’s termination of the HMA on April 8, 2020, violated that agreement. On July 16, 2020, the Hotel Owner filed its Original Cross-Complaint in the Superior Court of the State of California, County of San Francisco. A month later, on August 19, 2020, the Hotel Owner filed its First Amended Cross-Complaint, alleging that Virgin Hotels made misrepresentations to Hotel Owner by, among other things, knowingly overstating Hotel gross revenues to inflate its management fee and misrepresenting bonus amounts due to Hotel employees. As a result, the Hotel Owner claims the loss of tens of millions of dollars in unrealized hotel profits and the lost value of the property.
In total, the Hotel Owner asserts five causes of action against Virgin Hotels, including breach of contract and fraud. Virgin Hotels demurred, or moved to dismiss, the claims. On October 30, 2020, the court entered an order overruling the demurer in its entirety, vindicating each and every one of the Hotel Owner’s claims. In so doing, the court noted that the First Amended Cross-Complaint “adequately pleads constructive fraud.”
In November 2021, the court overruled Virgin Hotels’ attempts to avoid having to face Hotel Owner’s claims against Virgin Hotels for damages done to the project before the Hotel Owner terminated the management agreement. The court also denied Virgin Hotels’ efforts to freeze more than $2 million of Hotel Owner’s property. After failing to obtain dismissal of Hotel Owner’s claims, Virgin Hotels filed an application for a writ of attachment on Hotel Owner’s property – to secure what Virgin Hotels claimed was over $2 million in expenses that Virgin Hotels had either paid or was owed to third parties. The court denied this request in its entirety.