Red Hawk Golf Course Shareholder Files Suit; Partnership Falls Apart

</element><element id="paragraph-1" type="body"><![CDATA[A partnership at Perry County's storied Red Hawk golf course is falling apart, but both sides say the historic links will survive the falling out.

Longtime Red Hawk Golf Club owner Dixie Travelstead--currently shareholder and operating partner in its successor corporation Double Eagle, Inc.-- has filed a lawsuit in Perry County Circuit Court seeking full financial disclosure from operating partners Dan and Michelle Breslin.

The complaint details the partnership history and begins by saying that on April 7, 2006 Travelstead Investment, Inc. (Dixie Lee and husband Michael Travelstead) agreed to sell Red Hawk Country Club to Daniel Breslin and wife Michelle Breslin.

Pursuant to that agreement, the Breslins agreed to pay Travelstead Investment, Inc. $775,000 for a 50 percent ownership interest in Double Eagle, Inc. and a 50 percent beneficial interest in the Red Hawk Land Trust.

The Breslins made a downpayment of $150,000 and secured a loan from Murphy Wall State Bank & Trust Co. in the amount of $625,000 representing the balance of the purchase price upon closing. The loan was secured by the Red Hawk Country Club and a mortgage on property owned by the Breslins in Miami, Fla.

As the agreement evolved Murphy Wall insisted the loan be guaranteed by both the Breslins and the Travelsteads.

All the property was transferred to a newly formed land trust known as Red Hawk Land Trust. All the personal property and business operations of the Red Hawk Country Club was transferred to a newly formed corporation known as Double Eagle, Inc.

Twenty-five percent ownership in the land trust was held by Michelle Breslin, 25 percent by Dan Breslin and 50 percent by Dixie Lee Travelstead.

Murphy Wall State Bank & Trust holds a security interest by defendant Double Eagle, Inc. in the personal property, equipment, inventory and accounts receivable.

The sum total of all agreements represented a partnership between the Travelsteads and the Breslins.

Dan Breslin became president and Dixie Travelstead became secretary-treasurer.

Breslin was to be director of golf for three years following the closing of the agreement.

According to Travelstead the Breslins fraudulently and unlawfully conspired together for the purpose of wrongfully depriving plaintiff of her rights and interests as a shareholder and for the purpose of fraudulently and unlawfully exploiting the corporation and converting its funds and assets for their own benefit.

The complaint alleges Dan and Michelle Breslin made unauthorized use of corporate funds to remit payments for the Breslin loan for which defendants were personally responsible. Upon information known to the plaintiff the total unauthorized payments on the Breslin loan exceeds $170,000.

The complaint alleges the Breslins failed to document business purchases with receipts and improperly reimbursed themselves based solely on personal credit card summaries not supported by vendor invoices or purchase receipts.

The complaint alleges Dan Breslin used his personal credit card in lieu of the Red Hawk business credit card and submitted personal credit card summaries for reimbursement.

The complaint alleges the Breslins have caused expenses to be recorded in the corporate books and records to incorrect expense accounts.

It goes on to allege golf tournament records were missing or incomplete and there exist many discrepancies between income recorded and deposits made.

It says inventory counts have not been performed since December 31, 2007.

Mrs. Travelstead alleges she discovered cash shortages of $9,000 when comparing daily income records to funds deposited in the corporate bank account for the period of May 2006 to August 2008.

She claims records were not maintained or do not indicate income from camps, clinics or lessons at the golf course and adequately kept records should reflect income from these sources. Membership income records are not adequately maintained, she alleges.

She alleges Breslin improperly maintained the accounting records to corporate withdrawals for the loan payments to the Breslin loan would not be detected on reports given to the plaintiff.

She claims the Breslins caused Travelstead's name or designation to be removed from the corporate bank account at Murphy Wall State Bank by closing the established account and establishing a new account without proper authority.

The complaint alleges a new corporate account at the Murphy Wall State bank was opened without corporate authorization and the Breslins transferred all corporate funds to the new account.

She alleges Breslin refused and failed to maintain adequate record keeping of income and expenses including but not limited to income earned for cart passes, gift certificates, golfing clinics, golf camps and tournaments and similar income generating activities of Double Eagle, Inc.

She says Breslin withdrew corporate funds to pay himself a salary from April 10, 2009 (three years from date of closing) to present date without corporate authorization. She says the agreement spells out that no purchases in excess of $500 shall be made without board approval.

She asks for a court-invoked restraining order covering these activities.

She seeks access to all financial and banking records, a complete accounting and asks that her name be put back on accounts and an order barring any transfer of assets.

Dan Breslin told the newspaper this morning, "We have never been served with a complaint and as you know there are two sides. I do not know what their MO is. All these allegations are misrepresented. There is no truth to this. All these tactics are a ploy or strategy to get more money (in a buyout). We have had nothing but trouble since our partnership. They have been a thorn in our side. If they didn't misrepresent the golf course we probably never would have bought it. I just don't want to be partners anymore." He adds the real issue is $300,000 which the Breslins would add to the initial purchase price or which the Travelsteads would add if they chose to buy back the course. This is a big, vague BS complaint. We don't want this to affect the community or our events."