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five hotels under its Exelaris banner. The joint venture was
called Hoteles Exelaris, S.A. (HESA), and was owned 51 percent by
VIS and 49 percent by HIC (Mexico), a wholly owned subsidiary of
HIC. HIC’s 49-percent ownership was, to some extent
unrepresentative in that HIC had contributed about 75 percent of
the value and was entitled to about 25 percent of economic
returns. After 2 years the profit split was changed to 65
percent for HIC and 35 percent for VIS. Mexican law did not
permit greater than 49-percent ownership by a foreign
corporation. HESA was established and operated in Mexico; it was
a VIS-oriented chain, and it was VIS’ intention to exploit the
Exelaris name in the marketplace. On each HESA hotel was the
name Exelaris, and underneath was the name Hyatt and the name of
the city. VIS established an HESA office in Mexico City with
approximately 70 to 80 employees. Fred Lederer, then general
manager at Hyatt Regency Acapulco, was named as the first
director general of HESA. According to the agreement between VIS
and HIC (Mexico), Fred Lederer would continue serving as general
manager for 18 months, and, thereafter, he would work exclusively
for HESA.
The Hyatt International group formed certain companies to
provide services that supported its hotel management activities,
to wit: Support services companies, hotel consulting and project
development companies, and special purposes companies. Support
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Last modified: May 25, 2011