DOLPHIN Cove Limited’s board of directors has been reduced to just three Jamaicans, after Eduardo Albor Villanueva and three other Mexican directors were removed on Monday.

The disclosure, which was posted on the Jamaica Stock Exchange (JSE) Tuesday, revealed that the office of director for Albor, Valeria Albor Dominiguez, Sergio Jacome Palma, and Federico Lozano Perez was vacated under Article 95 (h) of Dolphin Cove’s Articles of Incorporation. This is the same article that was used to remove former chairman and founder Stafford Burrowes on May 30.

Article 95 (h) allows for a director to be requested to resign by instrument in writing if a shareholder owning not less than 51 per cent delivers that request to the company’s registered office for the company secretary’s attention.

Dolphin Cove is 79.99 per cent owned by World of Dolphins Inc.

The removals leave John Bailey, Richard Downer, and Noel Levy as the sole independent directors of Dolphin Cove. It also leaves Dolphin Cove’s audit committee with three members while the other two sub-committees have two members each.

However, a new JSE release was published on Tuesday indicating that Burrowes and Steven Robert Strom were appointed directors of Dolphin Cove on July 1. That increased the company’s board of directors to five individuals.

Although there has been no formal explanation to shareholders about the developments, a more comprehensive update is scheduled to be released tomorrow at 2:30 pm for the company’s annual general meeting. The public should also learn who is the new chairman of the company and what’s the next move.

Dolphin Cove’s stock price has been cut by a third in 2025 — from $18.50 to $12.44 on Tuesday due to the constant developments taking place at its related companies. Dolphin Cove paid a $0.60 dividend totalling $235.46 million on Friday.

These changes in Dolphin Cove’s board stem from a chapter 11 bankruptcy case with Leisure Investments Holdings LLC (LIH), the main holding company for the Dolphin Discovery Group, taking place in Delaware, USA. LIH entered chapter 11 proceedings on March 31 after Strom was appointed the administrator/authorised person for Leisure Investments and the other subsidiaries.

World of Dolphins pledged all of its ordinary shares held in Dolphin Cove as part of Controladora Dolphin, SA de CV (Dolphin Discovery) US$100-million senior note issued in April 2019. Court filings noted that the outstanding funded debt obligations for Leisure Investments subsidiaries exceed US$200 million. These debt obligations were stated to have been in default since September 2023 and January 2024.

Albor steps back

Albor, the former CEO of Dolphin Discovery Group, has apparently retreated in his recent actions based on a court filing he submitted on Friday. Albor was found to have been in contempt of court by Judge Laurie Selber Silverstein on June 5 for different violations, and was ordered to make several corrective measures.

However, Robert Wagstaff, the chief restructuring officer, submitted a filing on June 23 alleging several breaches committed by Albor since the June 5 ruling.

Judge Silverstein imposed a US$10,000 a day fine retroactive to June 19 which is set to end whenever Albor files a corrective certification declaring that the new amparo proceedings in Mexico have been dismissed.

An evidentiary hearing has been set for 10:00 am on July 23 to determine damages and the validity of other allegations made by Wagstaff against Albor.

Last Friday, Albor filed a certification indicating that he would refrain from interfering with Strom, Wagstaff or their representatives from communicating with suppliers, vendors and other business partners, and would not prevent Strom’s team from accessing usernames, passwords and required credentials.

Albor indicated that he would cease prosecution on behalf of any debtor company, including Controladora Dolphin, and ensure that control of the Mexican bank accounts is transferred to the authorised debtor designees. Albor also noted that he would provide supervised access to the records held at the company’s headquarters, and listed three other corrective measures as part of an overall corrective certification.