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UNITED STATES BANKRUPTCY COURT FOR THE DISTRICT OF COLORADO In re: ) ) CORDILLERA GOLF CLUB, LLC, ) Case No. 12-24882 (ABC) dba The Club at Cordillera, ) ) Chapter 11 Debtor. ) ______________________________________________________________________________ MEMBER REPRESENTATIVES OBJECTION TO MOTION FOR RELIEF FROM THE AUTOMATIC STAY, TO THE EXTENT APPLICABLE, TO ALLOW PAYMENT AND ADVANCEMENT OF PROCEEDS UNDER INSURANCE POLICY ______________________________________________________________________________

Cheryl M. Foley, Thomas and Jane Wilner, Charles and Mary Jackson and Kevin B. Allen, as representatives of a certified class in Case Number 11CV552, pending in the District Court of Eagle County, Colorado (collectively, the Member Representatives), by their attorneys Appel & Lucas, P.C., hereby object and request a hearing with respect to the Motion of Cordillera Golf Holdings, LLC, WFP Cordillera, LLC, CGH Manager, LLC, David A. Wilhelm and Patrick Wilhelm (the Class Action Defendants), seeking relief from stay. In support hereof, the Member Representatives state as follows: 1. The Class Action Defendants filed their Motion for Relief from the Automatic

Stay, to the Extent Applicable, to Allow Payment and Advancement of Proceeds Under Insurance Policy (Relief from Stay Motion) on September 24, 2012 (Docket # 482). On October 9, 2023, the Class Action Defendants and the Creditors Committee filed a Stipulation to continue the hearing on the Relief from Stay Motion until after the hearing on the pending 9019 Motion and to extend the time for the Committee to object to the Relief from Stay Motion. See Docket #523.

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The Class Representatives were not consulted with regard to the Stipulation and

are not parties to it. The Stipulation extends the due date for any objection by the Committee, but not for other parties such as the Class Representatives. The Class Representatives have no objection, however, to continuance of the hearing on Relief from Stay Motion. 3. The Class Representatives have a number of objections to the Relief from Stay

Motion, some of which may be resolved if the 9019 Motion is granted. First, the Relief from Stay Motion asserts that the automatic stay does not apply to the insurance policy (Policy) and the use of the proceeds of the Policy, but at the same time asks the Court for relief from stay pursuant to section 362(d) of the Code. The Class Action Defendants are therefore either asking the Court for relief the Court cannot grant approval of use of an asset which is not property of the bankruptcy estate or is requesting a declaratory judgment that the Policy is not property of the estate. The former is beyond the Courts jurisdiction and the latter would require an adversary proceeding pursuant to Bankruptcy Rule 7001. Either way, the relief sought in the Relief from Stay Motion is improper. 4. Second, the Relief from Stay Motion is unclear and conflicting with respect to

both the facts upon which it is based and the precise relief being sought. In paragraph 14, the Relief from Stay Motion states that Debtor has no interest in being defended under the Policy through use of the proceeds and the estate will not be harmed by the payment of proceeds for the defense of the Class Action Defendants. Paragraph 6 states that the law firm of Foley & Lardner represents the Debtor and Gordon & Rees represent the Class Action Defendants and the Debtor. Paragraph 8 states that both the Debtor and the Class Action Defendants are being defended under the Policy. Finally, paragraph 9 states that Gordon & Rees has incurred

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$850,000 for defense of the Class Action Defendants and the Debtor.1 The relief requested in the Relief from Stay Motion is to permit payment of the fees of the Debtor and the Class Action Defendants under the Policy. From the allegations of the Relief from Stay Motion, it is entirely unclear: (a) who represents whom in the Class Action Lawsuit; (b) whether only Gordon & Rees fees are proposed to be paid; (c) if so, then whether Gordon & Rees has incurred fees in representing the Debtor and whether they are proposed to be paid or just fees incurred in representing the Class Action Defendants; and (d) whether fees incurred by Foley & Lardner are proposed to be paid and if so, how much. 5. Paragraph 14 of the Relief from Stay Motion states that the Class Action is

stayed against Debtor and will be discharged through Debtors bankruptcy. This statement is not true for several reasons. The Class Action claims are asserted against both the Debtor and non-Debtor parties and, absent some agreement to the contrary, the non-Debtor claims will not be discharged by the Cordillera bankruptcy. Technically, even the claims against the Debtor will not be discharged if the Debtor liquidates. Also, the automatic stay does not apply to the claims asserted against the non-Debtors in the Class Action. Moreover, subject to approval by the Bankruptcy Court (as to the Debtor) and to the State Court in the Class Action Lawsuit, the claims of the members of the class in the Class Action Lawsuit will proceed against both the Debtor and the non-Debtor parties, but recovery on the claims will be limited to the applicable insurance coverage and an allowed claim in the bankruptcy for member deposits. 6. In paragraph 17 of the Relief from Stay Motion, the Movants state that it will not

harm the Debtor if the proceeds of the Policy are used to pay the Class Action Defendants attorneys fees. This is only true if the 9019 Motion is approved by this Court. If the 9019

Gordon & Rees has not filed a motion seeking authority to represent the Debtor in the Class Action Lawsuit.

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Motion were not approved, then the use of proceeds from the Policy to pay attorneys fees would reduce the coverage available for the claims asserted in the Class Action Lawsuit and would therefore increase the amount of the claim of the Class Members that would have to be paid by the Debtor if the claim is adjudicated to be greater than the available insurance proceeds. 7. Finally, to the extent the Court is going to grant relief from stay with respect to

the Policy, relief from stay should include payment of any settlement that is subsequently approved. See In re Allied Digital Technologies, 306 B.R. 505, 513 (D.Del. 2004) (It is not uncommon for courts to grant stay relief to allow payment of defense costs or settlement costs to directors and officers especially when there is no evidence that direct coverage of the debtor will be necessary.) (emphasis added). WHEREFORE, for the foregoing reasons, the Class Representatives object to the Relief from Stay Motion and Request a hearing.

Dated: October 11, 2012 /s/ Garry R. Appel Garry R. Appel, Reg. No. 8883 Shaun A. Christensen, Reg. No. 23131 Appel & Lucas, P.C. 1660 17th Street, Ste 200 Denver, CO 80202 Telephone: 303-297-9800 Appelg@appellucas.com Christensens@appellucas.com Attorneys for Cheryl M. Foley, Thomas and Jane Wilner, Charles and Mary Jackson and Kevin B. Allen

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CERTIFICATE OF SERVICE The undersigned certifies that on October 11, 2012, I served by prepaid first class mail, a true and copy of the foregoing Objection on the following: Paul Moss, Esq. Office of U.S. Trustee 999 18th Street, Ste. 1551 Denver, CO 80202 Arthur J. Abramowitz, Esq. Cozen O'Connor, PC Liberty View, Suite 300 457 Haddonfield Road Cherry Hill, NJ 08002 Joseph M. Barry, Esq. Donald J. Bowman, Esq Travis G. Buchanan, Esq. Young Conaway Stargatt & Taylor LLP 1000 North King Street Wilmington, DE 19801 Brad W. Breslau, Esq. Cozen O'Connor, PC 707 17th Street, Suite 3100 Denver, CO 80202 Mikel Bistrow, Esq. Kathryn M.S. Catherwood, Esq. Christopher Celentino, Esq. Foley Lardner LLP 402 W. Broadway, Suite 2100 San Diego, CA 92101 Peter A. Cal, Esq. Mark L. Fulford, Esq. Sherman & Howard L.L.C. 633 17th Street, Suite 3000 Denver, CO 80202 Tobey M. Daluz, Esq. Joshua E. Zugerman, Esq. Ballard Spahr LLP 919 N. Market Street, 11th Floor Wilmington, DE 19801
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Carl A. Eklund, Esq. Ballard Spahr, LLP 1225 17th Street, Suite 2300 Denver, CO 80202 James J. Holman, Esq. Duane Morris LLP 30 South 17th Street Philadelphia, PA 19103 Ericka F. Johnson, Esq. Matthew P. Ward, Esq. Womble Carlyle Sandridge & Rice, LLP 222 Delaware Avenue, Suite 1501 Wilmington, DE 19801 Kristi A. Katsma, Esq. Dickinson Wright PLLC 500 Woodward Avenue, Suite 4000 Detroit, MI 48226 Benjamin W. Keenan, William P. Bowden and Ricardo Palacio, Esqs. Ashby & Geddes, P.A. 500 Delaware Avenue P.O. Box 1150 Wilmington DE 19899 Michael S. Kogan, Esq. Kogan Law Firm, APC 1901 Avenue of the Stars, Suite 1050 Los Angeles, CA 90067 David L. Lenyo, Esq. Garfield & Hecht, P.C. 601 E. Hyman Ave. Aspen, CO 81611

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Vincent J. Marriott, III, Esq. Sara Schindler-Williams, Esq. Ballard Spahr, LLP 1735 Market Street, 51st Floor Philadelphia, PA 19103 Melissa Maxman, Esq. Cozen O'Connor, PC 1627 I Street, NW, Suite 1100 Washington, DC 20006 Mark Minuti, Esq. Saul Ewing LLP 222 Delaware Ave., Ste. 1200 Wilmington, DE 19899 Erika L. Morabito, Esq. Brittany J. Nelson, Esq. Foley Lardner LLP 3000 K Street, N.W., Suite 600 Washington, DC 20007 Russell L. Munsch, Esq. Zachery Z. Annable, Esq. Joseph J. Wielebinski, Esq. Munsch Hardt Kopf & Harr, P.C. 3800 Lincoln Plaza, 500 N. Akard Street Dallas, Texas 75201-6659 Jay H. Ong, Esq. Munsch Hardt Kopf & Harr, P.C. 600 Congress Ave., Ste. 2900 Austin, Texas 78701-3057 Jon T. Pearson, Esq. Ballard Spahr 100 North City Parkway, Suite 1750 Las Vegas, NV 89106-4617 Richard W. Riley, Esq. Duane Morris LLP 222 Delaware Avenue, Suite 1600 Wilmington, DE 19801-1659

Harlan W. Robins, Esq. Dickinson Wright PLLC 15 N. 4th Street Columbus, OH 43215 Harvey Sender, Esq. David V. Wadsworth, Esq. Sender & Wasserman, P.C. 1660 Lincoln St., Ste. 2200 Denver, CO 80264 Zachary I. Shapiro, Esq. Richards, Layton & Finger, P.A. One Rodney Square 920 N. King Street Wilmington, DE 19801 Darnien Tancredi, Esq. Cozen O'Connor, PC 1201 N. Market Street, Suite 1400 Wilmington, DE 19801 Ann Marie Uetz, Esq. Foley & Lardner LLP One Detroit Center 500 Woodward Avenue, Suite 2700 Detroit, Michigan 48226-3489 Gregory W. Werkheiser, Esq. Morris, Nichols, Arsht & Tunnell LLP 1201 N. Market St., 18th Floor P.O. Box 1347 Wilmington, DE 19899-1347 Ronald Wick, Esq. Cozen O'Connor, PC 1627 I Street, NW, Suite 1100 Washington, DC 20006 Risa Lynn Wolf-Smith Clarissa Raney Holland & Hart LLP 555 17th St. Ste. 3200 Denver, CO 80201
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Tamara Hoffbuhr Seelman Megan M. Adeyemo GORDON & REES LLP 555 Seventeenth Street, Suite 3400 Denver, CO 80202 John F. Young James T. Markus Markus Williams Young & Zimmermann 1700 Lincoln St., Suite 4000 Denver, Colorado 80203 Evan Stone Jeffrey Rush, M.D. Pacific Medical Buildings 12348 High Bluff Dr, Ste 100 San Diego, CA 92130 Elizabeth Keenen Keenen Law LLC 3773 Cherry Creek North Dr, Suite 575 Denver, CO 80209

/s/ John Nunnally