(Trinidad Express) The board of directors of Claxton Bay producer Trinidad Cement Ltd (TCL) was yesterday prevented from holding its annual general meeting after an injunction was granted at the Hall of Justice in Port of Spain in favour of a number of the company’s shareholders.
The shareholders filed the injunction as they sought to restrain the board from holding the meeting as “the board refused to carry out our statutory rights”.
Following the granting of the injunction by Justice David Harris during an in-camera session, the company sought to immediately appeal the court’s decision, but this did not materalise.
The company was advised by the Court of Appeal to bring to the court its notice of appeal on Monday and also to request an expedited hearing.
In their application for the injunction, the shareholders stated that TCL’s previous annual general meeting was held in October last year with the deadline for the next meeting being January 12 next year.
However, the board decided to hold the meeting yesterday without sufficient notice being given to the shareholders who wished to nominate person(s) to be elected as a director(s) of the company.
This, the shareholders said, “effectively prejudiced shareholders who wished to put forward nominees for election as directors of TCL”.
“One effect of this decision by the TCL directors to hold the annual meeting on July 12 is that it cut short the time for shareholders to consider any matter that they may have wished to be discussed at the annual meeting by approximately six months.
It also meant that should a shareholder or shareholders with more than five per cent of the shareholdings of TCL wish to nominate a person or persons to stand for election as a director, the time for doing so was shortened, the shareholders stated in their injunction application.
The shareholders listed in the suit are Wilnet Holdings Ltd, Stephen Espinet, Masa Investment Ltd, Brimont Ltd, Kamal Ali, Alescon Readymix Ltd, Bourne Investment Inc, Tatil Life Assurance Ltd, Nicholas Development Ltd, Helen Bhagwansingh Ltd and Issa Nicholas Holdings.
The group cumulatively holds 5.68 per cent of shares in TCL.
In a statement yesterday, TCL acknowledged Harris’s granting of the injunction and stated that it intended to appeal the judge’s ruling.
The shareholders were represented by attorneys Douglas Mendes SC and Stuart Young, while the TCL board of directors was represented by Dr Claude Denbow SC and Donna Denbow.
