Aug 2014 Financial News

Brian Young, 2 others resign from Caribbean Cement board

Aug 27, 2014

Brian Young has resigned as director and chairman of Caribbean Cement Company Limited, alongside two other directors previously tied to parent company Trinidad Cement Limited.

The resignations of Young, Bevon Francis and Judith Robinson are the latest fallout of a takeover of the TCL board last week and the subsequent replacement of that company's group CEO.

Dr Rollin Bertrand was removed as CEO and stripped of his other responsibilities by the new TCL board, which was voted in on August 19. Alejandro Ramirez, a member of the board with ties to minority partner Cemex of Mexico, was appointed as acting CEO.

The revolt among shareholders, led by Wilfred Espinet and others, emanated from their displeasure with a debt-restructuring programme that TCL negotiated with a select group of bondholders two years ago. The group sued TCL last year after the old board blocked its previous efforts to nominate a slate of directors.

Bertrand is also a director of Caribbean Cement, but up to yesterday there was no indication that he had resigned that seat.

He, along with Young and Francis, was among six persons who resigned from TCL's board ahead of a special compulsory meeting of shareholders, forced by Jamal Ali and others with holdings totalling 54.7 per cent, to remove and replace them with seven other directors. The other three were Andy Bhajan, Leonard Nurse, and Carlos Hee Houng.

Public relations officer at the Caribbean Cement Company, Lystra Sharp, told Wednesday Business that usually when a new board is appointed, persons might wish to give a free hand to the new board to make their choices.

The new TCL board comprises Espinet, businessman of Trinidad; Alison Lewis, retired public servant; Chris Dehring, businessman of Jamaica; Michael Hamel-Smith; Carlos Palero, engineer of Panama; Francisco Aguilera, engineer of Mexico; and Nigel Edwards, businessman of Trinidad; Alejandro Ramirez, Jean Allard and Wayne Yip Choy.

Espinet was selected as chairman and Aguilera as vice-chairman.

The company said last week that it would be conducting a full review of the financial condition and group operations of the regional cement operation.

Last week, Caribbean Cement Company said it expected the review to be completed in 90 days.

Young was also chairman of Carib Cement's finance committee and a member of the technical committee. Francis was chairman of the technical committee. The other board members are Lincoln Parmasar, Parris Lyew-Ayee and Hollis Hosein.

Sharp said new appointments to fill those positions have not yet been made.

Injunction

Cemex owns about 20 per cent of TCL through Sierra Trading, and five per cent of Caribbean Cement through Scancem International.

TCL has not held an annual general meeting since last year because of an injunction obtained by the Espinet-led group.

The old TCL board charged last week that the revolt among shareholders set the stage for the takeover of TCL by Cemex, whose minority shares in TCL are held through Sierra Trading.

In legal filings aimed at fighting the board takeover, TCL's lawyer noted that in June to August 2002, Cemex made a takeover bid, through its wholly owned subsidiary, Cetacea Investments Limited, to acquire the issued capital of TCL, but the bid was defeated.

Cemex will have the opportunity to acquire control of TCL by having four of its directors on the board, the former board contended.

 

Source:
mcpherse.thompson@gleanerjm.com
Jamaica Gleaner
Wednesday August 27, 2014

http://jamaica-gleaner.com/gleaner/20140827/business/business2.html