Last night BTL’s Board of Directors pushed through with the company’s annual general meeting at the Belize Biltmore Best Western. They did so even as Supreme Court Marshall Charles Humes was kept out of the meeting by security – not allowed to serve BTL’s officers with an injunction blocking the meeting. As we reported last night – the chief justice granted the injunction to Jeff Prosser’s attorney Lionel Welch at 3:55 pm. But Welch still had to perfect the format and language – and by the time he circulated it to BTL’s officers, it was after 5:00. Because BTL did not have an attorney at the hearing, and because it was not served at the company’s corporate headquarters during working hours, BTL’s board acted as if the injunction did not exist. But last night at the meeting, one shareholder and a senior officer of the court spoke out against that decision to ignore and avoid. Lois Young Barrow, Senior Counsel and former attorney for BTL told us why it was a bad decision, with grave and far reaching implications.
Jules Vasquez Reporting,
This is the injunction – taken out on behalf of Jeff Prosser and Bobby Lubana and it says, On the authority of the Chief Justice that “The respondent BTL is ordered to postpone its meeting.” And after that it warns that disobedience of this order is a contempt of court. But the order was not served on BTL’s corporate headquarters or its offices in the time or the manner specified under these rules of service. So BTL’s meeting continued. But should it have? Senior counsel Lois Young Barrow says definitely not, because the board was made aware of the injunction and it was made aware by her.
Lois Young-Barrow, Senior Counsel
“I went upstairs fully expecting Mr. Arnold, the Chairman, to make this announcement that he is not going to be having the meeting anymore. Lo’ and behold he decides that he is going to reverse the order of the agenda, which is he is going right into the business and he is going to leave the Chairman’s report and all the other stuff until the end. So I knew that something was up.
So he launches into the agenda and he starts off with this first item and then he asks for comments from the floor. There was this dead silence and then I got up and I said, ‘I think you should know Mister Chairman that there is an injunction against the holding of this meeting,’ and he said he didn’t know about any injunction. He said he hadn’t been served and he had been in meetings all day and no one had been served. When I looked back at that, I realize that those directors knew about the injunction and made up their minds that they will treat it as a document that required service at the corporate headquarters or service on one of them.
Eventually I got up and I told the Chairman. I said, ‘Mr. Chairman as an officer of the court I am telling you that the bailiff from the Supreme Court is downstairs with the injunction and the BTL security guard is stopping him from coming into the meeting.’ And I think the Chairman, Mr. Arnold, said, ‘Well thank you very much,’ and continued his meeting. And then at that time the formal business hadn’t been completed, the four items for decision, and I went downstairs myself and I found the bailiff there with the orders and I asked what’s going on. He said he had these orders and he can’t get upstairs and Lionel Welch was there as well. I asked to see the orders and he showed it to me and there was the blue seal of the court on the orders. I said to give me this copy and I will take it up for you. I took it up, told the Chairman again at the meeting, ‘There is an injunction.’ At this point they are going into the other items on the agenda, the agenda had several items. I said to the Chairman that I think he should know that there is an injunction stopping this meeting and I have a copy of it.
When I walked up to the podium and I put the order on his podium, he came back to the podium, ignored the order, and said let’s to continue with the meeting and he called on Mr. Boyce to deal with the next item on the agenda. That is when I said this is enough and I walked out of the meeting and I left at that point.”
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