By Lavern Clarke, Staff Reporter
Bethell
LIFE OF Jamaica (LoJ) chairman J. Arthur Bethell remained calm and somewhat aloof despite the strident demands of Noel Levy to disclose the company's intentions towards its minority shareholders.
Bethell's deadpan expression barely changed even when Levy threatened to go to the Jamaica Stock Exchange for protection and action against the listed life insurance company.
Levy a contract lawyer with Myers Fletcher & Gordon put in an appearance at LoJ's 31st annual general meeting Tuesday, speaking on behalf of, he said, a minority shareholder.
The new chairman merely reiterated the company's intent to await the outcome of a pending court decision brought by minority interests challenging a waiver for a mandatory offer granted LoJ by regulators, adding that LoJ was also still awaiting word from the JSE to which the company last wrote, he said, in February.
The stock exchange did not similarly waive the mandatory offer requirement.
Bethell said the company had written the JSE advising of its intent to comply with its rules, pending the court ruling. Attempts to reach JSE general manager, Wain Iton, for comment were unsuccessful.
Three of the minority shareholders, ICWI Investments, Pat Rousseau and Ivor Campbell are challenging the Financial Services Commission's decision to grant LoJ a waiver not to make a mandatory offer to minority interests, paving the way for Barbados Mutual Life Assurance/Life of Barbados 76 per cent majority acquisition of the failed life insurance company in November 2001.
Denis Lalor's ICWI formerly had a majority stake in LoJ prior to its take-over by FINSAC.
The minority shareholders contend that the FSC erred in granting the waiver and are trying to have it quashed.
Bethell refused to be drawn on what LoJ would do in such an eventuality, despite Levy's best efforts. The lawyer disappeared from the meeting soon after his challenge to the board.
Levy insisted Tuesday that LoJ had a legal obligation to comply with the JSE rules, notwithstanding the FSC ruling, arguing that the bodies were independent. But the new Life of Jamaica board has a different take on the matter, and say they are following legal advice to await the outcome of the court's decision, according to director Dodridge Miller.
"His issue is really with LoJ Holdings," said Miller, new president of Barbados Mutual Life who replaces Bethell in that position. "Our understanding is that the FSC is the parent of the stock exchange. One has given a waiver, one has not," he said after the AGM.
The JSE monitors its listed companies and ensures compliance with its rules, but the body does fall within the ambit of the financial laws that the FSC now
administers.
"A waiver was granted because they said the company was insolvent at the time," Bethell told Wednesday Business. "So what we're saying is if the regulatory body says we have to make a mandatory offer, then we will make a mandatory offer, but the process has not been completed to determine that."
LoJ has since met FINSAC's 150 per cent solvency ratio requirements within the June 2002 deadline it was given, the chairman earlier advised shareholders. He added that LoJ is in the process of advising FINSAC and the JSE of the developments as a precursor to the automatic conversion of shares.
