Trinidad Cement Limited
Annual Report 2012
42
The Year in Review
Dividends
No dividends have been declared for the year ended 31 December, 2012.
Substantial Interests
No. of Ordinary Shares
% of Issued
Held at 31-12-12
Share Capital
Sierra Trading (Cemex S.A. de C.V.)
49,953,027
20.00
Republic Bank Limited
28,311,293
11.34
The National Insurance Board
25,367,032
10.16
Baleno Holding Inc
20,500,000
8.21
RBTT Trust Limited
15,485,939
6.20
(A substantial interest means a beneficial holding of 5% or more of the issued share capital of
the Company).
Service Contracts & Directors
No service contracts exist nor have been entered into by the Company and any of its Directors.
Resolution of Directors – Amendment to Paragraph 4.1 of TCL’s Bye-law No. 1
Under paragraph 27 of Bye-law No. 1 and Article 7 of the Articles of Continuance, on 3 May,
2013 the directors of the Company by resolution, amended paragraph 4.1 of Bye-law No. 1 to
include the words “at least” before the word “two” in order to convey the intended meaning.
The amended paragraph reads as follows:
4.1 Number
The number of directors or the minimum and maximum number of directors of
the Company shall be as set out in theArticles of the Company, of which there shall
be no more than five executive directors, provided always that the number of non-
executive directors shall at all times exceed the number of executive directors by
at least two. Themajority of directors must be persons resident in theWest Indies.”
Directors
• In accordance with paragraph 4.6.1 of Bye-law No. 1, Dr. Rollin Bertrand, Mr. Bevon Francis,
Mr. Carlos Hee Houng, Mr. Brian Young and Mr. Jean Michel Allard, who retire by rotation
and being eligible, offer themselves for re-election as directors of the company until the
conclusion of the second Annual Meeting following.
• In accordance with paragraph 4.4.1 of Bye-law No. 1, Mr. Keston Nancoo is being nominated
for election as a director for a period up to the conclusion of the second Annual Meeting
following.
Auditors
The Auditors, Ernst and Young, retire and, being eligible, offer themselves for re-election.
By Order of the Board
Kathryna Baptiste
Company Secretary
18 May, 2013
Directors’ Report (continued)
