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This week in the media there has been a dizzying crossfire of allegations between the Citrus Growers Association on one hand and Citrus Products of Belize Limited on the other. As you will recall from our interview earlier in the week with Citrus Grower Association CEO Henry Andersons and member Denzil Jenkins – they feel that the board and the management is conspiring to deny them a fair dividend – which the association desperately needs. Furthermore, they say that while the growers own 51% of the Citrus Products of Belize Limited - control of that has been wrested from them by what they call a “rogue board.”

But in the blur of finger pointing, the two persons who haven’t been heard from are those who have been most widely criticized: Chairman of that supposedly rogue board Mike Duncker and CEO Dr. Henry Canton. According to the Citrus Growers, Canton – who is also a managing director - should resign from both his posts and Duncker should step down from the board because he should be there to represent the growers but he has in fact resigned form the Citrus Growers Association.

Well today we went down to Citrus Products of Belize Limited Headquarters in the Stann Creek Valley to talk to Chairman Duncker, CEO Canton and citrus grower Ernest Raymond. They had an interesting take on their duty to the company – which they say exceeds any direct loyalty to the majority shareholder, the Citrus Growers Association.

Mike Duncker, Chairman
“I suppose the citrus growers do not understand that the factory has to be run commercially and that when directors are appointed to the board, we are appointed to represent and to make sure that the factory itself is run very efficiently and we cannot wear two hats when we are in there. We have to represent the factory and we have to represent all shareholders, not factions of shareholders while we are there.”

Ernest Raymond, Citrus Grower
“It would seem to me that it is unfortunate now that you have an intertwining of the Citrus Growers Association with the processing side mainly by virtue of their 51% into CPBL and it would seem to me that intertwining has created the problems we are now being faced with where the growers on the one hand because they are of the feeling that they own 51% of CPBL and as such they feel that they have every right to become involved in the decisions there in a sense to me is not really an appropriate thinking. This intertwining of the Citrus Growers Association, ICL, and CPBL is not working.”

Jules Vasquez,
“I guess because what you seem to be saying that some animals are more equal than others.”

Ernest Raymond,
“There has to be some disentanglement, processing versus the grower part of it and for the grower, they should come together, work together to increase production, production that is in dire need as it relates to supporting CPBL and their processing and as it were to bring the monies in. As a matter of fact, maybe it would have been better if CGA itself was a business oriented for profit organization.”

Dr. Henry Canton, CEO
“But to say I own 51% and I will tell you what to do I think is a misnomer and it creates issues because that is not how business is ran.”

Mike Duncker,
“Any major decision to be taken has to be agreed on by the minority shareholders which is not so minority, it is not that far away from 51% and it is a normal business practice that if you look around, you will see and you can see the good reason why, in fact it is right before us.”

Jules Vasquez,
“But who controls the company drives it in the direction they want it.”

Mike Duncker,
“The Board of Director controls the company until you have another annual meeting.”

Dr. Henry Canton,
“My job is just to manage. It is very clear in my job if I don’t do this, this, and this, I am no longer….”

Jules Vasquez,
“Don’t you have to manage in the interest of your principal shareholders?”

Dr. Henry Canton,
“I have to manage for all shareholders, not the principal shareholder. My fiduciary responsibility is to all shareholders.”

Mike Duncker,
“Once you manage well for one, you manage well for all. It is one company Jules, when you get in there it is one company. When you pay dividends, you pay to everybody based on the amount of shares they have in there for the amount of dividends you get.”

Jules Vasquez,
“But Mike with greatest respect to your business acumen, there is no objective good in corporate affairs.”

Mike Duncker,
“There is no objective good in corporate affairs, so you would prefer to see a socialist system. When you say corporate good…..you frighten me because I don’t know what you are trying to say.”

Jules Vasquez,
“I am saying the corporation has to advance the interests of the shareholders.”

Mike Duncker,
“And we have done that.”

Jules Vasquez,
“But you have a shareholder whose in a crisis and if he does not $11 million next year he loses controlling interest which some say would fit right in with agenda…”

Mike Duncker,
“Firstly I don’t think that’s correct because I am trying to recollect what that agreement said. But when they got their dividends before what did they do with it. I don’t think they paid down on that debt. I think that a lot of brand new vehicles were bought and many other things were done that for both fiscal management shouldn’t have been done.”

Dr. Henry Canton,
“But Jules you scare me, when you start telling that if a majority shareholder of a company, a successful company, if that majority shareholder mismanages itself and starts to fall apart that it must drag its subsidiary and all its other minority shareholders along with it? No.”

Jules Vasquez,
“But it happens everyday, it happens all the time.”

Dr. Henry Canton,
“That is why there are systems in place to prevent that kind of stuff.”

Jules Vasquez,
“There are no systems in place.”

Mike Duncker,
“You are talking about the citrus growers and I agree with you.”

It was a heated back and forth and we’ll have more from it on Monday when we challenge Dr. Henry Canton about his private contract with Citrus Products of Belize Limited. Were the negotiations for those contracts arm’s length? That’s what you’ll hear him discuss on Monday.

As a background we should note that Chairman Duncker, CEO Canton and Raymond has resigned from the Citrus Growers Association and are part of a new group of growers called Belize Citrus Mutual. We’ll also look behind the controversy to the state of affairs at Citrus Products. It lost $11 million last year but the company is still moving ahead with major multi million dollar investments.