In a significant judicial intervention, Guyana’s High Court has issued an interim injunction preventing Banks DIH Holdings Inc from implementing a contentious resolution that would cap shareholder voting rights at 15% of issued share capital. The ruling by Justice Sandil Kissoon, delivered on January 30, 2026, suspends the controversial measure pending full adjudication of a legal challenge brought by two prominent stock brokerages.
The legal action was initiated by Guyana Americas Merchant Bank Inc and Beharry Stockbrokers Limited following the November 2025 adoption of ‘New By-law 8’ by Banks DIH’s board of directors. This proposed amendment sought to impose a strict 15% limitation on both share ownership and voting rights, a move that Justice Kissoon determined effectively arrogated to the company the power to invalidate votes exceeding this threshold.
Represented by legal counsel Stephen Fraser, the plaintiffs successfully obtained an interlocutory injunction that restrains Banks DIH’s leadership from presenting, tabling, or putting to a vote any resolution seeking to confirm or implement the disputed by-law during its scheduled Annual General Meeting or any subsequent adjournment. The court further mandated the immediate suspension of By-Law Eight’s operational and legal effects pending final determination of the proceedings.
The judicial order specifically prohibits the company from disregarding, discounting, or refusing to count votes attached to ordinary shares based on the alleged 15% limitation. Additionally, Banks DIH is barred from initiating any investigative actions, divestment requests, or sale processes purportedly authorized under the new by-law, including those related to ‘acting in concert’ provisions or beneficial ownership aggregation.
The substantive case, filed on January 27, seeks permanent judicial relief including a declaration that the by-law is unlawful and void. The plaintiffs argue that the measure effectively circumvents Guyana’s statutory takeover and change-of-control protections established under Part XI of the Securities Industry Act, potentially depriving shareholders of mandatory offer rights and control premium opportunities.