To IRISH COMPANY LAW CASES 2001 - Law Society of Ireland

INDEX 

to 

IRISH 

COMPANY LAW 

CASES 

2001 – 2008 

Compiled by the Law Society of Ireland 

Sponsored by the Arthur Cox Foundation 

Entries in the Index are provided by the Law Reporting Council

2 

THE ARTHUR COX FOUNDATION 

Arthur Cox, solicitor, classical scholar and former president of the Incorporated Law Society of Ireland, was 

associated with the setting up of many Irish companies, not least the ESB. He was a specialist in company 

law and was a member of the Company Law Reform Committee which sat from 1951 and reported to the 

Government in 1958, ultimately giving rise to the Companies Act 1963. When he decided to retire from 

practice as a solicitor in 1961 a number of his clients, professional colleagues and other friends, in 

recognition of his outstanding contribution to Ireland and his profession, thought that a fund should be 

established as a tribute to him which fund would be used to encourage the writing and publication of legal 

text books. There was a generous response to this appeal. 

After his retirement Arthur Cox studied for the priesthood and was ordained in 1963. He went to Zambia to 

do missionary work. He died there in 1965 as a result of a car accident. 

The Foundation was established to honour Arthur Cox and was for many years administered by Mr. Justice 

John Kenny in conjunction with the Law Society. John Kenny was the encouraging force behind the 

publication of a number of Irish legal textbooks. Without his quiet drive and enthusiasm there would have 

been no Foundation. To both Arthur Cox and John Kenny we pay tribute. 

The Foundation’s funds have been used to assist the writing and publication of Irish legal textbooks and the 

development of electronic databases of Irish legal materials. The Foundation has recently inaugurated an 

annual prize for the best overall results in the business and corporate law modules of the Law Society’s 

Professional Practice Courses. 

The Law Society, as the continuing trustee of the Foundation, is pleased to have been able to assist in the 

publication of this electronic book. 

John Costello 

President 

Law Society of Ireland 

December 2010

COMPANY LAW 

Amalgamation 

Scheme for transfer of shares - Opposition by 

minority shareholder - Transfer of beneficial 

ownership - Statutory notice pursuant to offer to 

acquire shares by transferee company - 

Application by dissenting shareholder - Test to be 

applied - Factors to be taken into account - 

Discretion of court - Purchase order - Whether 

scheme unfair - Whether independent legal advice 

given - Whether conflict between legislative 

provisions and articles of association - Onus of 

proof - In re Fitzwilton plc [2000] 2 ILRM 263; In 

re Hoare and Company [1933] All ER 105; In re 

Press Caps Ltd [1949] Ch D 434; McCormick v 

Cameo Investments Ltd [1978] ILRM 191; In re 

Bugle Press Ltd [1961] Ch 270 and In re Sussex 

Brick Co Ltd [1960] 2 WLR 665 considered - Lee 

and Company (Dublin) Ltd v Egan Wholesale Ltd 

(Unrep, Kenny J, 27/4/1978); Hawks v McArthur 

[1951] 1 All ER 22 and In Re Hafner: Olhausen v 

Powderly [1943] IR 426 followed - Companies 

Act 1963 (No 33), s 204(1) - Applicant’s appeal 

dismissed (79/2005 - SC - 31/7/2007) [2007] IESC 

41, [2008] 1 IR 732, [2008] 1 ILRM 1 

http://www.bailii.org/ie/cases/IESC/2007/S41.html 

Walls v PJ Walls Holding Ltd 

Auditor 

Disqualification - Past improper practices - Present 

clean bill of health - Consequences for respondent - 

Protection of public - Non-penal nature of order - 

Findings against respondent - Companies Act 1990 

(No 33), s 160 - Order refused (2005/101COS - 

Peart J - 23/1/2007) [2007] IEHC 1 

http://www.bailii.org/ie/cases/IEHC/2007/H1.html 

In re Kentford Securties Ltd: Director of Corporate 

Enforcement v McCann 

Banking 

Validity of transactions - Company law - 

Liquidation - Meaning of ‘disposition’ - Whether 

transactions occurring after winding up order void 

(1998/13COS - Kearns J - 23/3/2001) [2001] 2 IR 

118 

http://www.bailii.org/ie/cases/IEHC/2001/49.html 

In re Industrial Services Company (Dublin) Ltd (in 

liquidation) 

Charge 

Equitable charge - Solicitor’s undertaking to secure 

loan granted to defendant by plaintiff on proceeds of 

sale of land contained in letter to plaintiff - Whether 

intention of parties to create equitable charge over 

proceeds of sale of land - Whether intention of 

parties that loan advanced should be secured by 

proceeds of sale of lands - Whether solicitor’s letter 

creates equitable charge upon proceeds of sale - 

Companies Act 1963 (No 33), s 99 (2001/2446P - 

Gilligan J - 19/12/2003) 

http://www.bailii.org/ie/cases/IEHC/2003/113.html 

Anglo Irish Bank Corp plc v Edward Kavanagh 

Maynooth Ltd 

Contract 

Director - Property transaction involving director - 

Whether transaction voidable at option of company 

- Companies Act 1990 (No 33), s 29 - Transaction 

held to be voidable (2007/214COS - Smyth J - 

27/11/2007) [2007] IEHC 455 


Trehy v Rutherford; in the matter of Hydro Klenze 

Ltd 

Corporate personality 

Lifting corporate veil - Whether court should lift 

veil - Rule in Foss v Harbottle - Directors - 

Director’s duties - Fiduciary duty - Whether director 

owed fiduciary duty to shareholder - Whether 

plaintiff has standing to seek order for rectification 

of share register - Whether plaintiff has standing to 

bring proceedings for oppression - Relief granted to 

defendants (2006/593P & 2006/40 COM - Finlay 

Geoghegan J - 16/1/2007) [2007] IEHC 8 


Keaney v Sullivan 

Corporate veil 

Limitation of liability - Company responsible for 

environmental damage - Whether veil of 

incorporation can be lifted and orders made directly 

against company directors - Wicklow County 

Council v Fenton [2002] 4 IR 44 followed - Orders 

granted (2005/15MCA - Peart J - 18/1/2006) [2006] 

IEHC 2, [2006] 2 IR 292 


Laois County Council v Scully 

Costs 

Directors - Restriction - Liquidation prior to 

commencement of Companies Act 1990 - 

Restriction order post-commencement - Whether 

liquidator entitled to order for costs of investigation 

- Companies Act 1990 (No 33), s 150(4B) - Costs 

refused (2002/53COS - Finlay Geoghegan J - 

18/3/2005) [2005] IEHC 96, [2005] 1 IR 551, 

[2005] 2 ILRM 462 


In re Tipperary Fresh Foods Ltd: O’Riordan v 

O’Connor 

Costs 

Directors - Restriction - Meaning of phrase ‘any 

costs incurred by applicant in investigating the 

matter’ - Whether phrase included remuneration of 

applicant and his colleagues in investigating matters 

relevant to s 150 application - Whether ‘costs 

incurred by the applicant’ included his own 

remuneration - Whether the remuneration of 

applicant for investigating matters relevant to s 150 

application was cost incurred in winding up - 

Companies Act 1990 (No 33), s 150(4B) - Company 

Law Enforcement Act 2001 (No 28), ss 41 and 56 - 

Remuneration element of costs disallowed 

(2002/438COS - Finlay Geoghegan J - 5/5/2005) 

[2005] IEHC 160, [2005] 4 IR 522 


In re Mitek Holdings Ltd: Grace v Kachkar 

Costs 

Directors - Restriction -Whether court had 

discretion to award costs against director successful 

in resisting s 150 application - Whether order for 

costs against liquidator of company - Rules of the 

Superior Courts 1986 (SI 15/1986), O 99, r 1 - 

Companies Act 1990 (No 33), ss 149, 150 - 

Company Law Enforcement Act 2001 (No 28), s 56 

- Order for costs against liquidator (2003/306COS - 

Finlay Geoghegan J - 11/12/2003) [2003] 4 IR 451 


In re Visual Impact Displays Ltd (in liquidation): 

Murphy v Murphy 

Derivative action 

Rule in Foss v Harbottle - Whether fraud on 

minority - Personal defendants majority 

shareholders and directors of company - Whether 

plaintiffs could institute proceedings on behalf of 

company - Whether wrongdoers in control of 

company - Definition of control of company - 

Whether exceptions to rule to be expanded - Crindle 

Investments v Wymes [1998] 4 IR 567 followed - 

Foss v Harbottle (1843) 2 Hare 461; O’Neill v 

Ryan [1993] ILRM 557; Burland v Earle [1902] AC 

83; Edwards v Halliwell [1950] 2 All ER 1064; 

Gray v Lewis (1873) LR 8 Ch App 1035; Daniels v 

Daniels [1978] Ch 406 and Prudential Assurance v 

Newman Industries [1982] Ch 204 considered - 

Claim dismissed (2005/3238P & 2005/105COM - 

Finlay Geoghegan J - 5/10/2007) [2007] IEHC 328 


Glynn v Owen 

Directors 

Appointment - Shareholding - Whether defendant 

director of plaintiff - Whether defendant shareholder 

in plaintiff - Defendant granted declarations that 

plaintiff neither shareholder nor director 

(2004/18860P - McGovern J - 9/2/2007) [2007] 

IEHC 59 


Linden Ltd v Glennon 

Directors 

Declaration of restriction - Conflict of interest - 

Whether respondents acted responsibly in conduct 

of the affairs of the company - Companies Act 1990 

(No 33), s 150 - Company Law Enforcement Act 

2001 (No 28), s 56 (2003/387COS - Finlay 

Geoghegan J - 6/5/2004) 


Stafford v Higgins, In re Xnet Information Systems 

Ltd (in voluntary liquidation) 

Directors 

Disqualification - Activity designed to conceal funds 

from revenue commissioners - Test for 

disqualification - Whether person engaged in 

conduct making him unfit to be concerned in 

management of company - Purpose of section - 

Whether commercial misjudgement sufficient to 

justify disqualification - Whether conduct displayed 

lack of commercial probity - Deterrent element - 

Whether period of disqualification must reflect 

gravity of offence - Cahill v Grimes [2002] 1 IR 

372; Re NIB Ltd: Director of Corporate 

Enforcement v Seymour [2007] IEHC 102 (Unrep, 

Murphy J, 20/3/2007); Re NIB Ltd: Director of 

Corporate Enforcement v D’arcy [2005] IEHC 333, 

[2006] 2 IR 163; Re Ansbacher: Director of 

Corporate Enforcement v Collery [2006] IEHC 67, 

[2007] 1 IR 580; Countyglen v Carway [1998] 2 IR 

540; Glackin v Trustee Savings Bank [1994] 3 IR 55 

and Re Westmid Packing [1998] 2 All ER 124, 

[1998] BCLC 646 considered; Re Lo-line Limited 

[1988] Ch 477, [1988] 3 WLR 26, [1988] 2 All ER 

3

4 

692 applied - Companies Act 1990 (No 33), ss 22 

and 160(2)(e) - Disqualification order granted for 

period of five years (2006/81COS - McGovern J - 

31/7/2007) [2007] IEHC 486 

Director of Corporate Enforcement v Stakelum 

Directors 

Disqualification - Application by Director of 

Corporate Enforcement to disqualify directors - 

Grounds for disqualification - Persistent default 

in complying with filing obligations - Fitness to 

manage company - Whether directors persistently 

in default - Whether directors fit to manage 

company - Whether directors displayed lack of 

commercial probity - Whether useful purpose 

served by disqualification order - In re Arctic 

Engineering [1986] 1 WLR 686 considered; 

Cahill v Grimes [2002] 1 IR 372 and In re Lo- 

Line [1988] Ch 477 applied - Companies Act 

1990 (No 33), ss 159 and 160(2)(d) and (f) - 

Applicant’s appeal dismissed (118/2005 - SC - 

6/5/2008) [2008] IESC 28, [2008] 4 IR 598, 

[2008] 2 ILRM 406 


In re Wood Products Ltd: Director of Corporate 

Enforcement v McGowan 

Directors 

Disqualification - Appropriate length of 

disqualification order - Necessary proofs for 

successful application - Criteria by which the court 

should exercise jurisdiction conferred on it - 

Whether restriction order should be applied instead 

of disqualification order - Whether and in what 

circumstances court should grant respondent 

director relief from disqualification order - 

Companies Act 1990 (No 33), s 160 - Company 

Law Enforcement Act 2001 (No 28), s 42 - 

Disqualification orders granted (2004/427COS, 

428 COS & 445COS - Finlay Geoghegan J - 

15/3/2005) [2005] IEHC 85, [2005] 1 IR 503 


Director of Corporate Enforcement v McDonnell 

Directors 

Disqualification - Banking - Whether breach of 

duty - Whether conduct making defendant unfit to 

be concerned in company management - 

Awareness of improper practices - Failure to 

ensure compliance with legal requirements - 

Failure to carry out common law duties with due 

care - Enforcement of taxation rules - Bogus nonresident 

accounts - Failure to disclose investments 

- Improper charging of fees - Improper charging of 

interest - Authority to take action - Compliance - 

Whether defendant in superior position - Whether 

acquiescence in improper practices - Corporate 

governance - Fiduciary relationship - Purpose of 

disqualification - Protection of public - Findings of 

inspectors - Attempts to address matters - Re NIB 

Ltd: Director of Corporate Enforcement v D’Arcy 

[2005] IEHC 333, [2006] 2 IR 163; Re a 

Company [1980] Ch 138; R v Boal [1992] QB 591; 

Countyglen plc v Carway [1998] 2 IR 540 and Re 

Lo-Line Ltd [1988] Ch 477 considered - 

Companies Act 1990 (No 33), ss 159 and 160 - 

Application refused (2005/267COS - Murphy J - 

26/5/2008) [2008] IEHC 151 


In re National Irish Bank Ltd: Director of 

Corporate Enforcement v Boner 

Directors 

Disqualification - Conduct - Fitness to manage 

company - Mitigation - Re NIB: Director of 

Corporate Enforcement v D’Arcy [ 2005] IEHC 

333, [2006] 2 IR 163 and Re Westmid Packing 

Services Ltd [1998] 2 All ER 124 followed - In re 

Dunleckney Ltd (Unrep, Carroll J, 18/2/1999) 

considered - Companies Act 1990 (No 33) , s 160 - 

9 year disqualification granted (2006/27COS - 

Finlay Geoghegan J - 9/3/2006) [2006] IEHC 67, 

[2007] 1 IR 580 


In re Ansbacher (Cayman) Ltd: Director of 

Corporate Enforcement v Collery 

Directors 

Disqualification - Director of bank - Facilitation of 

tax evasion - Failure to comply with statutory 

duties - Whether engaged in conduct making him 

unfit to be concerned in management of company - 

Function of disqualification - Protection of public - 

Danger to company’s creditors - Appropriate 

period of disqualification - Factors to be 

considered - Deterrent element - Gravity of 

conduct - Mitigating factors - Companies Act 1990 

(No 33), s 160 - In re National Irish Bank: 

Director of Corporate Enforcement v Collery 

[2006] IEHC 67, [2007] 1 IR 580 considered - 

Disqualification order in respect of respondent of 

nine years (2005/271COS - Murphy J - 20/3/2007) 

[2007] IEHC 102 


In re National Irish Bank: Director of Corporate 

Enforcement v Seymour 

Directors 

Disqualification - Evidence - Opinion evidence - 

Hearsay evidence - Exceptions to hearsay rule - 

Tribunal of inquiry - Revenue Commissioners - 

Whether application to restrict evidence premature 

- Whether findings of tribunal of inquiry 

admissible - Whether opinion evidence admissible 

- Whether documentation emanating from Revenue 

Commissioners admissible - Whether notice served 

by auditor of company admissible - Whether 

lawful for applicant to delegate functions to third 

party - Whether District Court production order 

valid - Cullen v Clarke [1963] IR 368 and Creaven 

v Clyne [2006] IEHC 290, [2007] 2 IR 523 applied 

- Gilbert v Endean [1878] 9 Ch Div 259; Rossage 

v Rossage [1960] 1 WLR 249; Savings and 

Investment Bank v Gasco Investments 

(Netherlands) BV [1984] 1 All ER 296; Lawlor v 

Flood [1999] 3 IR 107; H v Schering Chemicals 

Ltd [1983] 1 All ER 849; Goodman v Hamilton 

(No 1) [1992] 2 IR 542; Countyglen plc v 

Carway [1998] 2 IR 540; Comcast International 

Holdings Inc v Minister for Public Enterprise 

[2007] IEHC 297 (Unrep, Gilligan J, 13/06/2007) 

and Three Rivers District Council v Bank of 

England [2003] 2 AC 1 considered - BTF v DPP 

[2005] IESC 37 [2005] 2 IR 559; Byrne v 

Grey [1988] IR 31; Sun Fat Chan v Osseous 

Ltd [1992] 1 IR 425; In re National Irish Bank (No 

1) [1999] 3 IR 145; O’C v T C (Unrep, McMahon 

J, 9/12/1981); PMcG v AF (Unrep, Budd J, 

28/1/2000); Kennedy v Law Society (No 3) [2002] 

2 IR 458; Curtin v Dáil Éireann [2006] IESC 14, 

[2006] 2 IR 556 and In re Rex Williams Leisure plc 

[1994] Ch 1 distinguished - Tribunals of Enquiry 

(Evidence) (Amendment) Act 1979 (No 3) - 

Companies Act 1990 (No 33), ss 19, 22, 137, 160 

and 194 - Investment Funds, Companies and 

Miscellaneous Provisions Act 2005 (No 12), s 74 - 

Company Law Enforcement Act 2001 (No 28), ss 

3, 12, 13, 14, 18, 29, 42, 62 and 110A - Companies 

(Auditing and Accounting) Act 2003 (No 44), s 52 

- Criminal Justice Act 1994 (No 15), ss 9, 31 and 

63 - Rules of the Superior Courts 1986 (SI 

15/1986), O 40, rr 4 & 12; O 19, r 27 & O 75B, rr 

3, 7 and 9 - Exclusion of certain evidence from 

affidavits ordered (2006/282COS - Irvine J - 

1/11/2007) [2007] IEHC 365, [2008] 2 ILRM 13 


In re Bovale Developments Ltd: Director of 

Corporate Enforcement v Bailey 

Directors 

Disqualification - Failure to make annual returns - 

Registered letter notifying company of failure to 

make returns returned to applicant marked ‘gone 

away’ - Respondents asserting they had no access 

to address - Previous failure by company resulting 

in strike off from register - Mitigating 

circumstances - Respondents asserting error by 

accountants - Whether failure to properly serve 

registered letter - Whether obligation on applicant 

to take steps to locate respondents on receipt of 

returned letter - Whether disqualification for five 

years appropriate - Director of Corporate 

Enforcement v McDonnell [2005] IEHC 85, [2005] 

1 IR 503 applied - Companies (Amendment) Act 

1990 (No 27), s 160 - Company Law Enforcement 

Act 2001 (No 28) - Companies (Amendment) Act 

1982 (No 10), s 12 - Companies Act 1963 (No 33), 

s 113 - Directors disqualified for five years 

(2007/48COS - Peart J - 11/4/2008) [2008] IEHC 

456 

Director of Corporate Enforcement v Collins 

Directors 

Disqualification - Grounds - Persistent default in 

complying with filing obligations - Fitness to 

manage company - Whether directors persistently 

in default - Whether directors fit to manage 

company - Whether directors displayed lack of 

commercial probity - Whether remedy of default 

subsequent to issue of disqualification proceedings 

sufficient - Costs - Refusal of disqualification - 

Whether court had discretion to award costs 

against directors against whom no disqualification 

order was made - Restriction - Restriction as 

alternative to disqualification - Grounds for 

restriction - Whether directors should be restricted 

where company solvent and trading as going 

concern with outstanding tax liabilities - 

Companies Act 1990 (No 33), ss 150, 159, 

160(2)(d) and (f), 160(9A) and 160(9B) - 

Application refused (2003/570COS - Laffoy J - 

24/2/2005) [2005] IEHC 41 


Director of Corporate Enforcement v McGowan 

Directors 

Disqualification - Incompetence - Insolvent 

company - Whether conduct irresponsible -

Whether conduct incompetent - La Moselle 

Clothing Limited v Soualhi [1998] 2 ILRM 345; 

Business Communications v Baxter (Unrep, 

Murphy J, 21/7/1995); In re USIT plc [2005] IEHC 

285 (Unrep, Peart J, 10/8/2005); Re Squash Ireland 

[2001] 3 IR 35 and Colm O’Neill Engineering 

Services Ltd [2004] IEHC 178 (Unrep, Finlay 

Geoghegan J, 13/2/2004) considered - Companies 

Act 1990 (No 33), s 150 - Declaration refused 

(1999/32COS - MacMenamin J - 27/10/2006) 

[2006] IEHC 350 


In re Money Markets International Ltd 

Directors 

Disqualification - Lack of probity - Whether 

conduct showing lack of probity - Whether unfit to 

hold office - Length of disqualification - 

Appropriate period - Re CB Readymix Ltd: Cahill v 

Grimes [2002] 1 IR 372 - Companies Act 1990 

(No 33), s 160 - Directors disqualified for 5 years 

(2004/460COS - O’Leary J - 13/3/2006) [2006] 

IEHC 87 

In re Nationwide Transport Ltd: Forrest v Whelan 

Directors 

Disqualification - Necessary proofs - Criteria by 

which court should exercise discretion - Whether 

conduct of person such as to make him unfit to be 

concerned in management of company - 

Appropriate length of disqualification order - 

Cahill v Grimes [2002] 1 IR 372 applied - Re 

Grayan Building Services Ltd [1995] Ch 241 and 

Re Westmid Packing Ltd [1998] 2 All ER 124 

considered - Companies Act 1990 (No 33), s 

160(2) - Disqualification order made 

(2005/270COS - Kelly J - 26/10/2005) [2005] 

IEHC 333, [2006] 2 IR 163 



Corporate Enforcement v D’Arcy 

Directors 

Disqualification - Purpose of disqualification - 

Protection of public - Whether directors guilty of 

fraud or breach of duty - Whether order 

disqualifying directors should be made - Re Lo 

Line Electricity Motors Ltd [1988] 2 All ER 692 

considered - Companies Act 1990 (No 33), s 160 - 

Order for disqualification made (2004/490COS - 

O’Leary J - 21/12/2005) [2005] IEHC 443 


Director of Corporate Enforcement v Rogers 

Directors 

Disqualification - Report of inspectors - Whether 


concerned in management of company - Re NIB: 

Director of Corporate Enforcement v D’Arcy 


Companies Act 1990 (No 33), s 160(2) - 

Disqualification order made (2005/266COS - 

Murphy J - 22/4/2008) [2008] IEHC 132 



Corporate Enforcement v Brennan 

Directors 



concerned in management of company - Re NIB: 

Director of Corporate Enforcement v D’Arcy 


Companies Act 1990 (No 33), s 160(2) - 

Disqualification order made (2005/268COS - 

Murphy J - 26/5/2008) [2008] IEHC 150 



Corporate Enforcement v Keane 

Directors 


respondent displaying lack of commercial probity - 

Whether conduct of person such as to make him 

unfit to be concerned in management of company - 

Re NIB: Director of Corporate Enforcement v 

D’Arcy [2005] IEHC 333, [2006] 2 IR 163 

considered - Companies Act 1990 (No 33), s 

160(2) - Disqualification order made 

(2005/273COS - Murphy J - 26/5/2008) [2008] 

IEHC 149 



Corporate Enforcement v Byrne 

Directors 

Documents - Inspection - Books of account - 

Inspection by directors - Nature of documentation 

to be provided for inspection - Director’s fiduciary 

duty - Whether director’s fiduciary duty survives 

resignation - Whether accounts not in company’s 

name may be inspected - Healy v Healy Homes Ltd 

[1973] IR 309 and Curtis’s Furnishing Stores Ltd v 

Freedman [1966] 1 WLR 1219 considered - 

Companies Act 1963 (No 33), ss 2, 31 and 371 - 

Companies Act 1990 (No 33), s 202 - Inspection of 

documents ordered (2005/1287P - Smyth J - 

3/10/2006) [2006] IEHC 329, [2007] 4 IR 134 


Brosnan v Sommerville 

Directors 

Liquidation - Application to restrict company 

directors - Official liquidator - Obligation of 

liquidator to bring application for restriction of 

directors - Persons in respect of whom obligation 

exists - Statutory interpretation - Principles of 

construction - Whether liquidator obliged to bring 

application in respect of persons who were 

directors within twelve months prior to 

commencement of liquidation - Companies Act 

1990 (No 33), s 150 - Company Law Enforcement 

Act 2001 (No 28), s 56 (2002/38COS - Finlay 

Geoghegan J - 30/7/2003) [2003] 2 IR 635, [2004] 

1 ILRM 296 


In re USIT Ireland Ltd (in liquidation) 

Directors 

Liquidation - De facto director - Shadow director - 

Responsibility - Honesty - Whether a person not 

validly appointed a director of a company may be 

held to be a de facto director or a shadow director 

and thus amenable to s 150 of the Companies Act 

1990 - Whether a person’s complete neglect of his 

responsibilities as a managing director could be 

evidence of irresponsibility justifying the 

restrictions under section 150 of 1990 Act - 

Companies Acts 1963 to 1990 (1998/210COS - 

O’Neill J - 31/7/2002) 


In re Lynrowan Enterprises Ltd 

Directors 

Liquidation - Duties of directors - Restriction and 

disqualification of directors - Fiduciary duty - 

Application by liquidator - Onus of proof - 

Furnishing of accounts - Whether proper records 

and accounts kept by directors - Whether directors 

acted honestly and responsibly - Whether 

companies traded while being unable to discharge 

liabilities - Companies Act 1990 (No 33), ss 150 

and 160 (1998/220 & 1999/187COS - McCracken 

J - 16/10/2001) [2001] 4 IR 586 


In re Newcastle Timber Ltd 

Directors 

Liquidation - Personal liability for company’s debts 

- Failure of company to keep proper books of 

account - Imposition of personal liability for debts 

of company on director - Whether restriction under 

s 150 removes obligation to make available books 

and records of company to liquidator - Whether 

causative connection between failure of company 

to keep proper accounts and inability to pay debts - 

Companies Act 1990 (No 33), ss 202 and 204 

(1995/217 - Smyth J - 7/10/2003) [2003] 3 IR 588 

Conroy v Corneill 

Directors 

Liquidation - Restriction of directors - Application 

by liquidator - Delay - Whether liquidator 

precluded from bringing application to restrict 

directors by reason of delay - Statute - 

Interpretation - Extension of time within which to 

bring application - Factors to be considered - 


Law Enforcement Act 2001 (No 28), s 56 


[2003] 2 IR 627 

Coyle v O’Brien 

Directors 

Liquidation - Restriction of directors - Nonresident 

directors - Whether court has jurisdiction 

in relation to non-resident director - Appropriate 

provisions as to service - Companies Act 1990 (No 

33), s 150 - Company Law Enforcement Act 2001 

(No 28) (2003/187COS - Finlay Geoghegan J - 

5/6/2003) [2003] 3 IR 80 


Fennell v Frost 

Directors 

Reckless trading - Misfeasance - Proceedings 

instituted by plenary summons instead of by notice 

of motion -Whether proceedings complied with the 

Rules - Distinction between nullity and irregularity 

- Whether prejudice to defendants - Discretion to 

strike out - McDonnell v Dun Laoghaire 

Corporation [1991] ILRM 301 applied - In re 

Prichard (deceased) [1963] Ch 502 considered - 

Meares v Connolly [1930] IR 333 and Bank of 

Ireland v Lady Lisa (Ireland) Ltd [1992] 1 IR 404 

distinguished - Proceedings stayed and time limit 

set for plaintiff to provide information to 

defendants (2005/1528P - Smyth J - 27/2/2007) 

5

6 

[2007] IEHC 69, [2008] 1 ILRM 226 


Earl v Cremin 

Directors 

Rectification of register - Whether transferee of 

shares refused registration as member of 

company without sufficient cause - Whether 

exercise of director’s power to refuse discretion 

in accordance with company’s articles of 

association - Whether director’s discretion to 

refuse registration exercised bona fide and for 

benefit of company as whole - Whether delay 

could defeat plaintiff’s application - In re Smith 

and Fawcett Ltd [1942] 1 Ch 304; In re Hafner 

[1947] IR 426 and Village Cay Marine Limited v 

Ackland (Barclays Bank plc third party) [1998] 2 

BCLC 327 applied - Companies Act 1963 (No 

33), s 122 - Rectification of register ordered 

(2005/377COS - Laffoy J - 20/7/2006) [2006] 

IEHC 257 


Banfi Ltd v Moran 

Directors 

Restriction - Appeal - Relief of obligation to bring 

proceedings refused - Restriction of managing 

director and non-executive director of bar and lap 

dancing club - Purpose of restriction - Protection 

of public - Whether director acted responsibly - 

Whether just and equitable to restrict - Objective 

test - Duties of non-executive director - Report of 

liquidator - Collapse of company not due to 

dishonesty - Collapse primarily due to business 

location - Cooperation with liquidator - Finding of 

irresponsibility in relation to outstanding annual 

return - Finding of irresponsibility in relation to 

inadequate books and records - Explanation given 

by directors - Dispute with auditors regarding fees 

- Consideration of matters to be looked at in light 

of conduct overall - Absence of dishonesty - 

Whether directors acted prudently in refusing to 

pay excessive charges - Acceptance of explanation 

that cash receipts applied for benefit of company - 

La Moselle Clothing Ltd v Soualhi [1998] 2 ILRM 

345 applied; Business Communications Ltd v 

Baxter (Unrep, Murphy J, 21/7/1995), Re Squash 

(Ireland) Ltd [2001] 3 IR 35 and Re Tralee Beef 

and Lamb Ltd [2008] IESC 1, [2008] 3 IR 347 




Appeal allowed (27/2006 - SC - 16/12/2008) 

[2008] IESC 66 

In re Dublin Sports Café Ltd: Fennell v Long 

Directors 

Restriction - Application for restriction on basis 

of absence of reliable management and the 

improper opening and use of a bank account - 

Whether directors acting honestly and 

responsibly - Whether directors should be 

restricted - Companies Act 1990 (No 33), s 150 - 

Meaning of responsible action - Re Squash 

(Ireland) [2001] 3 IR 35 considered - Purpose of 

s 150 is to protect the public from unsuitable 

directors rather that to punish the director - 

Restriction order refused (2003/459COS - 

O’Leary J - 13/3/2006) [2006] IEHC 88 


In re Doherty Advertising Ltd: Stafford v Beggs 

Directors 

Restriction - Application for restriction on basis of 

non-availability of audited accounts and non-filing 

of annual returns - Whether directors acting 

honestly and responsibly - Whether directors 

should be restricted - Companies Act 1990 (No 

33), s 150 - Order granted (2005/103COS - Peart J 

- 21/12/2005) [2005] IEHC 458 


In re Dublin Sports Café Ltd: Farrell v Long 

Directors 

Restriction - Application to lift restriction - Factors 

which court should have regard to - Conduct of 

applicant since winding up - Hardship suffered by 

applicant - Fundamental purpose behind 

declaration of restriction - Risk to third parties - 

Impecunious applicant - Whether court should 

have regard to need or interest of applicant in 

having restriction lifted - Whether Oireachtas 

intended that directors could be rehabilitated 

quickly after declaration of restriction made - 

Companies Act 1990 (No 33), s 152 - Relief from 

restriction granted (2005/112COS - O’Neill J - 

10/10/2006) [2006] IEHC 289 


In re Xnet Information Systems Ltd: Higgins v 

Stafford 

Directors 

Restriction - Company in liquidation - Failure to 

make tax returns and discharge tax liabilities - Size 

of final deficit - Whether directors acted honestly 

and responsibly - Whether failure to discharge tax 

liabilities indicated directors acted irresponsibly - 

Costs - Companies Act 1990 (No 33), s 150 - 

Company Law Enforcement Act 2001 (No 28), s 

56 - (2003/256 - Finlay Geoghegan J - 17/12/2003) 

[2004] 2 ILRM 35 

In re Digital Channel Partners Ltd (in voluntary 

liquidation): Kavanagh v Cummins 

Directors 

Restriction - Company law - Restriction of 

directors - Re Squash Ireland Ltd [2001] 3 IR 35 

followed - Re Tralee Beef and Lamb [2004] IEHC 

139, [2005] 1 ILRM 34 considered - Onus on 

directors to establish that they should not be 

restricted - Culpable ignorance - Recklessness - 

Tax problems ought to have been clear to directors 

- Irresponsibility of directors - Directors not 

consciously dishonest but grossly irresponsible - 

Directors restricted for five years (2005/306COS - 

Hanna J - 7/3/2007) [2007] IEHC 55 


In re Pineroad Distribution Ltd: Stafford v 

Fleming 

Directors 

Restriction - Conduct of director - Duty to ensure 

maintenance of adequate books and records by 

company - Duty to properly identify financial state 

of company - Whether director taking adequate 

steps to ensure proper books and records 

maintained by company - Whether director 

satisfying himself as to ability of company to 

properly make payments - Whether director acting 

honestly and responsibly - Companies Act 1990 

(No 33), s 150 - La Moselle Clothing Ltd v Soualhi 

[1998] 2 ILRM 345 considered - Order made 

restricting director (2000/109COS - Clarke J - 

4/3/2005) [2005] IEHC 62 


In re Careca Investments Ltd: Ferris v Farrell 

Directors 

Restriction - Conduct of directors after 

commencement of winding up - Whether court 

entitled to take conduct of directors after 

commencement of winding up into account - 

Whether departure from reasonable standards that 

can be expected of director or former director 

during winding up - Whether just and equitable 

that order be made - Companies Act 1990 (No 33), 

s 150 - La Moselle Clothing Ltd v Soualhi [1998] 2 

ILRM 345 considered - Order made restricting 

directors (2004/48COS - Clarke J - 4/3/2005) 

[2005] IEHC 59 


Fennell v Carolan 

Directors 

Restriction - Costs - Amount of costs payable by 

respondent - Applicability of rule that ‘costs 

follow event’ - Whether liquidator entitled to 

costs of investigation - Whether section 

providing for costs of investigation applicable to 

application commenced prior to section coming 

into operation - Intention of Oireachtas - Mitek 

Holdings Ltd v Companies Act [2005] IEHC 160 

(Unrep, Finlay Geoghegan J, 5/5/2005) and 

O’Riordan v O’Connor [2005] IEHC 96, [2005] 

1 IR 551 considered - In re McLoughlin [1963] 1 

IR 465 applied - Companies Act 1990 (No 33), s 

150 - Investment Funds, Companies and 

Miscellaneous Provisions Act 2006 (No 41), s 11 

- Application for costs granted save for costs of 

investigation (2004/169COS - Finlay Geoghegan 

J - 3/12/2007) [2007] IEHC 424 


Farrell v Balzarini 

Directors 

Restriction - Costs - Appliction for restriction of 

directors - Whether court has discretion to make 

order for costs against directors where application 

of declaration of restriction refused - Whether 

costs should be awarded against directors - 

Companies Act 1990, s 150 (2003/183COS - 

Finlay Geoghegan J - 30/7/2003) [2003] 4 IR 133, 

[2004] 1 ILRM 343 

In re GMT Engineering Services Ltd (in voluntary 

liquidation): Luby v McMahon 

Directors 

Restriction - Costs - Orders for restriction refused - 

Whether discretion to award costs to successful 

respondent - Rule that costs follow event unless 

otherwise ordered - Whether bearing costs inherent 

risk in assuming directorship - Whether application 

brought before liquidator formed opinion regarding 

honesty and responsibility - Whether legislation 

removed court’s discretion - Burden on creditors - 

Serious concerns raised by liquidator - Luby v 

McMahon [2003] 4 IR 133 and Murphy v Murphy

[2003] 4 IR 451 followed - Companies Act 1990 

(No 33), s 150(4B) - Rules of the Superior Courts 

1986 (SI 15/1986), O 99 - Costs awarded 

(2005/25COS & 38COS - Peart J - 16/11/2005) 

[2005] IEHC 481 

In re Usit Ltd: Jackson v Colleary 

Directors 

Restriction - Costs follow event - Discretion of 

court - Unsuccessful application to restrict 

directors - Whether court had discretion to award 

costs in unsuccessful application to restrict 

directors - Whether general rule that costs follow 

event was applicable in cases where director 

satisfies court that he should not be restricted - No 

order as to costs (2003/459COS - O’Leary J - 

14/7/2006) [2006] IEHC 258 


In re Doherty Advertising Ltd: Stafford v Beggs 

Directors 

Restriction - Costs of investigation - Whether court 

had discretion to award costs for legal fees 

incurred in investigating matter - Whether 

solicitor’s fees sought came within definition of 

costs of investigation - Whether costs of 

investigation confined to legal costs incurred in 

connection with litigation - In Re Mitek Holdings 

Ltd: Grace v Kachkar [2005] 1EHC 160 (Unrep, 

Finlay Geoghegan J, 5/5/2005) considered - 

Companies Act 1990 (No 33), s 150(4B) - 

Companies Act 1963 (No 33), s 281 - Rules of the 

Superior Courts 1986 (SI 15/1986), O 99, r 10(2) - 

Liquidator’s costs allowed against respondent 

(2005/121COS - Laffoy J - 15/5/2006) [2006] 

IEHC 149, [2007] 3 IR 563 


In re Moypool Ltd: Gannon v O’Hora 

Directors 

Restriction - Costs - Costs of investigation - 

Whether court had discretion to award costs to 

official liquidator for remuneration for time spent 

investigating matter - Companies Act 1990 (No 

33), s 150(4B) - Order refused (2001/53COS - 



In re Tipperary Fresh Foods Ltd: O’Riordan v 

O’Connor 

Directors 

Restriction - Criteria for determining liability - 

Whether directors acted honestly and responsibly - 

Whether causal link between matters complained 

of and demise of company necessary - Undefended 

proceedings - Whether presumption in favour of 

restriction where director takes no part in 

proceedings - Whether court can be satisfied from 

other sources that director acted honestly and 

responsibly - Companies Act 1963 (No 33), s 

383(3) - Companies (Amendment) Act 1983 (No 

13), s 40 - Companies (Amendment) Act 1990 (No 

27), s 3(b) - Companies Act 1990 (No 33), ss 149, 

150 and 202 - Company Law Enforcement Act 

2001 (No 28), s 100 - Order refused (2002/38COS 

& 25 COS - Peart J - 10/8/2005) [2005] IEHC 285 


In re Usit World plc: Jackson v Colleary 

Directors 

Restriction - De facto company director - 

Whether respondent de facto director of company 

within prior 12 months - Liquidation - Whether 

respondents acted honestly and responsibly in 

relation to affairs of company - Whether 

respondents should be restricted from acting as 

company directors - Companies Act 1963 (No 

33), ss 1 and 2 - Companies Act 1990 (No 33), s 

150 (2002/354COS - Finlay Geoghegan J - 

9/7/2004) 


Gray v McLoughlin 

Directors 

Restriction - Delay - Jurisdiction to dismiss 

application on grounds of delay - Inordinate and 

inexcusable delay - Duignan v Carway [2001] 4 

IR 550 and Primor plc v Stokes Kennedy 

Crowley [1996] 2 IR 459 considered - 

Companies Act 1990 (No 33), s 150 - 

Application struck out (1991/14268P - Finlay 

Geoghegan J - 19/4/2005) [2005] IEHC 145, 

[2005] 1 IR 571 


In re Supreme Oil Co Ltd: Hughes v Duffy 

Directors 

Restriction - Delay - Whether delay inordinate 

and inexcusable - Whether balance of justice 

favoured dismissing application - Companies Act 

1990 (No 33), s 150 - Application dismissed 

(1992/6118P - Finlay Geoghegan J - 5/4/2005) 

[2005] IEHC 105 


In re Knocklofty House Hotel Ltd: Kelly v 

O’Keeffe 

Directors 

Restriction - Delegation of functions by director - 

Whether respondents acted honestly and 

responsibly in relation to affairs of company - 

Whether respondents responsible for establishing 

that they acted honestly and responsibly in relation 

to conduct of affairs of company - Whether court 

should look at entire tenure of respondents or only 

twelve month period prior to liquidation - Whether 

appointment of accountant relieves respondent of 

obligation to keep informed about financial affairs 

of company - Application granted (2004/136COS - 



Fennell v Shanahan 

Directors 

Restriction - Executive and non-executive directors 

- Duties of non-executive directors - Whether 

directors acted responsibly - Companies Act 1990 

(No 33), s 150 (2003/239COS - Finlay Geoghegan 

J - 20/7/2004) 


Kavanagh v Delaney 

Directors 

Restriction - Failure to keep proper books - 

Absence of audited accounts - Commercial 

management of company - Whether directors acted 

responsibly - McLaughlin v Lannen [2005] IEHC 

341 (Unrep, Clarke J, 4/11/2005) followed - 

Companies Act 1990 (No 30), s 150 - Order 

refused (2004/9COS - Clarke J - 25/1/2006) [2006] 

IEHC 12 


In re AMS IT Consultants Ltd (in voluntary 

liquidation): Keane v Kalsi 

Directors 

Restriction - Failure to keep proper books of 

account - Credit given out without generating 

invoice - Whether respondent should be held 

personally liable for debts of company - Whether 

failure to keep proper books contributed to 

inability to pay debts, resulted in substantial 

uncertainty as to assets and liabilities of company 

or substantially impeded orderly liquidation - 

Whether respondent an officer in default - 

Whether appropriate to exercise discretion not to 

make respondent personally liable - Whether 

respondent liable for additional costs in absence 

of evidence of same being served upon him - 

Mantruck Services Ltd (in liquidation) [1997] 1 

IR 340; Cahill v Grimes [2002] 1 IR 372, 

Director of Corporate Enforcement v McDonnell 

[2005] 1 IR 503 and Re NIB Ltd: Director of 

Corporate Enforcement v D ‘Arcy [2006] 2 IR 

163 applied - Companies Act 1990 (No 33), ss 

150, 160, 202 and 204 - Respondent restricted 

for eight years and made personally liable for 

liabilities of company (2002/370COS - Finlay 



Jackson v Devlin 

Directors 

Restriction - Failure to maintain proper books 

and records - Failure to record transaction - 

Presentation of false picture to those outside 

company - Duty to maintain true and accurate 

records - Failure to keep minutes - Failure to 

contemporaneously minute meetings where 

decisions had been made - Business report with 

serious, cumulatively significant and misleading 

deficiencies - Construction of manufacturing 

facility without consideration of proper proposal 

by Board - Failure to seek alternative offers for 

works - ‘Refer to drawer’ cheque - Production of 

document to entice investment - Dishonest and 

irresponsible document - Whether director acted 

irresponsibly - Re Swanpool Ltd [2005] IEHC 

341 (Unrep, Clarke J, 4/11/2005) considered - 

Order granted (2007/214COS - Smyth J - 

20/12/2007) [2007] IEHC 456 


In re Hydro Klenze Ltd: Trehy v Rutherford 

Directors 

Restriction - Fiduciary duty - Liquidation - 

Whether directors acted honestly - Whether 

restriction order made justified - Companies Act 

1990 (No 33), s 150 (245/1999 - SC - 8/2/2001) 

[2001] 3 IR 35 

http://www.bailii.org/ie/cases/IESC/2001/200.html 

In re Squash (Ireland) Ltd: Balbirnie v Moreau 

Directors 

Restriction - Insolvent liquidation - Whether 

directors acted responsibly - Whether directors 

7

8 

took real steps to inform themselves of affairs of 

company - Company Law Enforcement Act 2001 

(No 28), s 56 - Companies Act 1990 (No 33), s 150 

- Restriction order granted (2001/293COS - Finlay 



O’Ferral v Coughlan 

Directors 

Restriction - Legal advice - Whether directors 

acted dishonestly or irresponsibly in allowing 

company to continue trading - Whether 

respondents could rely on legal advice to defeat 

application for restriction - Companies Act 1990 

(No 33), s 150 - Application refused 

(2004/101COS - O’Leary J - 29/7/2005) [2005] 

IEHC 346 


In re Camoate Construction Ltd: Coyle v Callanan 

Directors 

Restriction - Liquidation - Distinction between 

executive and non-executive - Whether order of 

restriction should be made - Companies Act 1990 

(No 33) - Company Law Enforcement Act 2001 

(No 28) (2003/234COS - Finlay Geoghegan J - 

27/5/2004) 


Kavanagh v Riedler 

Directors 

Restriction - Liquidation - Whether respondents 

acted honestly and responsibly in relation to affairs 

of company - Insufficient financial advice - 

Whether respondents should be restricted from 

acting as company directors - Companies Act 1990 

(No 33), s 150 (2003/247COS - Finlay Geoghegan 

J - 13/2/2004) 


In re Colm O’Neill Engineering Services Ltd (in 

voluntary liquidation) 

Directors 

Restriction - Liquidation - Whether respondent 

acted responsibly in relation to affairs of company 

- Revenue liabilities - Use of insolvent company to 

launch other company - Misstatement of assets of 

company - Failure to comply with obligations 

under Companies Acts - Whether directors should 

be restricted from acting as company directors - 

Companies Act 1990 (No 33), s 150 - La Moselle 

Clothing Ltd v Soualhi [1998] 2 ILRM 345 and 

Kavanagh v Delaney [2004] IEHC 283, [2005] 1 

ILRM 34 followed - Declaration granted (2004/374 

COS - MacMenamin J - 29/6/2005) [2005] IEHC 

219 


Kavanagh v Cooke 

Directors 

Restriction - Non-resident directors - Wholly 

owned subsidiary - Duties of directors - Whether 

different standard where company is wholly owned 

subsidiary - Whether directors acted responsibly - 

Companies Act 1990 (No 33), ss 150 and 202(1)(b) 

and (6) - Company Law Enforcement Act 2001 

(No 28), s 56 - Order granted (2001/294COS - 

Finlay Geoghegan J - 21/12/2004) [2004] IEHC 

410, [2004] 4 IR 266 

In re 360Atlantic Ireland Ltd (in receivership): 

O’Ferral v Coughlan 

Directors 

Restriction - Parties - Application by Director of 

Corporate Enforcement to be joined as notice party 

to proceedings - Court’s inherent discretion to join 

parties - Whether party other than those set out in s 

152(4) can be joined - Whether necessary to join 

Director of Corporate Enforcement - Issues which 

court will consider in determining application for 

declaration of restriction to be lifted - Companies 

Act 1990 (No 33) - Director of Corporate 

Enforcement joined to proceedings (2004/48COS - 


340 


In re CMC (Ireland) Ltd: Carolan v Fennell 

Directors 

Restriction - Parties - Circumstances in which 

party can be joined to proceedings - Whether court 

had discretion to join party to proceedings - 

Whether court should consider if party seeking to 

be joined to proceedings had locus standi to pursue 

application - Whether court had jurisdiction to 

permit any person to bring an application pursuant 

to s 150 - Whether official liquidator entitled to 

request former directors to swear affidavits in 

response to affidavits of other directors - TDI 

Metro Ltd v Delap (No 1) [2000] 4 IR 337 


Company Law Enforcement Act 2001 (No 28), s 

41 - Rules of the Superior Courts 1986 (SI 

15/1986), O 15, r 13 (2000/58COS - Finlay 

Geoghegan J - 22/7/2005) [2005] IEHC 250, 

[2005] 3 IR 103 


In re Document Imaging Systems Ltd (in 

liquidation) 

Directors 

Restriction - Test - Duties of director where 

company being wound up - Whether court should 

be concerned only with 12 month period prior to 

liquidation or entire tenure of director - Whether 

commercial misjudgement sufficient to warrant 

restricting director - Application granted 

(2005/5COS - Clarke J - 4/11/2005) [2005] IEHC 

341, [2006] 2 ILRM 217 


In re Swanpool Ltd: McLaughlin v Lannen 

Directors 

Restriction - Whether different principles apply to 

directors of wholly owned Irish subsidiaries within 

worldwide group -Whether directors acted 

responsibly - In re Tralee Beef and Lamb Ltd: 

Kavanagh v Delaney [2004] IEHC 283, [2005] 1 

ILRM 34 and In re 360Atlantic (Ireland) Ltd: 

O’Ferral v Coughlan [2004] 4 IR 266 considered - 


granted (2002/438COS - Finlay Geoghegan J - 

21/2/2005) [2005] IEHC 63 


Grace v Kachkar 

Directors 

Restriction - Whether director acted honestly and 

responsibly in affairs of company - Liquidator 

sought to be relieved from duty to bring restriction 

application - Whether inference to be drawn from 

refusal of Director of Corporate Enforcement to so 

relieve - Criteria for restriction of director - Fair 

procedures - Evidence - Distinction between 

executive and non-executive directors - La Moselle 

Clothing Ltd v Soualhi [1998] 2 ILRM 345 

approved; In re Vehicle Imports Ltd (in liquidation) 

(Unrep, Murphy J, 23/11/2000) and Kavanagh v 

O’Donoghue [2003] 4 IR 443 considered - 



Respondent’s appeal allowed (382/2004 - SC - 

1/2/2008) [2008] IESC 1, [2008] 3 IR 347, [2008] 

2 ILRM 420 


In re Tralee Beef & Lamb Ltd: Kavanagh v 

Delaney 

Directors 

Restriction - Whether directors acted honestly and 

responsibly - Whether creditors misled as to 

company’s financial status - Whether mere 

commercial errors - Connected companies - 

Shadow director - Failure to cross-examine 

directors - Whether informed consent given to act 

as director - Re Ro-Line Motors Ltd [1988] BCLC 

698; La Moselle Clothing Ltd v Soualhi [1998] 2 

ILRM 345; Re Squash Ireland Ltd [2001] 3 IR 35; 

Lynrowan Enterprises (Unrep, O’Neill J, 

31/7/2002); Kavanagh v Delaney [2004] IEHC 139 

(Unrep, Finlay Geoghegan J, 20/7/2004); Re 

Digital Channel Partners Ltd [2004] 2 ILRM 35 

and Re The Computer Learning Centre (Irl) 

(Unrep, Finlay Geoghegan J, 7/2/2005) considered 

- Companies Act 1963 (No 33), ss 2 and 4 - 


Application to restrict three directors granted; 

application in respect of two further directors 

refused (2004/74COS - MacMenamin J - 

28/7/2005) [2005] IEHC 421 


In re Kelly Technical Services (Ireland) Ltd: 

Kavanagh v Kelly 

Directors 

Restriction - Whether directors acted honestly and 

responsibly in relation to affairs of company - 

Whether delay in appointment of liquidator 

reasonable - Whether respondents should be 

restricted from acting as company directors - 

Companies Act 1990 (No 33), s 150(1) and (2)(a) - 

Order granted in respect of second and third 

respondents (2004/127COS - O’Leary J - 1/7/2005) 

[2005] IEHC 224 


Halley v Nolan 

Directors 

Restriction - Whether respondents acted honestly 

and/or responsibly in relation to conduct of affairs 

of company - Whether incompetence of directors 

amounted to irresponsibility - Application granted 

in respect of third and fourth respondents and 

refused in respect of first and second respondents 


[2005] IEHC 448 


In re Finlay Construction Ltd: Roache v Culloo

Directors 

Restriction - Whether directors acted responsibly - 

In re First Class Toy Traders Ltd: Gray v 

McLoughlin [2004] IEHC 289 (Unrep, Finlay 

Geoghegan J, 9/7/2004) distinguished - Companies 

Act 1990 (No 33), s 150 - Order granted 


[2005] IEHC 468 


In re Club Tivoli Ltd: Foster v Davis 

Directors 

Restriction - Whether directors acting responsibly 

during tenure - Kavanagh v Delaney [2004] IEHC 

139 (Unrep, Finlay Geoghegan J, 20/7/2004) 


Restriction order made in respect of second 

respondent (2005/350COS - McGovern J - 

31/7/2007) [2007] IEHC 246 


In re Greenmount Holdings Ltd: Stafford v 

O’Connor 

Directors 

Restriction - Winding up - Absence of sufficient 

books and records - Whether director acted 

honestly and responsibly - Whether just to restrict 

respondent from acting as company director - 


restricting director made (2004/348COS - Peart J - 

21/12/2005) [2005] IEHC 434 


Foster v Swords 

Directors 

Restriction - Winding up - Failure to cooperate 

with liquidator - Preferential treatment of creditors 

- Whether conduct meriting restriction - 

Companies Act 1990 (No 33), s 150 - First 

defendant restricted for 5 years (2004/73COS - 

MacMenamin J - 4/4/2006) [2006] IEHC 179 


In re DCS Ltd: Fitzpatrick v Henley 

Directors 

Shadow directors - Restriction order - Whether 

body corporate could be shadow director for 

purposes of application for restriction - Whether 

foreign body corporate could be shadow director 

for purposes of application for restriction - 

Whether contrary intention to displace statutory 

rule of interpretation that person included body 

corporate - Fyffes plc v DCC plc [2005] IEHC 477 

(Unrep, Laffoy J, 21/12/2005) followed - 

Interpretation Act 1937 (No 38), s 11(c) - 

Companies Act 1963 (No 33), s 176 - Companies 

Act 1990 (No 33), ss 27 and 150 - Respondent’s 

appeal allowed (166/2005 - SC - 16/12/2008) 

[2008] IESC 68, [2009] 1 IR 398, [2009] 1 ILRM 

241 

In re Worldport Ireland Ltd: Hughes v Worldport 

Inc 

Directors 

Shadow directors - Restrictions - Application for 

restriction - Whether body corporate could be 

shadow director for purposes of application for 

restriction - Whether foreign body corporate could 

be shadow director for purposes of application for 

restriction - Companies Act 1963 (No 33), s 176 - 


Questions answered in affirmative (2002/139COS - 

O’Leary J - 16/2/2006) [2006] IEHC 467 


In Re Worldport Ltd: Hughes v Worldport 

Communications Inc 

Directors 

Shadow directors - Whether company can be 

shadow director - Direction or instruction - Test 

applicable - Advice - Whether non-professional 

advice can constitute direction or instruction - 

Whether directors of company can have 

discretion in relation to directions or instructions 

of shadow director - Whether directors required 

to always follow directions or instructions - 

Agency - Test for implied agency between 

related companies - Test for treating group of 

companies as single entity - Equity - Fiduciary 

duties - Re Worldport Ireland Ltd [2005] IEHC 

467 (Unrep, O’Leary J, 16/2/2005); Australian 

Securities Commission v AS Nominees Ltd (1995) 

13 ACLC 1822; Sec of State for Trade v Deverell 

[2001] Ch 340; In re Lo-Line Ltd [1988] Ch 477; 

Smith, Stone & Knight v Birmingham Corpn 

[1939] 4 All ER 116; Nedco Ltd v Clark (1973) 

43 DLR (3d) 714; DHN Ltd v Tower Hamlets 

[1976] 1 WLR 852; Munton Bros Ltd v Secretary 

of State [1983] NI 369; Power Supermarkets Ltd 

v Crumlin Investments Ltd (Unrep, Costello J, 

22/6/1981); The State (McInerney) v Dublin 

County Council [1985] IR 1; Lac Minerals Ltd v 

Chevron Mineral [1995] 1 ILRM 161 and Cahill 

v Grimes [2002] 1 IR 372 followed - Salomon v 

Salomon & Co [1897] AC 22; Harold 

Holdsworth & Co (Wakefield) Ltd v Caddies 

[1955] 1 WLR 352; Scottish Co-operative 

Wholesale Society Ltd v Meyer [1959] AC 324; 

Rex Pet Foods Ltd v Lamb Brothers (Ireland) Ltd 

(Unrep, Costello J, 5/12/1985); Adams v Cape 

Industries Plc [1990] Ch 433 and Allied Irish 

Coal Supplies Ltd v Powell Duffryn Int’l Fuels 

Ltd [1998] 2 IR 519 considered - Companies Act 

1990 (No 33), s 27 - Plaintiff’s claim dismissed 

(2002/1183P - Laffoy J - 21/12/2005) [2005] 

IEHC 477 


Fyffes plc v DCC plc 

Dissolution 

Property - Failure to convey before dissolution - 

Company trustee for intended grantees - Vesting 

order - Whether applicants can obtain order vesting 

property in them as intended grantees - Whether 

company should be restored to register of 

companies - Relief granted (2006/218SP - Laffoy J 

- 24/11/2006) [2006] IEHC 408 


In re Heidelstone Co Ltd: application of Boothman 

Equity 

Remedy - Equitable execution - Appointment of 

receiver - Jurisdiction to appoint receiver by way 

of equitable execution - Whether receiver can be 

appointed by way of equitable execution over 

proceeds of sale of share where share not sold and 

no sale contemplated - Judgment - Execution - 

Charging order - Meaning of public company - 

Constitutionality of rule allowing party to seek 

charging order ex parte - Whether court can make 

order charging share in private company - Whether 

charging order valid where no time limit provided 

within which debtor should show cause - Interim 

order - Non-disclosure - Discretion to discharge 

interim order for non-disclosure - Joinder of notice 

party - Whether necessary to join company as 

notice party where charging order made over share 

in company - Rules of the Supreme Court (Ireland) 

1853, O XLVI - Rules of the Superior Courts 1962 

(SI 72/1962) - Rules of the Superior Courts 1986 

(SI 15/1986), O 46 - Debtors (Ireland) Act 1840 (3 

& 4 Vict, c 105), ss 23 and 24 - Common Law 

Procedure Amendment Act (Ireland) 1853 (16 & 

17 Vict, c 113), s 132 - Statute Law Revision Act 

1874 (No 2) (37 & 38 Vict, c 96) - Companies Act 

1963 (No 33), s 33(1) - Companies (Amendment) 

Act 1983 (No 13) - Interpretation Act 2005 (No 

23), ss 5 and 6 - Order varied 

(2001/7654P - Laffoy J - 27/10/2006) [2006] IEHC 

326 


Honnibal v Cunningham 

Examinership 

Application to appoint examiner opposed - 

Winding up petition - Holding company - Who can 

be an examiner - Independent accountant’s report - 

Whether examiner should be appointed - 

Companies (Amendment) Act 1990 (No 27), s 2 

(2001/41COS - McCracken J - 26/2/2001) [2001] 

1 IR 668 


In re Tuskar Resources plc 

Examinership 

Liquidation - Credit and security - Banking law - 

Scheme of arrangement - Whether interests of 

banks impaired - Whether banks unfairly 

prejudiced by scheme - Whether court should 

approve scheme - Companies (Amendment) Act 

1990 (No 27), s 18 (2001/182 & 183COS - 

McCracken J - 8/11/2001) [2001] 4 IR 600 

In re Antigen Holdings Ltd 

Examinership 

Petition seeking appointment of examiner - 

Petition to wind up company also pending - Some 

creditors opposed to examinership - Accountant’s 

assertion that company would have reasonable 

prospect of survival - Company not trading for 

four months - Whether requirement for objective 

evidence of accountant’s opinion - Whether 

requirement for indication of how scheme of 

arrangement to be achieved - Whether sufficient 

evidence of reasonable prospect of survival of 

company adduced - Whether non-trading company 

a going concern for purposes of jurisdiction of 

court - In Re Tuskar Resources plc [2001] 1 IR 

668 and In re Atlantic Magnetics Ltd (in 

Receivership) [1993] 1 IR 561 applied - 

Companies (Amendment) Act 1990 (No 27), s 2 - 

Petition to appoint examiner refused 

(2008/347COS - Laffoy J - 1/9/2008) [2008] IEHC 

327 


In re Fergus Hynes (Developments) Ltd 

9

10 

Examinership 

Scheme of arrangement - Court approval of 

proposals - Investor initially proposing conditional 

investment - Whether proposals potentially 

unfairly prejudicial to interests of any injured party 

- Whether appropriate for court to exercise its 

discretion in favour of proposal which would 

reduce company’s liability to its creditors without 

binding arrangements in place for investment - Re 

Antigen Holdings Ltd [2001] 4 IR 600 considered - 

Companies (Amendment) Act 1990 (No 27), ss 5, 

18, 24, 25 and 26 - Proposals approved on 

withdrawal of conditionality (2008/128COS - 


251, [2009] 1 ILRM 182 


In re Cisti Gugan Barra Teo (in examinership) 

Examinership 

Scheme of arrangement - Reduction of share 

capital - Specification of alteration to 

memorandum and articles of association in scheme 

of arrangement - Whether court has jurisdiction to 

confirm proposals reducing share capital in 

company limited by shares unless expressly 

authorised by Companies Acts - Whether court has 

jurisdiction to order cancellation of issued shares 

in capital of company - Companies Act 1963 (No 

33), s 72 - Companies (Amendment) Act 1990 (No 

27), s 24 - Modified scheme confirmed 


[2008] IEHC 43, [2008] 3 IR 744 


In re McEnaney Construction Ltd 

Examinership 

Scheme of arrangement - Revenue opposing 

scheme - Whether scheme should be approved 

despite petitioner’s lack of candour - Whether 

scheme should be approved where less beneficial 

to creditor than winding up - Re Selukwe Ltd 

(Unrep, Costello J, 20/12/1991) and Re Antigen 

Holding Ltd [2001] 4 IR 600 followed - Re 

Wogans (Drogheda) Ltd (Unrep, Costello J, 

7/5/1992) considered - Companies (Amendment) 

Act 1990 (No 27), ss 18, 24 and 25 - Scheme 

approved (2007/348COS - Clarke J - 20/12/2007) 

[2007] IEHC 445 [2008] 3 IR 253, [2008] 2 ILRM 

1 


In re Traffic Group Ltd 

Fraudulent preference 

Disposal - Disposition - Whether disposal of goods 

was fraudulent preference - Whether dominant 

intention was to prefer one creditor over other 

creditors - Whether goods acquired in knowledge 

that company could not discharge debts to other 

creditors - Carna Foods Ltd v Eagle Star 

Insurance Co (Ireland) Ltd [1997] 2 IR 193; 

Sullivan v Southern Health Board [1997] 3 IR 123 

and Ward v Spivack Ltd [1957] IR 40; Corran 

Construction Co v Bank of Ireland Finance Ltd 

[1976-1977] ILRM 175 and Station Motors Ltd v 

AIB Ltd [1985] IR 756 applied; Trollope and Colls 

Ltd v North West Metropolitan Regional Hospital 

Board [1973] 1 WLR 601 and Re M Kushler Ltd 

[1943] Ch 248 considered - Companies Act 1963 

(No 33), s 286 - Companies Act 1990 (No 33), s 

139 - Payment to liquidator ordered (2007/89COS 

- Murphy J - 11/11/2008) [2008] IEHC 349 


In re Le Chatelaine Thudichum Ltd: Le Chatelaine 

Thudichum Ltd v Conway 

Injunction 

Interlocutory - Balance of convenience - Whether 

petitioner would suffer irreparable loss and damage 

if injunction not granted - Mareva injunction - 

Oppression of member - Campus Oil Ltd v 

Minister for Industry and Energy (No 2) [1983] IR 

88 and John Horgan Livestock Ltd v O’Mahony 

[1995] 2 IR 411 followed - Companies Act 1963 

(No 33), s 205 - Injunction refused (2004/341COS 

- Finlay Geoghegan J - 9/1/2005) [2005] IEHC 26 


In re Ural Hudson Ltd 

Injunction 

Interlocutory - Balance of convenience - Whether 

serious question to be tried as to whether petitioner 

excluded from company’s affairs - Whether 

damages adequate remedy - Oppression of member 

- Removal of director - Equivalent to partnership - 

McGilligan v O’Grady [1999] 1 ILRM 303; In re 

Murph’s Restaurants Ltd [1979] ILRM 141 and 

Campus Oil Ltd v Minister for Industry and 

Energy (No 2) [1983] IR 88 followed - Companies 

Act 1963 (No 33), s 205 - Injunction refused 

(2005/251COS - Clarke J - 29/7/2005) [2005] 

IEHC 302 


In re Avoca Capital Holdings 

Insider dealing 

Price sensitive information - Sale of shares - 

Information contained in management accounts 

received in capacity as director - Test applicable 

- Whether price sensitivity can be assessed 

through eyes of reasonable investor - Whether 

implied requirement of intention or motivation - 

Whether market factors can be offset against 

price sensitivity - Common sense approach - 

Whether court can identify comparator to 

consider effect of information on market - Test 

for evaluating comparator - Tippee liability - Test 

for tippee liability - Whether knowledge of 

source can be attributed to tippee - Body 

corporate - Whether body corporate can be liable 

under section 108(1) - Dealing - Inducement - 

Test for inducement to deal - Agreement - 

Essential element of agreement in case of sale of 

shares - Causing or procuring another to deal - 

Tests applicable - Account of profits - Whether 

discretion to refuse relief having regard to 

conduct of plaintiff - Test for determining 

liability to account - Meaning of expression 

‘profit accruing’ - Whether person who causes or 

procures another to deal liable for profits 

accruing to the other - Standard of proof - Equity 

- Liability to account in equity for insider dealing 

- Test applicable - SEC v Texas Gulf Sulphur 

Company (1968) 401 F 2d 833; TSC Industries 

Inc v Northway Inc (1976) 426 US 438; Public 

Prosecutor v Allan Ng Poh Meng [1990] 1 MLJ 

v; Public Prosecutor v Chua Seng Huat [999] 3 

MLJ 305; SEC v Geon Industries Inc (1976) 531 

F 2d 39; Potts or Riddell v Reid [1943] AC 1; 

The Queen v Saskatchewan Wheat Pool [1980] 1 

CF 407; Haylock v Southern Petroleum NZ 

[2003] 2 NZLR 175; The People (DPP) v Byrne 

[1998] 2 IR 417; Case C-28/99 Verdonck and 

Others [2001] ECR I-3399; Lennard’s Carrying 

Company Ltd v Asiatic Petroleum Co Ltd [1915] 

AC 705; Meridian Global Funds Management 

Asia Ltd v Securities Commission [1995] 2 AC 

500; Superwood Holdings plc v Sun Alliance & 

London Insurance plc [1995] 3 IR 303; SEC v 

Bausch & Lomb Inc (1977) 565 F 2d 8; Elkind v 

Liggett & Myers Inc (1980) 635 F 2d 156; SEC v 

Lund (1983) 570 F Supp 1397; SEC v Falbo 

(1998) 14 F Supp. 2d 508; Belmont Finance v 

Williams Furniture (No 2) [1980] 1 All ER 393; 

Ryan v Triguboff [1976] 1 NSWLR 588; A-G’s 

Reference (No 1 of 1975) [1975] QB 773; R v 

Castiglione [1963] NSWLR 1; Alphacell Ltd v 

Woodward [1972] AC 824; Maguire v Shannon 

Regional Fisheries Board [1994] 3 IR 580; 

Wicklow County Council v Fenton (No 2) [2002] 

4 IR 44; Diamond v Oreamuno (1969) 24 NY 2d 

494 and Walsh v Deloitte & Touche Inc [2001] 

UKPC 58, (2001) 146 SJ LB 13 considered - 

Companies Act 1990 (No 33), ss 107, 108 and 

109 - Council Directive 89/592/EEC - Plaintiff’s 

claim dismissed (2002/1183P - Laffoy J - 

21/12/2005) [2005] IEHC 477, [2009] 2 IR 417 




Price sensitive information - Sale of shares - 

Information contained in management accounts 

received in capacity as director - Test applicable 

- Whether price sensitivity can be assessed 

through eyes of reasonable investor - Whether 

implied requirement of intention or motivation - 

Whether market factors can be offset against 

price sensitivity - Common sense approach - 

Whether court can identify comparator to 

consider effect of information on market - Test 

for evaluating comparator - Test applicable - 

Case C-14/83 Von Colson and Kamann/Land 

Nordrhein-Westfalen [1984] ECR 1891; SEC v 

Texas Gulf Sulphur Company (1968) 401 F 2d 

833; TSC Industries Inc v Northway Inc (1976) 

426 US 438; Public Prosecutor v Allan Ng Poh 

Meng [1990] 1 MLJ v; Public Prosecutor v Chua 

Seng Huat [1999] 3 MLJ 305; SEC v Bausch & 

Lomb Inc (1977) 565 F 2d 8; Elkind v Liggett & 

Myers Inc (1980) 635 F 2d 156; SEC v Lund 

(1983) 570 F Supp 1397; Chase Manhattan 

Equities v Goodman [1991] BCLC 897 and SEC 

v Falbo (1998) 14 F Supp 2d 508 considered - 


109 - Council Directive 89/592/EEC - Plaintiff’s 

appeal allowed (144/2006 - SC - 27/7/2007) 

[2007] IESC 36, [2009] 2 IR 417 



Insolvency 

Chapter 11 process - Interlocutory relief - Rescue 

packages - Cancellation of shares - Dispute 

resolution - Whether relief should be granted 

(2004/10696P - Peart J - 21/10/2004) 


Brosnan v Phelan

Insolvency 

Displacement of voluntary liquidation and 

replacement with compulsory winding up - 

Circumstances where court will intervene - Proxy 

vote - Circumstances where proxy entitled to 

participate in vote - Companies Acts 1963 to 2001 

- Rules of the Superior Courts 1986 (SI 15/1986), 

O 74, r 82 (2004/216COS - O’Neill J - 8/7/2004) 


In re Hayes Homes Ltd 

Insolvency 

Receiver - Application to court for directions - 

Whether lease between plaintiff company and 

notice party contravened negative pledge clauses in 

certain indentures of mortgage between plaintiff 

company and bank - Whether direction sought 

within provisions of s 316 - Whether notice party 

had actual knowledge of negative pledge clauses - 

Companies Act 1963 (No 33), s 316 - Appeal 

dismissed (492/2004 - SC - 29/5/2006) [2006] 

IESC 35 


In re Salthill Properties Ltd (in receivership) 

Insolvency 

Unsatisfied judgment - Outstanding statutory 

annual returns - Enforcement of court order - 

Whether sequestration against property of directors 

appropriate - Whether order would be coercive or 

penal in nature - Failure to serve order with 

necessary penal endorsement - Whether order 

wilfully disobeyed - Insufficiency of assets - 

Examination of persons summoned on oath - 

Discretionary power - Manner in which respondent 

company operated - Whether examination would 

result in benefit - Rules of the Superior Courts 

1986 (SI 15/1986), O 1, r 8 and O 42, r 32 - 

Companies Act 1963 (No 33), ss 245 and 371(1) - 

Companies Act 1990 (No 33), s 251 - s 251 

applied; other relief refused (2006/214COS - 

Laffoy J - 5/2/2007) [2007] IEHC 43, [2008] 4 IR 

438 


In re Powertech Logistics Ltd: Airscape Ltd v 

Powertech Logistics Ltd 

Insolvency 

Winding up - Crossclaim - Company having 

genuine and serious counterclaim in excess of 

petition debt - Bona fide claim for debt - Whether 

company able to litigate counterclaim - Whether 

winding up petition should be dismissed - In re 

WMG (Toughening) Ltd [2003] 1 IR 389 followed - 

In re Bayoil SA [1991] 1 WLR 147 approved - 

Companies Act 1963 (No 33), s 214 - Winding up 

petition dismissed (2005/147COS - Clarke J - 

3/8/2005) [2005] IEHC 301 


In re Emerald Portable Buildings Systems Ltd 

Insolvency 

Winding up petition - Whether evidence that 

company unable to pay its debts - Whether 

company acting bona fide in defending claim - 

Companies Act 1963 (No 33), s 214(a) 

(2002/103COS - Laffoy J - 31/3/2004) 


In re ICT International Cotton and Textile Trading 

Company Ltd 

Inspector 

Appointment - Investigation - Investigation into 

company’s affairs by inspector - Conditions for 

appointment of inspector - Purpose of appointment 

of inspector - Whether purpose of appointment 

could be achieved - Public interest and 

proportionality in appointment - In re Pergamon 

Press Ltd [1970] 1 Ch 388; Saunders v EcoTemp 

International Inc [2007] ABQB 136; Dunnes 

Stores Ireland Company v Ryan [2002] 2 IR 60; 

Sage Holdings Ltd v Unisec Group Ltd [1982] 1 

SA 337 and Ahern v Mahon [2008] IEHC 119, 

[2008] 4 IR 704 considered - Companies Act 1990 

(No 33), s 8 - Inspector appointed (2008/189COS - 

Kelly J - 29/7/2008) [2008] IEHC 260, [2009] 1 IR 

464, [2009] 1 ILRM 124 


Director of Corporate Enforcement v DCC plc 

Inspectors 

Public interest - Inspectors appointed to investigate 

affairs of bank - Whether the applicants were 

entitled to receive copies of the final report - 

Whether the report should be published - Whether 

the court should wind up the company - 

Companies Act 1990 (No 33), ss 11, 12 and 13 

(1998/89COS & 1998/132COS - Kelly J - 

23/7/2004) 


In re National Irish Bank Ltd 

Inspectors 

Report - Findings - Reasonableness - Application 

to quash findings - Whether based on evidence - 

Whether reasonable - Aer Rianta cpt v 

Commissioner of Aviation Regulation (Unrep, 

O’Sullivan J, 16/1/2003) and O’Keeffe v An Bord 

Pleanála [1993] 1 IR 39 followed - Relief refused 

(2002/499JR - Gilligan J - 7/12/2006) [2006] IEHC 

412 


In re Ansbacher (Cayman) Ltd: Byrne v Judge 

O’Leary 

Inspectors 

Report - Whether the revenue commissioners were 

entitled to receive access to documents not 

contained within the report of the inspectors - 

Companies Act 1990 (No 33), s 12 (1999/163COS 

- Finnegan P - 25/5/2004) [2004] 3 IR 193 


Minister for Enterprise, Trade and Employment v 

Ansbacher (Cayman) Ltd 

Investigation 

Corporate governance - Appointment of authorised 

officer - Right to silence - Requirement to produce 

documents - Privilege against self-incrimination - 

Whether subsequent use of statements in 

prosecution infringed Constitution - Companies 

Act 1990 (No 33), s 19 - Constitution of Ireland 

1937, Articles 38.1, 40 (1999/33JR - Kearns J - 

5/6/2002) [2002] 2 IR 101 


Dunnes Stores v Ryan 

Investigation 

Corporate governance - Appointment of authorised 

officer - Whether minister obliged to give reasons 

for appointment - Whether authorised officer 

entitled to request books and records - Whether 

appointment of authorised officer sustainable - 

Companies Act 1990 (No 33), s 19 (280 & 

291/2000 - SC - 1/2/2002) [2002] 2 IR 60 

http://www.bailii.org/ie/cases/IESC/2002/7.html 

Dunnes Stores v Ryan 

11 

Investigation 

Final report - Documents - Disclosure - Access to 

documents - Whether inspectors under obligation 

to provide access or to make discovery of 

documents after delivery of final report - Whether 

order sought related to matters arising out of report 

prepared pursuant to s 11 - Whether the court 

should exercise its discretion under s 12(1) to make 

the order sought - Whether order sought would 

require inspectors to act outside lawful authority - 

Whether order sought would be consistent with 

scope and scheme of legislation - Re Ansbacher 

(Cayman) Ltd [2004] IEHC 222, [2004] 3 IR 193 

approved - Companies Act 1990 (No 33), ss 11, 12 

and 22 - Application refused (1998/89 & 132COS - 

Kelly J - 10/2/2006) [2006] IEHC 35, [2006] 2 

ILRM 263 



Investigation 

Inspectors - Final report - Disclosure of identity of 

persons referred to in the report - Improper 

practices identified - Whether power to make order 

sought - Whether real and pressing need for order - 

Whether substantial benefit to be gained from 

order - Re Ansbacher (Cayman) Ltd [2004] IEHC 

222, [2004] 3 IR 193 considered - Companies Act 

1990 (No 33), ss 12, 22 and 160 - Liberty to 

identify persons in report refused (1998/89COS & 

132COS - Kelly J - 19/4/2005) [2005] IEHC 126, 

[2005] 3 IR 90 



Judicial Review 

Certiorari - Company law - Declarations - 

Delegation of powers - Corporate enforcement - 

Statutory interpretation - Companies Act 1990 (No 

33), s 19 - Company Law Enforcement Act 2001 

(No 28), ss 12, 13, 14, 29 and 34 (2002/608JR - 

O’Neill J - 9/5/2003) 

Dunnes Stores Ireland Company and Dunnes 

Stores (ILAC) Centre Ltd v Houlihan 

Jurisdiction 

Stay on proceedings - Insolvency proceedings in 

Ireland - Contractual dispute in France - Whether 

effect of insolvency proceedings on litigation in 

another member state to be determined according 

to law of that jurisdiction - Insolvency - Mazur 

Media Ltd v Mazur Media GmBH [2004] EWHC 

1566, [2004] 1 WLR 2966 considered - Council 

Regulation (EC) No 1346/2000 - Interpretation - 

Council Regulation (EC) No 1346/2000, recitals 2, 

3, 6, 12, 22 and 24, articles 3, 4, 5, 8, 9, 10, 11, 14, 

15, 16, 25 and 39-42 - Council Directive 

2001/17/EC - Council Directive 2001/24/EC - 

Convention on the Jurisdiction and the 

Enforcement of Judgments in Civil and 

Commercial Matters, Brussels, 1968 - Convention

12 

on the Jurisdiction and Enforcement of Judgments 

in Civil and Commercial Matters, Lugano, 1988 - 

Insolvency to be determined in Irish law 

(2005/72COS - Murphy J - 27/7/2005) 

[2005]IEHC 274 


In re Flightlease Ireland Ltd (in voluntary 

liquidation) 

Liquidation 

Appeal - Application for extension of time to 

appeal - Whether the defendant’s application was 

vexatious or an abuse of process (1996/2FJ - Peart 

J - 15/11/2004) 


London and Global Ltd v Lamb 

Liquidation 

Insolvency - Centre of main interests - Wholly 

owned subsidiary - ‘Head office test’ - Where 

insolvency proceedings opened - Main insolvency 

proceedings - Council Regulation (EC) No 

1346/2000 - Held main centre in Ireland (147/2004 

- SC - 3/7/2006) [2006] IESC 41, [2006] 4 IR 307 


In re Eurofood IFSC Ltd (No 2) 

Liquidation 

Liquidator - Debt - Monies due and owing to 

company - Experienced trader in stock market - 

Whether defendant acted as agent for other persons 

- Whether full and final settlement made of all 

monies outstanding - Whether instructions carried 

out - Whether plaintiff company in breach of 

obligations - Whether defendant entitled to claim 

monies due as set off - Whether defendant owed 

money from plaintiff company - Whether 

defendant responsible for debts incurred as result 

of acting as agent - Decree granted (2000/780S & 

791S - McMahon J - 13/6/2008) [2008] IEHC 181 


Money Markets International Stockbrokers Ltd (in 

liquidation) v Barnes 

Liquidation 

Liquidator - Duty of liquidator - Duty of care - 

Conduct of liquidator - Nature of revenue debt - 

Failure by liquidator to maintain records of 

company - Whether disqualification order should 

issue - Companies Act 1990 (No 33), ss 159 and 

160 (1996/86COS - Smyth J - 20/7/2001) 


Cahill v Grimes 

Liquidation 

Liquidator - Duty of liquidator - Duty of care - 

Nature of revenue debt - Failure by liquidator to 

maintain records of company - Whether 

disqualification order should issue - Companies 

Act 1990 (No 33), ss 159, 160 (212/2001 - SC - 

1/3/2002) [2002] 1 IR 372 


Cahill v Grimes 

Liquidation 

Restriction of directors - Whether directors acted 

honestly and responsibly - Duty to acquire and 

maintain knowledge of company’s business - 

Delegation of duty - Companies Act 1990 (No 33), 

s 150 - Company Law Enforcement Act 2001 (No 

28), s 56 (2004/365COS - MacMenamin J - 

29/6/2005) [2005] IEHC 225, [2006] 1 ILRM 191 


In re Cooke’s Events Co Ltd: Kavanagh v Cooke 

Liquidation 

Liquidator - Removal - Locus standi of debtor - 

Person having interest in outcome - Confidence of 

creditors - Circumstances in which liquidator will 

be removed - Whether contempt of court 

amounting to circumstance in which liquidator 

should be removed - Relief refused (2003/459COS 

- McGovern J - 16/6/2006) [2006] IEHC 198 


In re Doherty Advertising Ltd 

Liquidation 

Petition - Insolvency - Bona fide dispute - In re 

WMG (Toughening) Ltd [2003] 1 IR 389 followed - 

Companies Act 1963 (No 33), s 214 - Petition 

dismissed (2005/239COS - Laffoy J - 23/2/2006) 

[2006] IEHC 73 


In re Mares Associates Ltd 

Liquidation 

Petition - Petition by revenue authorities of foreign 

state to wind up company incorporated in State - 

Buchanan Ltd v McVey [1954] IR 89 and Byrne v 

Conroy [1998] 3 IR 1 overruled - Companies Act 

1963 (No 33) - Council Regulation (EC) No 

1436/2000 - Petition granted (2005/23COS - 

Laffoy J - 8/3/2005) [2005] IEHC 67, [2005] 1 IR 

470 


In re Cedarlease Ltd 

Liquidation 

Practice and procedure - Delay - Right to 

expeditious hearing - Fair procedures - Duties of 

directors - Restriction of directors - Statutory 

interpretation - Whether legislation intended to be 

retrospective - Whether delay in bringing 

proceedings inordinate and inexcusable - Whether 

balance of justice favoured allowing motion to 

proceed - Whether delay resulted in prejudice - 

Companies Act 1990 (No 33), s 150 (242/2000 - 

SC - 31/7/2001) 


Duignan v Carway 

Liquidation 

Preferential creditors - Subrogation - Recoupment - 

Foreign guarantee institutions - Whether debt gains 

priority - Whether identity of person to whom debt 

owed relevant in determining whether debt can 

become preferential debt - Whether debt acquires 

preferential status by subrogation or recoupment 

when no express statutory authority - Whether debt 

can obtain preferential status when legislation does 

not provide for it - Whether statutory framework 

excludes equitable principles of subrogation - 

Companies Act 1963 (No 33), s 285 - Directive 

80/987/EEC - Relief refused (1997/23COS - 

Dunne J - 28/4/2006) [2006] IEHC 188 

In re Bell Lines Ltd 

Liquidation 

Preferential status - Whether claimants entitled to 

preferential status on grounds that injuries 

resulted by accident - Hearing loss - 

Manufacturing process - Interpretation of 

Companies Act 1963 (No 33), s 285(2)(g) 

(2002/268COS - Carroll J - 4/2/2004) 


In re Irish Ispat Ltd 

Liquidation 

Restriction of directors - Practice and procedure - 

Duties of directors - Evidence - Delay - Estoppel 

- Nature of s 150 proceedings - Whether s 150 

application could be brought by way of notice of 

motion - Whether liquidator estopped from 

pursuing proceedings - Whether directors should 

be restricted - Companies Act 1990 (No 33), s 

150 (1994/225COS - McCracken J - 23/1/2002) 


Duignan v Carway 

Offences 

Double jeopardy - Requirement to make annual 

return - Penalties - Late filing fee - Whether 

imposition of late filing fees in form and 

substance purely administrative - Prosecution for 

failure to file returns - Whether prosecution 

precluded on grounds of double jeopardy - 

Melling v Ó Mathghamhna [1962] IR 1 

considered - Companies Act 1963 (No 33), s 125 

- Certiorari granted (145/2003 - SC - 

16/12/2004) [2004] IESC 103, [2005] 1 IR 21 


Registrar of Companies v Judge Anderson 

Offences 

Partners - Officers of company disqualified by 

statute from acting as auditors - Meaning of ‘acting 

as auditor’ - Prosecution - Whether District Court 

judge erred in law in dismissing prosecutions - 

Company Law Enforcement Act 2001 (No 28) 

(2001/1617SS - Ó Caoimh J - 19/11/2002) [2002] 

4 IR 441 

Director of Corporate Enforcement v Gannon 

Officer 

Disqualification - Whether conduct of respondent 

as officer of company makes him unfit to be 

concerned in management of company - In re a 

Company [1980] Ch 138; Cahill v Grimes [2002] 

1 IR 372 and Re NIB Ltd: Director of Corporate 

Enforcement v D’Arcy [2005] IEHC 333, [2006] 

2 IR 163 considered - Companies Act 1990 (No 

33), s 160 - Application for disqualification order 

refused (2005/272COS - Murphy J - 23/5/2007) 

[2007] IEHC 181 



Corporate Enforcement v Curran 

Planning and environmental law 

Disclaimer of lease or licence - Liquidation - 

Whether court should allow disclaimer in general 

and in particular because of s 58 of Waste 

Management Act 1996 application - Companies 

Act 1963 (No 33), s 290 - Bankruptcy Act 1988 

(No 10) - (2002/270COS - Carroll J - 29/7/2004) 

http://www.bailii.org/ie/cases/IEHC/2004/143.html

In re Irish Ispat Ltd (in voluntary liquidation): 

Minister for the Environment and Local 

Government v Irish Ispat Ltd 

Practice and procedure 

Affidavits - Cross-examination on affidavit - 

Company law - Directors - Disqualification - 

Whether material conflicts of fact between parties - 

Whether cross-examination on affidavits 

appropriate - Holland v Information Commissioner 

(Unrep, SC, 15/12/2003) and Re National Irish 

Bank Ltd: Director of Corporate Enforcement v 

D’Arcy [2005] IEHC 333, [2006] 2 IR 163 

followed - Rules of the Superior Courts 1986 (SI 

15/1986), O 40, r 1 and O 75B, rr 7 and 9 - 

Companies Act 1990 (No 33), ss 8, 22(b) and 

160(2) - Order that respondent attend court to be 

cross-examined on his affidavit (2005/271COS - 

O’Donovan J - 16/11/2006) [2006] IEHC 369 


In re National Irish Bank Limited: Director of 

Corporate Enforcement v 

Seymour 


Company law - Corporate enforcement - Evidence 

- Affidavit - Application to cross-examine 

deponent - Whether necessity of fair trial requires 

deponent to be cross-examined - Whether content 

of affidavit scandalous or irrelevant - Whether 

contents of affidavit should be struck out - 

Applications refused ( 2005/269COS - Murphy J - 

3/10/2007) [2007] IEHC 471 

Office of the Director of Corporate Enforcement v 

Lacey 


Company law - Winding up - Jurisdiction - 

Shareholder oppression - Forum non conveniens - 

Lis pendens - Brussels Convention - Jurisdiction of 

Courts and Enforcement of Judgments Act 1988 

(2001/90COS - Kelly J - 25/7/2003) [2004] 3 IR 

326, [2004] 1 ILRM 351 


In re Intercare Ltd: Gonzalez v Konrad 


Discovery - Restriction of directors - Company - 

Liquidation - Whether respondent director entitled 

to discovery of section 56 report - Relevance - 

Necessity for saving costs - Rules of the Superior 

Courts 1986, Order 31, R 12 (2001/61COS - Finlay 

Geoghegan J - 14/11/2003) [2003] 4 IR 443 


In re Silken Construction Ltd (in liquidation): 

Kavanagh v O’Donoghue 


Dismissal of proceedings - Delay - Want of 

prosecution - Balance of justice - Conduct of parties 

- Whether balance of justice lies in dismissing 

proceedings - Whether real risk that respondent 

prejudiced in conduct of defence - Company law - 

Directors - Liquidations - Application to 

disqualify/restrict directors - Determination of civil 

rights and obligations within reasonable time - 


European Convention on Human Rights Act 2003 

(No 20) - Primor plc v Stokes Kennedy Crowley 

[1996] 2 IR 459; Stephens v Paul Flynn Ltd [2005] 

IEHC 148 (Unrep, Clarke J, 28/4/2005); Davies v 

United Kingdom [2005] EHRR 29 and Eastaway v 

United Kingdom [2006] 2 BCLC 361 considered - 

Re Knocklofty House Hotel Ltd (in liquidation) 

[2005] 4 IR 497 followed - Duignan v Carway 

[2001] 4 IR 550 distinguished - Application to 

dismiss proceedings refused - (1998/205COS - 

Murphy J - 19/10/2007) [2007] IEHC 346 

In re Countyglen plc (in liquidation): McStay v 

Duggan 


Motion to dismiss application to disqualify director 

on grounds of delay - Pre-commencement delay - 

Date upon which applicant had sufficient 

information to commence proceedings - Whether 

applicant had contributed to delay - Whether 

inordinate and excessive delay - Application refused 

(2005/101COS - Peart J - 7/3/2006) [2006] IEHC 57 


In re Kentford Securities Ltd: Director of 

Corporate Enforcement v McCann 


Security for costs - Amount of security - 

Receivership - Order for costs made against first 

and second defendants - Plaintiff company in 

liquidation - Meaning of ‘sufficient security’ - 

Whether discretion possessed by court in fixing 

amount of security - Whether court bound to make 

substantial order - Companies Act 1963 (No 33), s 

390 (128, 129 & 144/2000 - SC - 5/10/2001) 


Lismore Homes v Bank of Ireland 


Security for costs - Limited liability company - 

Insolvency caused by defendant’s wrongdoing - 

Campbell Seafoods Ltd v Brodrene Gram (Unrep, 

Costello J, 21/7/1994) and SEE Company Ltd v 

Public Lighting Services Ltd [1987] ILRM 255 

distinguished - Lismore Homes Ltd v Bank of 

Ireland Finance Ltd [2001] 3 IR 536 followed - 

Companies Act 1963 (No 33), s 390 - Order for 

security for costs granted (2005/44CA - Budd J - 

18/4/2005) [2005] IEHC 137 


Rayan Restaurant Ltd v Julies Company 

Restaurant Ltd 


Security for costs - Plaintiff company unable to 

meet any order for costs - Prima facie defence - 

Special circumstances - Delay - Whether 

defendants required to establish prima facie 

defence to claim - Whether special circumstances 

disentitled defendants to security for costs - 

Whether defendants’ delay constituted special 

circumstances - SEE Co v Public Lighting Services 

[1987] ILRM 255; - Beaucross Ltd v Kennedy 

(Unrep, Morris J, 18/10/1985); - Janred Properties 

Ltd v Ente Nazionale Italiano per il Turismo 

(Unrep, Court of Appeal, 8/10/1985) approved - 

Companies Act 1963 (No 33), s 390 (2003/252 - 

SC - 7/6/2005) [2005] IESC 38, [2005] 2 IR 115, 

[2005] 2 ILRM 498 


Hidden Ireland Heritage Holidays Ltd t/a Hidden 

Ireland Association v Indigo Services Ltd 

13 

Receiver 

Remuneration - Costs of receivership - Whether 

receiver entitled to be paid more than 5% of 

gross amount of monies received - Whether 

obliged to account for expenses incurred - Costs 

of enforcing security - Costs paid out in 

settlement of proceedings against bank - Whether 

bank entitled to recover monies against company 

- Cotterell v Stratton (1872) 8 Ch App 295; Re 

Baldwin’s Estate [1900] 1 IR 15; Parker- 

Tweedale v Dunbar Bank plc (No 2) [1991] Ch 

26; Gomba Holdings UK Ltd v Minories Finance 

Ltd (No 2) [1993] Ch 171 and In re City Car 

Sales Ltd [1995] 1 ILRM 221 followed - Mirror 

Group Newspapers plc v Maxwell [1998] BCLC 

638 considered - Conveyancing Act 1881 (44 & 

45 Vict, c 41), ss 19, 21, 22, 23, 24(6) and (8) - 


318 - Directions given to receiver (2005/292COS 

- Laffoy J - 20/10/2006) [2006] IEHC 328, 

[2007] 2 IR 361 


In re Red Sail Frozen Foods Ltd 

Receivership 

Directions - Leases created by company - Impact 

of negative pledge clauses in prior mortgage 

debentures - Whether leases contravened negative 

pledge clause in mortgages - Whether plenary 

proceedings appropriate - Companies Act 1963 

(No 33), s 316 (2004/23COS - Laffoy J - 

30/7/2004) 


In re Salthill Properties Ltd 

Receivership 

Powers and duties of receiver - Agency - Banking 

law - Credit and security - Land law - Adverse 

possession - Whether appointment of receiver 

brought about change in occupation of lands - 

Whether receiver agent of company - Whether 

actions of banks statute barred - Statute of 

Limitations 1957 (No 6) (1986/6624P - Barr J - 

1/2/2002) [2003] 1 ILRM 55 


Bula Ltd v Crowley 

Receivership 

Sale of assets - Duties of receivers - Power of sale 

- Credit and security - Conflict of interest - 

Confidentiality - Valuation of assets - Fair market 

value - Current market value - Whether court 

should approve sale of assets of company - 

Whether assets of company undervalued - Whether 

bidding process flawed - Companies Act 1963 (No 

33) (2002/108C - Murphy J - 20/6/2002) [2002] 2 

ILRM 513 

In re Bula Ltd (in liquidation) 

Receivership 

Sale of assets - Duties of receivers - Insolvency - 

Power of sale - Credit and security - Conflict of 

interest - Confidentiality - Valuation of assets - Fair 

market value - Current market value - Whether 

court should approve sale of assets of company - 

Whether assets of company undervalued - Whether 

bidding process flawed - Companies Act 1963 (No 

33) (110/1997 - SC - 3/7/2002) 

In re Bula Ltd (in receivership)

14 

Receivership 

Sale of assets - Property - Duties of receivers - 

Power of sale - Credit and security - Valuation of 

assets - Fair market value - Current market value - 

Whether assets of company sold at undervalue - 

Whether receiver acted in best interests of 

company - Companies Act 1963 (No 33) - 

Companies Act 1990 (No 33) (1995/7453P - 

McKechnie J - 31/1/2003) 

Ruby Property Company Ltd v Kilty 

Receivership 

Sale of assets - Section 316 application - Duties of 

receivers - Duty of care - Power of sale - Credit 

and security - Conflict of interest - Confidentiality 

- Valuation of assets - Fair market value - Current 

market value - Whether court should approve sale 

of assets of company - Whether assets of company 

undervalued - Whether receiver exercised 

reasonable care - Companies Act 1963 (No 33) 

(185, 271, 272 & 334/2002 - SC - 11/4/2003) 

[2003] 2 IR 430 



Receivership 

Statue of Limitations - Adverse possession - 

Whether defendants’ claims statute barred - 

Whether title extinguished - Whether trial judge 

had failed to give adequate reasons - Whether trial 

judge had erred in law in refusing to allow 

amendment of points of claim - Statute of 

Limitations 1957 (No 6) - (90, 93 & 95/2002 - SC 

- 13/2/2003) [2003] 1 IR 396, [2003] 2 ILRM 401 



Register 

Restoration to register of companies - Locus standi 

- Litigation - Failure to make annual returns - 

Costs - Whether appropriate to penalise company 

seeking restoration to register of companies - 

Companies (Amendment) Act 1982 (No 10), s 

12B(3) - Companies (Amendment) (No 2) Act 

1999 (No 30) (132/2002 - SC - 12/7/2002) [2002] 

2 IR 613 


In re Bloomberg Developments Ltd: Goode v 

Philips Electrical (Ireland) Ltd 

Register 

Restoration - Petitioner applying to have company 

restored to register to enable prosecution of s 205 

application - Company struck off register for 

failure to file returns - Whether just to restore 

company to register - Goode v Philips Electrical 

(Ireland) Ltd [2002] 2 IR 613 distinguished - 

Companies (Amendment) Act 1982 (No 10), s 

12B(3) - Leave to restore granted (2005/277COS - 

Laffoy J - 14/11/2005) [2006] IEHC 19 

http://www.bailii.org/ie/cases/IEHC/2005/H19_2.html 

In re New Ad Advertising Co Ltd 

Register 

Restoration - Procedure - Company ordered to be 

restored to register by court - Direction that copy 

of order be lodged with registrar of companies 

forthwith - Copy of or order not lodged for over 

five years - Whether order ought to be lodged with 

registrar of companies within reasonable time from 

date of perfection - Consequences of failure to do 

so - Statutory interpretation - Companies 

(Amendment) Act 1982 (No 10), s 12(6) 

(1995/85COS - Smyth J - 23/1/2003) 


In re Barrowland 

Register 

Restoration to register of companies - Whether 

petitioner creditor of company - Whether Circuit 

Court had exclusive jurisdiction in matter - 

Companies Act 1963 (No 33) - Companies 

(Amendment) Act 1999 (No 8) (169/2001 - SC - 

15/3/2002) [2002] 2 IR 32, [2002] 2 ILRM 388 


In re Deauville Communications Worldwide Ltd 

Register of members 

Rectification - Good cause - Sufficient evidence - 

Director’s loan - Whether liquidator should 

recognise share transfer - Whether loan to director 

should be disregarded - Companies Act 1963 (No 

33), ss 122 and 280 - Liquidator directed to 

disregard share allocation and director’s loan 

(2006/129COS - Laffoy J - 21/12/2006) [2006] 

IEHC 424 

In re Olde Court Holiday Hostel Ltd: Trehy v 

Murtagh 

Scheme of arrangement 

Solvent company - Approval of court - Principles 

applicable - Re Osiris Ltd [1999] 1 BCLC 182 

followed - In Re English, Scottish and Australian 

Chartered Bank [1893] 3 Ch 385 approved - 

Companies Act 1963 (No 33), s 201(3) - Scheme 

sanctioned (2005/11COS - Kelly J - 15/3/2005) 

[2005] IEHC 115, [2005] 1 IR 497 


In re Colonia Insurance (Ireland) Ltd 

Scheme of arrangement 

Solvent company - Jurisdiction to approve scheme 

of arrangement - Conditions to be fulfilled - 

Whether sufficient steps taken to identify and 

notify all interested parties - Whether statutory 

requirements and court directions complied with - 

Whether classes of creditors properly constituted - 

Whether coercion - Whether intelligent and honest 

member of class acting in respect of interest might 

reasonably approve - Whether giving undertakings 

constitutes directors as separate class - Function of 

court - Relevance of proceedings instituted by 

shareholder in Germany - Effect of undertaking 

given by acquiring company and trustee to be 

bound by scheme - Re Colonia Insurance (Ireland) 

Ltd [2005] IEHC 115, [2005] 1 IR 497 applied - Re 

Osiris Insurance Ltd [1999] 1 BCLC 182 and In re 

English, Scottish, and Australian Chartered Bank 

[1893] 3 Ch 385 followed - Scheme of 

arrangement approved (2007/382COS & 

2007/105COM - Kelly J - 2/10/2007) [2007] IEHC 

463 


In re Depfa Bank plc 

Security for costs 

Limited company plaintiff - Sufficient security for 

costs - Insolvency not in dispute - Possibility of 

sums in liquidation account being paid out in 

priority to any costs order - Whether reasonable to 

believe company would be unable to pay costs - 

Whether prima facie defence to proceedings - 

Objection on grounds of delay - Whether special 

circumstances justifying refusal of application - 

SEE Co Ltd v Public Lighting Services Ltd [1987] 

ILRM 255 and Hidden Ireland Heritage Holidays 

Ltd v Indigo Services Ltd [2005] 2 IR 115 

distinguished - Companies Act 1963 (No 33), s 390 

- Security for costs directed and proceedings stayed 

until security given (2005/126COS - Finlay 



PDC (Moate) Ltd v Allied Irish Banks plc 

Separate legal personality 

Personal liability of directors - Declaration of 

solvency - Contingent debt - Whether legitimate 

for parent company to wind up an insolvent 

subsidiary - Whether director of company could be 

personally liable to third party when company also 

liable - Whether action for negligence could lie 

against director for signing declaration of solvency 

- Whether company in liquidation must make 

provision for future claim which might be made 

against it - Purtill v Athlone UDC [1968] IR 205 

considered - Shinkwin v Quin-con Ltd [2001] 1 IR 

514 approved - Companies Act 1963 (No 33 ), s 

256 - Claim dismissed (136/2004 - SC - 27/5/2005) 

[2005] IESC 34, [2005] 2 IR 261 


Fay v Tegral Pipes Ltd 

Shadow directors 

Restriction of directors - Application by liquidator 

to restrict directors - Whether individuals in 

question should be restricted from acting as 

directors - Whether shareholder of company acted 

as shadow director - Companies Act 1990 (No 33), 

ss 149 and 150 (1998/49COS - McCracken J - 

5/2/2001) 


In re Gasco Ltd 

Share purchase agreement 

Competition law - Whether agreement signed and 

enforceable - Whether terms of agreement 

infringed competition law (2000/8202 - Carroll J - 


Lennon and Pakatak Ltd v Doran 

Shareholders 

Derivative action - Fraud on minority - Locus 

standi - Whether plaintiff could institute 

proceedings on behalf of company - Whether 

plaintiff entitled to institute proceedings where 

justice of case required it - Whether right to bring 

derivative action to be determined as preliminary 

issue - Whether court should have regard to 

plaintiff’s potential right to indemnity from 

company in respect of legal costs - Appropriate 

burden of proof when granting leave to take 

derivative action - Foss v Harbottle (1843) 2 Hare 

461 applied; Barrett v Duckett [1995] 1 BCLC 243 

and Wallersteiner v Moir (No 2) [1975] QB 373 

followed; Biala Pty Ltd v Mallina Holdings Ltd 

[1993] 11 ACSR 785; Glynn v Owen [2007] IEHC 

328 (Unrep, Finlay Geoghegan J, 5/10/2007) and

Moylan v Irish Whiting Manufacturers Ltd (Unrep, 

Hamilton J, 14/4/1980) considered - Leave refused 

(2008/30IA - Irvine J - 30/7/2008) [2008] IEHC 

277, [2009] 1 IR 551, [2009] 1 ILRM 368 


Fanning v Murtagh 

Shareholders 

Oppression - Minority - Investment increasing 

shareholding - Failure to signal opposition - 

Estoppel from asserting irregularity - Whether 

transaction per se oppressive - Application to strike 

out case - Election not to call evidence - Evidence 

in court not reflected in pleadings - Whether affairs 

of company exercised in oppressive manner - 

Whether conduct burdensome, harsh and wrongful 

- Whether sustainable evidence - Whether 

legitimate expectation that funds would be retained 

could give rise to section 205 case - Whether 

conduct of affairs could apply to share dealing 

between directors - Reasonable bystander test - 

Onus on party asserting case - Whether evidence of 

petitioner sufficient to ground application for 

direction - Whether information withheld - In re 

Greenore Trading Company Ltd [1980] ILRM 94 

applied - O’Toole v Heavy [1993] 2 IR 544; Re 

Leeds United Holdings plc [1996] 2 BCLC 545; Re 

Legal Costs Negotiators Ltd [1999] BCLC 171; Re 

Saul D Harrison & Sons plc [1995] 1 BCLC 14; 

Re Five Minute Car Wash Services Ltd [1966] 1 

WLR 745; Re Elgindata Ltd [1991] BCLC 959; Re 

Bovey Hotel Ventures Ltd (Unrep, Slade J, 

31/7/1981) and Re RA Noble (Clothing) Ltd [1983] 

BCLC 273 considered - Companies Act 1963 (No 

33), s 205 - Petition dismissed (1995/143COS - 

Smyth J - 18/12/2007) [2007] IEHC 436 


In re New Ad Advertising Co Ltd 

Shareholders 

Oppression - Minority shareholder - Practice and 

procedure - Arbitration - Interpretation of 

shareholders’ agreement - Contract - Conflict of 

laws - Abuse of process - Whether petition should 

be dismissed - Whether petitioners had necessary 

locus standi - Companies Act 1963 (No 33), s 205 

- Arbitration Act 1980 (No 7) (172/2001 - SC - 

23/4/2002) [2002] 2 IR 47 


In re Via Net Works (Ireland) Ltd 

Shareholders 

Shareholders agreement - Whether the respondent 

was entitled to have the order stopping the transfer 

of shares continued when it was established that he 

would not be entitled to retain the shares in specie 

- Rules of the Superior Courts 1986 (SI 15/1986), 

O 46 - (2003/82MCA - Laffoy J - 30/7/2004) 


Lee v Buckle 

Shares 

Compulsory acquisition of shares - Take-over - 

Eircom shares - Whether proposed buy-out of shares 

infringed constitutional rights of shareholders - 

Companies Act, 1963 (No 33), s 204 - Constitution 

of Ireland 1937, Article 40 (2001/468COS - Smyth 

J - 21/1/2001) 

Moran v Valentia Telecommunications Ltd 

Shares 

Pre-emption rights - Compulsory acquisition - 

Dissenting shareholder - Whether statutory 

provision for compulsory acquisition takes 

precedence over pre-emption rights provided for in 

articles of association - Whether court should 

exercise its discretion in favour of dissenting 

shareholder - Whether scheme unfair - Onus of 

proof that scheme unfair or agreed price inadequate 

- Companies Act 1963 (No 33), s 204 

(604/2003COS - Smyth J - 5/11/2004) 

In re Walls Properties Ltd: Walls v Walls Holdings 

Ltd 

Shares 

Share subscription agreement - Construction of 

contract - Intellectual property rights - Payment of 

dividend - Distribution of monies - Patents - 

Payment of royalties - Whether debt owed on foot 

of agreement - Intention of parties - Whether 

obligation to ‘distribute’ or ‘pay’ monies (240/2000 

- SC - 18/7/2001) 


Igote Ltd v Badsey Ltd 

Shares 

Shareholders agreement - Litigation - Interpretation 

- Intention of parties - Rule in Foss v Harbottle - 

Multiplicity of actions - Damages - Alienability of 

shares - Beef industry - Damages - Status of joint 

venture agreement - Whether joint venture 

agreement had been breached - Whether plaintiff 

precluded from bringing action by virtue of rule in 

Foss v Harbottle (1989/6960P; 1988/8979P; 

1988/10882P & 1994/4378P - Murphy J - 



Phelan v Goodman 

Striking off 

Directors - Plaintiff supplying goods to company 

whilst struck off register - Restoration of company 

to register subsequently - Effect of restoration upon 

liability of directors for transactions during period 

whilst struck off - Companies (Amendment) Act 

1982 (No 10), s 12 - (2001/739S - Finnegan P - 

4/11/2004) [2005] 3 IR 321, [2005] 1 ILRM 497 


Richmond Building Products Ltd v Soundgables 

Ltd t/a Munster Radon Protection 

Winding up 

Assets - Distribution - Rule in Clayton’s case - 

‘First in, first out’ - Investment fund - Money 

subscribed by investors for purchase of shares - 

Insolvency of company - basis on which available 

assets and funds to be distributed among investors 

- Whether rule in Clayton’s case to be applied to 

distribution - Whether equitable principles require 

distribution on pari pasu basis to investors 

(2001/168COS - Murphy J - 6/5/2003) 

In re W & R Murrogh (in liquidation): Anglo Irish 

Bank v Pearson 

Winding up 

Assets - Validation of sale of company asset after 

presentation of winding up petition - Whether sale 

should be validated where assets exceed liabilities - 

Oppression of member - Re AI Levy (Holdings) Ltd 

15 

[1963] 2 All ER 556 applied - Companies Act 1963 

(No 33), s 218 - Order refused (2005/314COS - 

Clarke J - 17/11/2005) [2005] IEHC 392 


Joyce v Wellingford Construction Ltd 

Winding up 

Costs - Pre-resolution expenses - Whether preresolution 

fees and expenses were expenses 

properly incurred within meaning of Act of 1963 

- Re Sorge & Co Ltd [1986] BCLC 490 not 

followed - Re Sandwell Copiers Ltd [1988] 

BCLC 209 considered - Rules of the Superior 

Courts 1986 (SI 15/1986), O 74, r 128 - 

Companies Act 1963 (No 33), s 281 - 

Interpretation Act 2005 (No 23), s 5 - Application 

for fees dismissed (2005/327COS - Laffoy J - 

22/2/2006) [2006] IEHC 52 


In re Compustore Ltd 

Winding up 

Equity - Funds held in trust - Tracing - Fund in 

company current account mixed with other funds - 

Re Money Markets International Stockbrokers Ltd 

[1999] 4 IR 267 and Shanahan Stamp Auctions 

Limited v Farrelly [1962] IR 386 considered - 

Stock Exchange Act 1995 (No 9), s 52(5)(b) - 

Claim dismissed (1999/32COS - Laffoy J - 

20/10/2006) [2006] IEHC 349 


In re Money Markets International Ltd: Thomson v 

Kavanagh 

Winding up 

Injunction - Bona fide dispute - Debt - Companies 

Act - Whether the plaintiff was acting in good faith 

and had substantial grounds for disputing the 

alleged debt owed to the defendant (2003/11966P - 

Laffoy J - 19/1/2004) 


Coalport Building Co Ltd v Castle Contracts 

(Ireland) Ltd 

Winding up 

Insolvency - Presentation of petition during period 

of insurance policy - Making of winding up order 

after insurance policy expired - Whether 

liquidation occurred during period of insurance 

policy - Whether appointment of liquidator 

becomes effective at date of presentation of 

petition - Re Eurofoods IFSC Ltd [2004] 4 IR 370; 

UPM Kymmene Corp v BMG Ltd (Unrep, Laffoy J, 

11/6/1999) and Re Dynamics Corporation of 

America [1973] 1 WLR 63 followed - Mettoy 

Pension Trustees Ltd v Evans [1990] 1 WLR 1587 

distinguished - Companies Act 1963 (No 33), s 

220(2) - Winding up within period of insurance 

(2003/5269P - Gilligan J - 25/11/2005) [2005] 

IEHC 474 


Emo Oil Ltd v Sun Alliance and London Insurance 

plc 

Winding up 

Insolvent company - Disposition of property - 

Bank allowed payments out of company’s account 

to associated company after presentation of petition 

to wind up company - Whether dispositions voided

16 

as against bank and as against associated company 

- Companies Act 1963 (No 33), s 218 - Declaration 

that dispositions void granted (2002/139COS - 

Clarke J - 16/6/2005) [2005] IEHC 189 


In re Worldport Ireland Ltd 

Winding up 

Jurisdiction - Forum for insolvency proceedings - 

Cross border insolvency - Location of company’s 

centre of main interests - Time of opening of 

insolvency proceedings - Insolvency of company - 

Petition by creditor to wind up company - Whether 

presentation of petition for winding up of company 

opened ‘main insolvency proceedings’ - Whether 

company’s centre of main interests in Ireland - 

Whether main insolvency proceedings opened in 

Ireland - Council Regulation (EC) No 1346/2000, 

arts 2, 3, 16 and 26 - Companies Act 1963 (No 

33), s 220(2) (2004/33COS - Kelly J - 23/3/2004) 


In re Eurofoods IFSC Ltd 

Winding up 

Jurisdiction - Forum for insolvency proceedings - 

Cross border insolvency - Insolvency of company - 

Whether company’s centre of main interests in 

Ireland - Recognition of foreign judgments - 

Whether recognition of decision of Italian court 

would be contrary to Irish public policy - Council 

Regulation (EC) No 1346/2000, arts, 2, 3, 16 and 

26 - Companies Act 1963 (No 33), s 220(2) 

(147/2004 - SC - 27/7/2004) 


In re Eurofoods IFSC Ltd 

Winding up 

Insolvency - Banking - Dispositions of payments 

after commencement of winding up - Validation by 

court - Principles on which discretion to validate 

exercisable - Companies Act 1963 (No 33), s 218 

(1998/13COS - McCracken J - 15/5/2002) [2002] 

4 IR 394 


In re Industrial Services Company (Dublin) Ltd 

(No 2) 

Winding up 

Liquidation - Lugano Convention - Whether just 

and equitable that company be wound up - 

Whether appropriate to grant adjournment 

(1999/51COS - Lavan J - 9/5/2001) 


Bluzwed Metals Ltd v Trans World Metals SA 

Winding up 

Liquidation - Petition - Debt disputed - 

Inevitability of winding up - Whether voluntary 

liquidation should proceed - Views of majority of 

creditors - Independence of liquidator - Whether 

necessity for independent investigation - Apprising 

court of issue of solvency - Cost and duration of 

court supervised winding up - Supervisory 

jurisdiction of Director of Corporate Enforcement - 

Re Swain Ltd [1965] 1 WLR 909; Re Gilt 

Construction Ltd [1994] 2 ILRM 456; Re Naiad 

Ltd (Unrep, McCracken J, 13/2/1995) and Re 

Zirceram Ltd [2000] 1 BCLC 751 considered - 

Companies Act 1963 (No 33), s 214 - Petition 

dismissed (2007/161COS - Laffoy J - 23/5/2007) 

[2007] IEHC 268 


In re Permanent Formwork Systems Ltd 

Winding up 

Petition - Company - Whether application would 

benefit ordinary creditors of company - Whether 

petition should be adjourned (1995/48COS - 

McCracken J - 6/11/2001) 


In re Genport Ltd 

Winding up 

Petition - Grounds for winding up - Failure of 

substratum - Interpretation of memorandum of 

association - Whether failure of substratum - Re 

Perfectair Holdings Ltd [1990] BCLC 423 

distinguished - Companies Act 1963 (No 33), s 

213 - Petition dismissed (2006/132COS - Laffoy J 

- 20/12/2006) [2006] IEHC 407 


Garvey v Metafile Ltd 

Winding up 

Petition - Grounds for winding up - Loans to 

company by directors of company - Connected 

creditors - Contest over appointment of liquidator - 

Creditors meeting - Whether votes of directors of 

company should be disregarded in contest for 

appointment of liquidator - Whether company 

should be wound up voluntarily - Whether petition 

should be dismissed - Re Falcon RJ Developments 

Ltd [1987] BCLC 437 and Re Magnus Consultants 

Ltd [1995] 1 BCLC 203 considered - Companies 

Act 1963 (No 33), s 267(3) - Petition dismissed 

(2008/250COS - Laffoy J - 31/7/2008) [2008] 

IEHC 329, [2009] 1 IR 597 


In re Balbradagh Developments Ltd 

Winding up 

Petition - Service of statutory demand - Company 

part of group - Whether interests of group 

predominated to the detriment of other members - 

Whether company solvent at time of petition - 

Liquidation - Whether petition should be granted 

(2000/117COS - Murphy J - 6/4/2001) [2001] 3 IR 

113 


In re WMG (Toughening) Ltd 

Winding up 

Petition - Petition to wind up on grounds that 

company unable to meet its debts - Whether bona 

fide dispute over debt in existence - Whether crossclaim 

by company made in good faith and on 

substantial grounds - Whether petition should be 

dismissed - Companies Act 1963 (No 33) 

(304/2001 - SC - 29/1/2003) [2003] 1 IR 389 


In re WMG (Toughening) Ltd 

Winding up 

Practice and procedure - Petition - Order nisi of 

garnishee - Competing winding up petition and 

garnishee application in respect of same sum - 

Prima facie entitlement of petitioner and applicant 

- Whether petition bona fide - Whether garnishee 

application bona fide - Whether material nondisclosure 

in ex parte garnishee application - 

Materiality of facts not disclosed - Extent of 

culpability - Overall circumstances of case - Ex 

parte application affecting rights and obligations - 

Discretion of court in garnishee application - 

Materiality to be considered objectively - 

Substantive nature of garnishee order nisi - 

Ordinary position that prior petition to wind up 

company takes precedence over subsequent 

garnishee application - Whether equity should alter 

ordinary position - Where equities equal first in 

time prevails - Whether claim against receiver in 

capacity of receiver analogous to cross claim - 

Whether justice of case met by postponement - 

Bambrick v Cobley [2006] ILRM 81 and Joyce v 

Wellingford Construction [2005] IEHC 392 

(Unrep, Clarke J, 17/11/2005) considered - 

Companies Act 1963 (No 33), s 220(2) - Petition 

adjourned with liberty to apply and order nisi 

discharged (2003/1125S - Clarke J - 11/1/2008) 

[2008] IEHC 3 


Kanwell Developments Ltd v Salthill Properties 

Ltd 

Winding up 

Taxation - Revenue - Liquidation - Winding up 

order sought - Outstanding debts to revenue 

commissioners - Whether company had substantial 

and reasonable defence to petitioner’s claim - 

Whether company insolvent and unable to pay 

debts - Whether appropriate to make order winding 

up company - Companies Act 1963 (No 33), ss 

213 and 214 (1999/239COS - Finnegan J - 

3/4/2000) 


In re Millhouse Taverns Ltd 

Winding up 

Voluntary liquidation - Stay - Contributory’s 

application - Liquidator’s interests - Creditors’ 

interests - Members’ interests - Court’s discretion - 

Conditions for grant of stay - Re Calgary & 

Edmonton Land Co Ltd [1975] 1 All ER 1046 

followed - Companies Act 1963 (No 33), ss 234 

and 280 - Order granted (2005/82COS - Laffoy J - 

18/4/2005) [2005] IEHC 339 

In re James McMenamin Ltd (in voluntary 

liquidation)

360Atlantic (Ireland) Ltd (in receivership), In re: 

O’Ferral v Coughlan [2004] 

IEHC 410 Directors 

360Atlantic (Ireland) Ltd (in receivership), In re: 

O’Ferral v Coughlan [2004] IEHC 

412 Directors 

Airspace Ltd v Powertech Logistics Ltd, In re 

Powertech Logistics Ltd [2007] IEHC 

43 Insolvency 

AMS IT Consultants Ltd (in voluntary liquidation), 

In re: Keane v Kalsi [2006] IEHC 12 

Directors 

Anderson Kershaw Ltd, In re: Director of 

Corporate Enforcement v Collins [2008] 


Anglo Irish Bank v Pearson, In re W & R Murrogh 

(in liquidation) HC 6/5/2003 Winding up 

Anglo Irish Bank Corp plc v Edward Kavanagh 

Maynooth Ltd HC 19/12/2003 Charge 

Ansbacher (Cayman) Ltd, In re: Byrne v O’Leary 

(Judge) [2006] IEHC 412 Inspectors 

Ansbacher (Cayman) Ltd, In re: Director of 

Corporate Enforcement v Collery [2006] IEHC 

67 Directors 

Antigen Holdings Ltd, In re HC 8/11/2001 

Examinership 

Avoca Capital Holdings, In re [2005] IEHC 302 

Injunction 

Balbirnie v Moreau, In re Squash Ireland Ltd SC 

8/2/2001 Directors 

Balbradagh Developments Ltd, In re [2008] IEHC 

329 Winding up 

Banfi Ltd v Moran [2006] IEHC 257 Directors 

Barrowland, In re HC 23/1/2003 Register 

Bell Lines Ltd, In re [2006] IEHC 188 

Liquidation 

Bloomberg Developments Ltd, In re: Goode v 

Philips Electrical (Ireland) Ltd SC 12/7/2002 

Register 

Bluzwed Metals Ltd v Trans World Metals SA HC 

9/5/2001 Winding up 

Boothman, In re application of: Heidelstone Co 

Ltd, In re [2006] IEHC 408 Dissolution 

Bovale Developments Ltd, In re: Director of 

Corporate Enforcement v Bailey [2007] IEHC 

365 Directors 

Brosnan v Phelan HC 21/10/2004 Insolvency 

Brosnan v Sommerville [2006] IEHC 329 

Directors 

Bula Ltd (in liquidation), In re HC 20/6/2002 

Receivership 

Bula Ltd (in receivership), In re SC 3/7/2002 

Receivership 

Bula Ltd v Crowley HC 1/2/2002 Receivership 

Bula Ltd v Crowley SC 13/2/2003 Receivership 

Bula Ltd v Crowley SC 11/4/2003 Receivership 

Byrne v O’Leary, In re Ansbacher (Cayman) Ltd 

[2006] IEHC 412 Inspectors 

Cahill v Grimes HC 20/7/2001 Liquidation 

Cahill v Grimes SC 1/3/2002 Liquidation 

Camoate Construction Ltd, In re: Coyle v Callanan 

[2005] IEHC 346 Directors 

Careca Investments Ltd, In re: Ferris v Farrell 


Carolan v Fennell, In re CMC (Ireland) Ltd [2005] 


Cedarlease Ltd, In re [2005] IEHC 67 Liquidation 

Table of Cases 

Cisti Gugan Barra Teo (in examinership) [2008] 

IEHC 251 Examinership 

Clawhammer Ltd, In re: Director of Corporate 

Enforcement v McDonnell [2005] 


Club Tivoli Ltd, In re: Foster v Davis [2005] IEHC 

468 Directors 

CMC (Ireland) Ltd, In re: Carolan v Fennell [2005] 


Coalport Building Co Ltd v Castle Contracts 

(Ireland) Ltd HC 19/1/2004 Winding up 

Colm O’Neill Engineering Services Ltd (in 

voluntary liquidation), In re HC 13/2/2004 

Directors 

Colonia Insurance (Ireland) Ltd, In re [2005] IEHC 

115 Scheme of arrangement 

Compustore Ltd, In re [2006] IEHC 52 Winding 

up 

Conroy v Corneill HC 7/10/2003 Directors 

Cooke’s Events Co Ltd (in liquidation), In re: 

Kavanagh v Cooke [2005] IEHC 225 

Liquidation 

Countyglen plc (in liquidation), In re: McStay v 

Duggan [2007] IEHC 346 Practice 

and procedure 

Coyle v Callanan, In re Camoate Construction Ltd 


Coyle v O’Brien HC 14/7/2003 Directors 

DCS Ltd, In re: Fitzpatrick v Henley [2006] IEHC 

179 Directors 

Deauville Communications Worldwide Ltd, In re 

SC 15/3/2002 Register 

Depfa Bank plc, In re [2007] IEHC 463 Scheme of 

arrangement 

Dev Oil and Gas Ltd (in liquidation), In re: 

Jackson v Devlin [2008] IEHC 252 

Directors 

Digital Channel Partners Ltd (in voluntary 

liquidation), In re: Kavanagh v 

Cummins HC 17/12/2003 Directors 

Director of Corporate Enforcement v Bailey, In re 

Bovale Developments Ltd 


Director of Corporate Enforcement v Boner, In re 

National Irish Bank Ltd [2008] IEHC 151 

Directors 

Director of Corporate Enforcement v Brennan, In 

re National Irish Bank Ltd [2008] IEHC 132 

Directors 

Director of Corporate Enforcement v Byrne, In re 


Directors 

Director of Corporate Enforcement v Collery, In re 

Ansbacher (Cayman) Ltd [2006] IEHC 67 

Directors 

Director of Corporate Enforcement v Collins, In re 

Anderson Kershaw Ltd [2008] IEHC 456 

Directors 

Director of Corporate Enforcement v Curran, In re 


Officer 

Director of Corporate Enforcement v D’Arcy, In re 


Directors 

Director of Corporate Enforcement v DCC plc 

[2008] IEHC 260 Inspector 

17 

Director of Corporate Enforcement v Gannon HC 

19/11/2002 Offences 

Director of Corporate Enforcement v Keane, In re 


Directors 

Director of Corporate Enforcement v McCann, In 

re Kentford Securities Ltd 

[2006] IEHC 57 Practice and procedure 

Director of Corporate Enforcement v McCann, In 

re Kentford Securities Ltd 

[2007] IEHC 1 Auditor 

Director of Corporate Enforcement v McDonnell, 

In re Clawhammer Ltd [2005] IEHC 85 

Directors 

Director of Corporate Enforcement v McGowan, In 

re Wood Products Ltd [2005] IEHC 41 

Directors 

Director of Corporate Enforcement v McGowan, In 

re Wood Products Ltd [2008] IESC 28 

Directors 

Director of Corporate Enforcement v Rogers 


Director of Corporate Enforcement v Seymour, In 



Director of Corporate Enforcement v Seymour, In 


Directors 

Director of Corporate Enforcement v Stakelum 


Document Imaging Systems Ltd (in liquidation), In 

re [2005] IEHC 250 Directors 

Doherty Advertising Ltd, In re [2006] IEHC 198 

Liquidation 

Doherty Advertising Ltd, In re: Stafford v Beggs 


Doherty Advertising Ltd, In re: Stafford v Beggs 


Dublin Sports Café Ltd, In re: Farrell v Long 


Dublin Sports Café Ltd, In re: Fennell v Long 

[2008] IESC 66 Directors 

Duignan v Carway SC 31/7/2001 Liquidation 

Duignan v Carway HC 23/1/2002 Liquidation 

Dunnes Stores Ireland Company v Houlihan HC 

9/5/2003 Judicial review 

Dunnes Stores v Ryan SC 1/2/2002 Investigation 

Dunnes Stores v Ryan HC 5/6/2002 Investigation 

Earl v Cremin [2002] IEHC 69 Directors 

Emerald Portable Building Systems Ltd, In re 

[2005] IEHC 301 Insolvency 

Emo Oil Ltd v Sun Alliance and London Insurance 

plc [2005] IEHC 474 Winding up 

Eurofoods IFSC Ltd, In re HC 23/3/2004 Winding 

up 

Eurofoods IFSC Ltd, In re SC 27/7/2004 Winding 

up 

Eurofood IFSC Ltd (No 2), In re [2006] IESC 41 

Liquidation 

Fanning v Murtagh [2008] IEHC 277 Shareholder 

Farrell v Balzarini [2007] IEHC 424 Directors 

Farrell v Long, In re Dublin Sports Café Ltd 


Fay v Tegral Pipes Ltd [2005] IESC 34 Separate 

legal personality 

Fennell v Carolan [2005] IEHC 59 Directors

18 

Fennell v Long, In re Dublin Sports Café Ltd 

[2008] IESC 66 Directors 

Fennell v Norman HC 5/6/2002 Directors 

Fennell v Shanahan [2005] IEHC 152 Directors 

Fergus Hynes (Developments) Ltd, In re [2007] 

IEHC 327 Examinerships 

Ferris v Farrell, In re Careca Investments Ltd 


Finlay Construction Ltd, In re: Roache v Culloo 


Fitzpatrick v Henley, In re DCS Ltd [2006] IEHC 

179 Directors 

Flightlease Ireland Ltd (in voluntary liquidation), 

In re [2005] IEHC 274 Jurisdiction 

Forrest v Whelan, In re Nationwide Transport Ltd 


Foster v Davis, In re Club Tivoli Ltd [2005] IEHC 

468 Directors 

Foster v Swords [2005] IEHC 434 Directors 

Fyffes plc v DCC plc [2005] IEHC 477 Directors, 


Fyffes plc v DCC plc [2007] IESC 36 Insider 

dealing 

Gannon v O’Hora, In re Moypool Ltd [2006] 


Garvey v Metafile Ltd [2006] IEHC 407 Winding 

up 

Gasco Ltd, In re HC 5/2/2001 Shadow directors 

Genport Ltd, In re HC 6/11/2001 Winding up 

Glynn v Owen [2007] IEHC 328 Derivative 

action 

GMT Engineering Services Ltd (in voluntary 

liquidation), In re: Luby v McMahon HC 

30/7/2003 Directors 

Gonzalez v Mayer HC 25/7/2003 Practice and 

procedure 

Goode v Philips Electrical (Ireland) Ltd, In re 

Bloomberg Developments Ltd SC 12/7/2002 

Register 

Grace v Kachkar [2005] IEHC 63 Directors 

Grace v Kachkar, In re Mitek Holdings Ltd [2005] 

IEHC 160 Costs 

Gray v McLoughlin HC 9/7/2004 Directors 

Greenmount Holdings Ltd, In re: Stafford v 

O’Connor [2007] IEHC 246 Directors 

Halley v Nolan and others [2005] IEHC 224 

Directors 

Hayes Homes Ltd, In re HC 8/7/2004 Insolvency 

Heidelstone Co Ltd, In re: application of 

Boothman [2006] IEHC 408 Dissolution 

Hidden Ireland Heritage Holidays Ltd t/a Hidden 

Ireland Association v Indigo Services 

Ltd SC 7/6/2005 Practice and procedure 

Higgins v Stafford, In re Xnet Information 

Systems Ltd [2006] IEHC 289 Directors 

Honnibal v Cunningham [2006] IEHC 326 Equity 

Hughes v Duffy, In re Supreme Oil Co Ltd [2005] 


Hughes v Worldport Inc [2008] IESC 68 Directors 

Hydro Klenze Ltd, In re: Trehy v Rutherford 


ICT International Cotton and Textile Trading 

Company Ltd, In re HC 31/3/2004 

Insolvency 

Igote Ltd v Badsey Ltd SC 18/7/2001 Shares 

Industrial Services Company (Dublin) Ltd, In re 

HC 23/3/2001 Banking 

Industrial Services Company (Dublin) Ltd (No 2), 

In re HC 15/5/2002 Winding up 

Intercare Ltd, In re: Gonzalez v Mayer HC 

25/7/2003 Practice and procedure 

Irish Ispat Ltd, In re HC 4/2/2004 Liquidation 

Jackson v Colleary, In re USIT Ltd [2005] IEHC 

481 Directors 

Jackson v Colleary, In re USIT World plc [2005] 


Jackson v Devlin [2008] IEHC 252 Directors 

James McMenamin Ltd (in voluntary liquidation), 

In re [2005] IEHC 339 Winding up 

Joyce v Wellingford Construction Ltd [2005] 

IEHC 392 Winding up 

Kanwell Developments Ltd v Salthill Properties 

Ltd [2008] IEHC 3 Winding up 

Kavanagh v Cooke [2005] IEHC 219 Directors 

Kavanagh v Cooke, In re Cooke’s Events Co Ltd 

(in liquidation) [2005] IEHC 225 Liquidation 

Kavanagh v Cummins, In re Digital Channel 

Partners Ltd (in voluntary liquidation) 

HC 17/12/2003 Directors 

Kavanagh v Delaney HC 20/7/2004 Directors 

Kavanagh v Delaney [2008] IESC 1 Directors 

Kavanagh v Kelly, In re Kelly Technical Services 

(Ireland) Ltd [2005] IEHC 421 Directors 

Kavanagh v O’Donoghue HC 14/11/2003 Practice 

and procedure 

Kavanagh v Riedler HC 27/5/2004 Directors 

Keane v Kalsi, In re AMS IT Consultants Ltd (in 

voluntary liquidation) [2006] IEHC 12 

Directors 

Keaney v Sullivan [2007] IEHC 8 Corporate 

personality 

Kelly v O’Keeffe, In re Knocklofty House Hotel 

Ltd [2005] IEHC 105 Directors 

Kelly Technical Services (Ireland) Ltd, In re: 

Kavanagh v Kelly [2005] IEHC 421 Directors 

Kentford Securities Ltd, In re: Director of 

Corporate Enforcement v McCann [2006] 

IEHC 57 Practice and procedure 

Kentford Securities Ltd, In re: Director of 

Corporate Enforcement v McCann [2007] 

IEHC 1 Auditor 

Knocklofty House Hotel Ltd, In re: Kelly v 

O’Keeffe [2005] IEHC 105 Directors 

Laois County Council v Scully [2006] IEHC 2 

Corporate veil 

Le Chatelaine Thudichum Ltd, In re: Le Chatelaine 

Thudichum Ltd v Conway 

[2008] IEHC 349 Fraudulent preference 

Lee v Buckle HC 30/7/2004 Shareholders 

Lennon and Pakatak Ltd v Doran HC 20/2/2001 

Share purchase agreement 

Linden Ltd v Glennon [2007] IEHC 59 Directors 

Lismore Homes v Bank of Ireland HC 5/10/2001 


London and Global Ltd v Lamb HC 15/11/2004 

Liquidation 

Luby v McMahon, In re GMT Engineering 

Services Ltd (in voluntary liquidation) 

HC 30/7/2003 Directors 

Lynrowan Enterprises Ltd, In re HC 31/7/2002 

Directors 

Mares Associates Ltd, In re [2006] IEHC 73 

Liquidation 

McEnaney Construction Ltd, In re [2008] IEHC 43 

Examinership 

McLaughlin v Lannen, In re Swanpool Ltd [2005] 


McStay v Duggan, In re Countyglen plc (in 

liquidation) [2007] IEHC 346 Practice and 

procedure 

Millhouse Taverns Ltd, In re HC 4/4/2000 

Winding up 

Minister for Enterprise, Trade and Employment v 

Ansbacher (Cayman) Ltd HC 25/5/2004 

Inspectors 

Minister for the Environment and Local 

Government v Irish Ispat Ltd (in liquidation) 

[2004] IEHC 278 Planning and 

environmental law 

Mitek Holding Ltd, In re: Grace v Kachkar [2005] 

IEHC 160 Costs 

Money Markets International Ltd, In re: Thomson 

v Kavanagh [2006] IEHC 349 Winding up 

Money Markets International Ltd, In re [2006] 


Money Markets International Stockbrokers Ltd (in 

liquidation) v Barnes [2008] IEHC 181 

Liquidator 

Moran v Valentia Telecommunications Ltd HC 

21/1/2001 Shares 

Moypool Ltd, In re: Gannon v O’Hora [2006] 


Murphy v Murphy HC 11/12/2003 Costs 

National Irish Bank Ltd, In re HC 23/7/2004 

Inspectors 

National Irish Bank Ltd, In re [2005] IEHC 126 

Investigation 

National Irish Bank Ltd, In re [2006] IEHC 35 

Investigation 

National Irish Bank Ltd, In re: Director of 

Corporate Enforcement v Boner [2008] IEHC 

151 Directors 


Corporate Enforcement v Brennan [2008] 



Corporate Enforcement v Byrne [2008] IEHC 

149 Directors 


Corporate Enforcement v Curran [2007] IEHC 

181 Officer 


Corporate Enforcement v D’Arcy [2005] 



Corporate Enforcement v Keane [2008] IEHC 

150 Directors 

National Irish Bank, In re: Director of Corporate 

Enforcement v Seymour [2007] IEHC 102 

Directors 


Corporate Enforcement v Seymour [2006] 

IEHC 369 Practice and procedure 

Nationwide Transport Ltd, In re: Forrest v Whelan 


New Ad Advertising Co Ltd, In re [2006] IEHC 19 

Register 

New Ad Advertising Co Ltd, In re [2007] IEHC 

436 Shareholders 

Newcastle Timber Ltd, In re HC 16/10/2001 

Directors 

O’Ferral v Coughlan, In re 360Atlantic (Ireland) 


O’Ferral v Coughlan, In re 360Atlantic (Ireland) 


Office of the Director of Corporate Enforcement v 

Lacey [2007] IEHC 471 Practice and 

procedure 

Olde Court Holiday Hostel Ltd, In re: Trehy v 

Murtagh [2006] IEHC 424 Register of 

members

O’Riordan v O’Connor, In re Tipperary Fresh 

Foods Ltd (in liquidation) [2005] IEHC 153 

Directors 

O’Riordan v O’Connor, In re Tipperary Fresh Foods 

Ltd (in liquidation) [2005] IEHC 96 Costs 

PDC (Moate) Ltd v Allied Irish Banks plc [2008] 

IEHC 281 Security for costs 

Permanent Formwork Systems Ltd, In re [2007] 

IEHC 268 Winding up 

Phelan v Goodman HC 11/9/2001 Shares 

Pineroad Distribution Ltd, In re: Stafford v 

Fleming [2007] IEHC 55 Directors 

Porterridge Trading Ltd, In re: Kanwell 

Developments Ltd v Salthill Properties Ltd 

(in receivership) [2008] IEHC 3 Winding up 

Powertech Logistics Ltd, In re: Airscape Ltd v 

Powertech Logistics Ltd [2007] IEHC 43 

Insolvency 

Rayan Restaurant Ltd v Julies Company 

Restaurant Ltd [2005] IEHC 137 Practice and 

procedure 

Red Sail Frozen Foods Ltd, In re [2006] IEHC 328 

Receiver 

Registrar of Companies v Anderson (Judge) [2004] 

IESC 103 Offences 

Richmond Building Products Ltd v Soundgables 

Ltd t/a Munster Radon Protection 

[2004] IEHC 382 Striking off 

Roache v Culloo, In re Finlay Construction Ltd 


Ruby Property Company Ltd v Kilty HC 

31/1/2003 Receivership 

Salthill Properties Ltd, In re HC 30/7/2004 

Receivership 

Salthill Properties Ltd (in receivership), In re 

[2006] IESC 35 Insolvency 

Silken Construction Ltd (in liquidation), In re: 

Kavanagh v O’Donoghue HC 

14/11/2003 Practice and procedure 

Squash (Ireland) Ltd, In re: Balbirnie v Moreau SC 

8/2/2001 Directors 

Stafford v Beggs, In re Doherty Advertising Ltd 


Stafford v Beggs, In re Doherty Advertising Ltd 


Stafford v Fleming, In re Pineroad Distribution Ltd 


Stafford v Higgins, In re Xnet Information 

Systems Ltd (in voluntary liquidation) HC 


Stafford v O’Connor, In re Greenmount Holdings 


Supreme Oil Co Ltd, In re: Hughes v Duffy [2005] 


Swanpool Ltd, In re: McLaughlin v Lannen [2005] 


Thomson v Kavanagh, In re Money Markets 

International Ltd [2006] IEHC 349 Winding up 

Tipperary Fresh Foods Ltd, In re: O’Riordan v 

O’Connor [2005] IEHC 96 Costs 

Tipperary Fresh Foods Ltd, In re: O’Riordan v 

O’Connor [2005] IEHC 153 Directors 

Traffic Group Ltd, In re [2007] IEHC 445 

Examinership 

Tralee Beef & Lamb Ltd, In re: Kavanagh v 

Delaney [2008] IESC 1 Directors 

Trehy v Murtagh, In re Olde Court Holiday Hostel 

Ltd [2006] IEHC 424 Register of members 

Trehy v Rutherford [2007] IEHC 455 Contract 

Trehy v Rutherford, In re Hydro Klenze Ltd [2007] 


Tuskar Resources plc, In re HC 26/2/2001 

Examinership 

Ural Hudson Ltd, In re [2005] IEHC 26 

Injunction 

USIT Ireland Ltd (in liquidation), In re HC 


Usit Ltd, In re: Jackson v Colleary [2005] IEHC 

481 Directors 

Usit World plc, In re: Jackson v Colleary [2005] 


Vehicle Imports Ltd, In re HC 23/11/2000 

Directors 

Via Net Works (Ireland) Ltd, In re SC 23/4/2002 

Shareholders 

Visual Impact Displays Ltd (in liquidation), In re: 

Murphy v Murphy HC 11/12/2003 

Costs 

19 

W & R Murrogh (in liquidation), In re: Anglo Irish 

Bank v Pearson HC 6/5/2003 Winding up 

Walls v PJ Walls Holdings Ltd [2004] IEHC 355 

Shares 

Walls v PJ Walls Holdings Ltd SC 31/7/2007 

Amalgamation 

Walls Properties Ltd, In re: Walls v PJ Walls 

Holdings Ltd [2004] IEHC 355 Shares 

WMG (Toughening) Ltd, In re HC 6/4/2001 

Winding up 

WMG (Toughening) Ltd, In re SC 29/1/2003 

Winding up 

Wood Products Ltd, In re: Director of Corporate 

Enforcement v McGowan [2005] IEHC 

41 Directors 

Wood Products Ltd, In re: Director of Corporate 

Enforcement v McGowan [2008] IESC 

28 Directors 

Worldport (Ireland) Ltd, In re [2005] IEHC 189 

Winding up 

Worldport Ltd, In re: Hughes v Worldport 

Communications Inc [2006] IEHC 467 

Directors 

Worldport Ltd, In re: Hughes v Worldport 

Communications Inc [2008] IESC 68 

Directors 

Xnet Information Systems Ltd, In re: Stafford v 

Higgins HC 6/5/2004 Directors 

Xnet Information Systems Ltd, In re: Higgins v 

Stafford [2006] IEHC 289 Directors

To IRISH COMPANY LAW CASES 2001 - Law Society of Ireland

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