McGilligan v. O'Grady [1998] IESC 38; [1999] 1 IR 347 (5th November, 1998)

McGilligan v. O'Grady [1998] IESC 38; [1999] 1 IR 347 (5th November, 1998)

Where there is a serious question to be tried as to oppression under s.205 Companies Act 1963, and the balance of convenience favours it, the court may grant an interlocutory injunction restraining the removal of a director and compelling disclosure of financial information, even if such relief is not the ultimate remedy sought in the substantive proceedings. The statutory right to remove a director under s.182 does not preclude interlocutory relief in appropriate circumstances.

Citation
[1998] IESC 38
Parties
Plaintiffs: John McGilligan and others; Defendants: Luke Mooney and others
Jurisdiction
Ireland
Procedural Posture
Appeal / Interlocutory Injunction Pending Trial
Outcome
Appeal allowed in part; High Court order affirmed in part and varied
Legal Topics
Oppression of Minority Shareholders, Removal of Directors, Interlocutory Injunctions, Ultra Vires Acts, Disclosure of Company Information
Company Law Oppression of Minority Shareholders Removal of Directors Interlocutory Injunctions Ultra Vires Acts Disclosure of Company Information

Case Brief

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Parties

John McGilligan and others

Plaintiffs

Luke Mooney and others

Defendants

Procedural Posture

Appeal / Interlocutory Injunction Pending Trial

Legal Issues

  1. 1 Whether an interlocutory injunction can restrain the removal of a director pending a s.205 Companies Act 1963 petition
  2. 2 Whether the company is obliged to provide financial information to certain shareholders/directors under a prior agreement
  3. 3 Whether the company can be restrained from acting ultra vires its memorandum of association

Ratio Decidendi

Where there is a serious question to be tried as to oppression under s.205 Companies Act 1963, and the balance of convenience favours it, the court may grant an interlocutory injunction restraining the removal of a director and compelling disclosure of financial information, even if such relief is not the ultimate remedy sought in the substantive proceedings. The statutory right to remove a director under s.182 does not preclude interlocutory relief in appropriate circumstances.

Court Disposition

Appeal allowed in part; High Court order affirmed in part and varied

Orders

  • Interlocutory injunction restraining removal of the first named plaintiff as director pending trial affirmed
  • Order compelling provision of financial information affirmed