H&K International Inc/Shareholders Agreement [1995] IECA 401 (10th May, 1995)

H&K International Inc/Shareholders Agreement [1995] IECA 401 (10th May, 1995)

The notified shareholders' agreement, including its non-compete, non-solicit, and confidentiality clauses, does not offend Section 4(1) of the Competition Act, 1991, as the restrictions are reasonable in duration and geographic scope and are necessary to protect the legitimate business interests of the parties without restricting competition in the State.

Citation
[1995] IECA 401
Parties
Notifier: H&K International Inc.; Shareholder: Bill Griffiths; Shareholder: Gerry Griffiths; Shareholder: Dan McGaw; Shareholder: David Massie; Shareholder: Flavius Ltd; Shareholder: Brian Ranalow; Shareholder: Hospital & Kitchen Holdings Corporation; Shareholder: Bill-Wil Holdings Ltd; Shareholder: Houri Holdings Ltd; Shareholder: Ger-Gay Holdings Ltd; Shareholder: Anjames Ltd; Shareholder: Frymount Ltd
Jurisdiction
Ireland
Procedural Posture
Competition Notification / Decision on Certificate Under Section 4 of the Competition Act, 1991
Outcome
Certificate granted; agreement does not offend Section 4(1) of the Competition Act, 1991.
Legal Topics
Shareholders' Agreements, Non Compete Clauses, Non Solicitation Clauses, Confidentiality Clauses, Section 4 Competition Act 1991
Competition Law Shareholders' Agreements Non Compete Clauses Non Solicitation Clauses Confidentiality Clauses Section 4 Competition Act 1991

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Parties

H&K International Inc.

Notifier

Bill Griffiths

Shareholder

Gerry Griffiths

Shareholder

Dan McGaw

Shareholder

David Massie

Shareholder

Flavius Ltd

Shareholder

Brian Ranalow

Shareholder

Hospital & Kitchen Holdings Corporation

Shareholder

Bill-Wil Holdings Ltd

Shareholder

Houri Holdings Ltd

Shareholder

Ger-Gay Holdings Ltd

Shareholder

Anjames Ltd

Shareholder

Frymount Ltd

Shareholder

Procedural Posture

Competition Notification / Decision on Certificate Under Section 4 of the Competition Act, 1991

Legal Issues

  1. 1 Whether the shareholders' agreement, including non-compete, non-solicit, and confidentiality clauses, offends Section 4(1) of the Competition Act, 1991

Ratio Decidendi

The notified shareholders' agreement, including its non-compete, non-solicit, and confidentiality clauses, does not offend Section 4(1) of the Competition Act, 1991, as the restrictions are reasonable in duration and geographic scope and are necessary to protect the legitimate business interests of the parties without restricting competition in the State.

Court Disposition

Certificate granted; agreement does not offend Section 4(1) of the Competition Act, 1991.

Orders

  • Certificate issued stating the notified shareholders' agreement does not offend Section 4(1) of the Competition Act, 1991.