Kleerex International Ltd / ICC Bank Plc /Subscription and Shareholders Agreement [1997] IECA 484 (6th May, 1997)

Kleerex International Ltd / ICC Bank Plc /Subscription and Shareholders Agreement [1997] IECA 484 (6th May, 1997)

Clauses 6.01(iv) and 6.01(v) of the shareholders agreement and clause 14 of the employment agreements, insofar as they benefit Kleerex Int and Erin Executor and Trustee Co Ltd, have the object and effect of preventing, restricting or distorting competition, offend Section 4(1) of the Competition Act 1991, and do not satisfy requirements for a licence under Section 4(2).

Citation
[1997] IECA 484
Parties
Company: Kleerex International Ltd; Investor: ICC Bank plc; Trustee/investor: Erin Executor and Trustee Co Ltd; Shareholder/director: Frank Carroll; Shareholder/director: Gerard Higgins; Shareholder/director: Aidan Mc Morrow; Employee: Cormac O'Donoghue
Jurisdiction
Ireland
Procedural Posture
Competition Authority Decision / Final Decision
Outcome
Refusal to issue certificate or grant licence under Section 4 of Competition Act 1991.
Legal Topics
Anti Competitive Agreements, Non Compete Clauses, Non Solicitation Clauses, Venture Capital Investment, Shareholders Agreement
Competition Law Anti Competitive Agreements Non Compete Clauses Non Solicitation Clauses Venture Capital Investment Shareholders Agreement

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Parties

Kleerex International Ltd

Company

ICC Bank plc

Investor

Erin Executor and Trustee Co Ltd

Trustee/investor

Frank Carroll

Shareholder/director

Gerard Higgins

Shareholder/director

Aidan Mc Morrow

Shareholder/director

Cormac O'Donoghue

Employee

Procedural Posture

Competition Authority Decision / Final Decision

Legal Issues

  1. 1 Whether clauses 6.01(iv) and 6.01(v) of the shareholders agreement and clause 14 of related employment agreements offend Section 4(1) of the Competition Act 1991
  2. 2 Whether the agreement qualifies for a certificate or licence under Section 4(2)

Ratio Decidendi

Clauses 6.01(iv) and 6.01(v) of the shareholders agreement and clause 14 of the employment agreements, insofar as they benefit Kleerex Int and Erin Executor and Trustee Co Ltd, have the object and effect of preventing, restricting or distorting competition, offend Section 4(1) of the Competition Act 1991, and do not satisfy requirements for a licence under Section 4(2).

Court Disposition

Refusal to issue certificate or grant licence under Section 4 of Competition Act 1991.

Orders

  • No certificate or licence issued in respect of the notified agreement.