AIB Investment Managers Ltd/Baroncastle Ltd [1995] IECA 399 (27th April, 1995)

AIB Investment Managers Ltd/Baroncastle Ltd [1995] IECA 399 (27th April, 1995)

The notified share subscription agreement, including non-compete and management restrictions, does not offend Section 4(1) of the Competition Act, 1991, as the restrictions are necessary to protect the interests of new equity capital providers and do not have the object or effect of preventing, restricting, or distorting competition.

Citation
[1995] IECA 399
Parties
Notifier: AIB Investment Managers Ltd; Party to Agreement: Baroncastle Ltd; Covenantor/party to Agreement: Green Isle Foods Ltd; Covenantor/party to Agreement: Ramville Ltd
Jurisdiction
Ireland
Procedural Posture
Competition Authority Notification / Decision on Certificate Under Section 4(4) Competition Act, 1991
Outcome
certificate issued; agreement does not offend Section 4(1) Competition Act, 1991
Legal Topics
Share Subscription Agreement, Venture Capital Investment, Non Compete Clauses, Management Restrictions, BES Scheme
Competition Law Share Subscription Agreement Venture Capital Investment Non Compete Clauses Management Restrictions BES Scheme

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Parties

AIB Investment Managers Ltd

Notifier

Baroncastle Ltd

Party to Agreement

Green Isle Foods Ltd

Covenantor/party to Agreement

Ramville Ltd

Covenantor/party to Agreement

Procedural Posture

Competition Authority Notification / Decision on Certificate Under Section 4(4) Competition Act, 1991

Legal Issues

  1. 1 Whether the share subscription agreement contains anti-competitive restrictions under Section 4(1) of the Competition Act, 1991
  2. 2 Whether non-compete and management restrictions offend competition law

Ratio Decidendi

The notified share subscription agreement, including non-compete and management restrictions, does not offend Section 4(1) of the Competition Act, 1991, as the restrictions are necessary to protect the interests of new equity capital providers and do not have the object or effect of preventing, restricting, or distorting competition.

Court Disposition

certificate issued; agreement does not offend Section 4(1) Competition Act, 1991

Orders

  • Certificate issued confirming the Subscription Agreement does not offend Section 4(1) Competition Act, 1991