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UNREPORTED IRISH CASES
High Court refuses injunction by director against his
removal by company.
In the
High
Court,
Dublin,
the
President,
Mr- Justice O'Keeffe, refused an application brought
b
V a Cork company director for an interim injunction
restraining Capwell Investments Ltd. (formerly John
Sisk and Son Ltd.) from removing him, at a meeting
due to be held today, from his position as surveyor
director of the company.
The plaintiff was James P. McGrath, of Belfort
House, Montenotte. Mr. Justice O'Keeffe said it was
n
ot a case for an interim injunction.
Mr. McGrath, in an affidavit, stated that he was
a
Ppointed a technical director of the defendant com-
p l y on 3 August 1966 and on 13 November 1967 he
w
as elected a full ordinary director of the company and
ipven charge by the board of the surveying department
ar
»d the jobbing and small contract section. On 1 March
1963 he became a member of the company's pension
a n
d life assurance scheme with provision for normal
retirement on the sixtieth anniversary of his birth. In
1969 it was agreed at a meeting of the directors of the
company that the non-shareholding directors of the
company would continue as such directors and in the
e
uipl
0
yment of the company until each reached retire-
ment age.
As such company director, he became entitled to a
,ar
ger share in the profit-sharing scheme. He became
e
utitled to a share of the profits calculated in proportion
lo twice his annual salary. His salary for the year ended
December 31 last was £5,800. In addition, he was
entitled to a Christmas and summer bonus of £90, and
to have provided for him a Mercedes car for use both
°
n
the company's business and on his private affairs as
well,
p
company reorganisation arranged
At a meeting of S / SD Holdings on 8 May 1973 at
Wilton Works, Naas Road, Co. Dublin, he and other
uirectors were given a company memorandum under
t b
e heading "Company Reorganisation". The directors
^ r e told at the meeting that each would be informed
mdividually within a week or ten days on how the
c°mpany reorganisation would affect him.
On July 31 last he was interviewed by John R. Sisk,
Martin Quirke and Kevin Callan, at Capwell
Works, Cork, and he was given a very general
review in connection with the proposed company re-
Or
ganisation, to the effect that it was intended to cen-
^alise the building company in Dublin and that a
^visional board of directors for the southern region was
m be appointed. He was offered a position as a regional
director on the southern board. He was told he would
receive the same salary, but that a new bonus or profit-
f a r i ng scheme was to be introduced.
particulars given
Mr. McGrath stated that he asked for particulars of
me new bonus scheme, but was informed that they
could not be given to him for possibly three or four
months. He was given three weeks to consider the pro-
Posed new position and was refused an extension of
time to consider the position pending the availability
of the new bonus scheme to him.
On 31 August 1973 John R. Sisk and George Sisk
requested his reply to the offer and he told them he was
not accepting it as it resulted in a reduced status for
him from a full ordinary director of the company to
a director of a regional board of a new company and
because no details of the bonus scheme were furnished
to him. He said he was then told that he should be able
to get fixed up with alternative employment within
three months or by the end of the year at the latest and
also that details of the financial offer of compensation
to him would follow.
Negotiations involving payment of a substantial
amount of money by way of compensation, together
with a proposal that he should be given the Mercedes
car, followed. Agreement was not reached on the terms
on which he should leave the company and surrender
his position as surveyor director.
Resolutions approving reorganisation and wrongful
dismissal
At a series of board meetings of the company on
December 19 and 20 last, resolutions were passed pur-
porting to approve of, and give effect to, the scheme of
company reorganisation, notwithstanding his opposition
to it pending finalisation of the negotiations between
him and the company. In the afternoon of December
20 John R. Sisk, managing director of the company,
wrongfully purported to dismiss him from all positions
he held in the company and ordered him to leave the
premises.
Mr. McGrath stated that he commenced proceedings
in the High Gourt on January 8, which were served on
the company the following day. Since December 20 no
further effort had been made on behalf of the company
to reach agreement with him on the terms on which
he should give up his position in the company.
On February 13 he received a letter and notice of an
extraordinary general meeting of the company to be
held on March 12 (today) to consider and, if thought
fit, to pass a special resolution that he be removed from
his office of director of the company. His solicitors had
sought particulars of the ground or grounds which
would be relied on as warranting his removal from his
position and an assurance that the resolution would
not be proceeded with pending the determination of the
proceedings. The requests were refused.
[McGrath v. Capwell Investments; O'Keeffe P.; un-
reported; 10 March 1974.]
Minister's decision in granting planning permission for
housing development in Killiney
ultra vires
and
void.
The plaintiff is a registered friendly society of resi-
dents in Killiney and Ballybrack; it claims that a deci-
sion of the Minister for Local Government made in
August 1972 pursuant to the Planning Act, 1963, grant-
ing permission subject to conditions for housing devel-
opment at Hackettsfield, Killiney, by the defendants is
100