Smyth sees off Carroll on sale of Dunloe NI property

Shareholders at property group Dunloe Ewart yesterday voted to sell almost its entire portfolio of properties in Northern Ireland for a total of £90.75 million sterling (€141.5 million).

The extraordinary general meeting resolution was passed despite the opposition of Zoe Developments owner, Mr Liam Carroll, as it required only a simple majority. Mr Carroll has a 27 per cent shareholding in Dunloe Ewart.

Solicitors representing Mr Carroll had requested a poll following a show of hands supporting the resolution.

Following the poll, the resolution was passed by about 160 million shares to 106 million. Mr Carroll's representatives declined to comment on the matter.

At the company's annual general meeting, which was held earlier in the day, two special resolutions were defeated following a poll requested by representatives of Mr Carroll. Both special resolutions - for the directors to allot equity securities and to authorise the company to buy Dunloe shares - required a 75 per cent majority. All other resolutions for which a poll was sought were passed as they required a simple majority.

Dunloe chairman Mr Noel Smyth said he had expected Mr Carroll to oppose the resolutions. He said it was following a pattern which he described as one of obstruction.

Mr Carroll has never uttered a single word about his investment in Dunloe and Mr Smyth said he had never spoken to, nor met, him.

"There is no communication," he said. "If you can imagine somebody spending €50 million to buy into your company and won't spend 10 cents on a phone call, that's what it is."

He told shareholders that the company had tried to elicit Mr Carroll's intentions and had asked him to do due diligence on the company but had received no reply. "Efforts to deal with him have proved fruitless," said Mr Smyth.

He said he would consider selling the company to Mr Carroll at a "fair price". "But he will not buy it on the cheap," he added.

Responding to a suggestion that liquidation was the only way open to resolve the impasse, Mr Smyth said that would involve "abandoning" the shareholders.

"I've got to find a solution that is not liquidation. Liquidation means you effectively abandon the company and I won't do that," he said.

Mr Smyth said the company had been left with no option but to sell the Northern Ireland properties in order to raise cash in an effort to raise the value of the company. Proceeds of the sale will be used to develop the group's properties in the Republic, in particular its landmark site at Sir John Rogerson's Quay, which is valued at between €45 million and €50 million, seven times the price Dunloe originally paid.