Differences over ownership of Dublin land are settled

DISPUTES involving persons and companies associated with development lands at St Helens, Booterstown, Co Dublin, have been settled…

DISPUTES involving persons and companies associated with development lands at St Helens, Booterstown, Co Dublin, have been settled, Mr Justice Flood was told in the High Court yesterday.

The actions involved ownership of a 25 per cent shareholding in Berland Ltd, which has developed lands at St Helens. The shares belonged to Whitebeam Ltd, a property company wholly owned by Dublin City Properties, in turn owned by the Merchant Navy Officers' Pension Fund in Britain.

Mr Sean Dunne, a company director of The Birches, Torquay Road, Foxrock, Dublin 18, with Sainda Holdings Ltd and Ronald say Ltd, claimed to hold 50 per cent of the issued shares in Berland and 48 per cent of voting rights. They brought two sets of legal proceedings.

The defendants were Mulroy Securities, which holds 20 per cent of Berland shares and Dublin stockbrokers, J & E Davy, Mr David Shubotham of Torquay Road, Foxrock (a member of J & E Davy) and Mr Paul Coulson, a company director of Stillorgan Park, Blackrock, Dublin 18. Mulroy, it was claimed, was an investment vehicle for members and clients of J & E Davy.

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The first action was a claim for damages for breach of duty and the second a petition under Section 205 of the 1963 Companies Act claiming oppression.

The petitioners (Mr Dunne, Sainda and Ronaldsay) alleged an agreement was made in February 1990 between Mr Dunne, Whitebeam and Mulroy Securities to develop St Helens lands. Whitebeam and Mulroy agreed to advance Berland sums of £346,000, £2,475,000 and £2,079,000 carrying 25 per cent interest a year.

It was envisaged, claimed the petitioners, that if Berland was successful it would be in a position to pay interest on the loans and dividends. Mr Dunne claimed to be the only Berland director engaged in the day to day affairs of Berland.

In November 1993, Merchant Navy Officers' Pension Fund was prepared to dispose of their interest in Berland. It was claimed Mr Dunne, on behalf of the petitioners and Mr Shubotham for Mulroy, agreed to acquire the Whitebeam shares pro rata to their existing shareholding in Berland. Mr Shubotham denied Mr Dunne's claims about the disposal of the Whitebeam shares.

The defendants contended the petitioners claims did not disclose a dispute under Section 205 and that the petitioners instituted proceedings to prevent payment to the loanholders of the loans advanced to Berland, together with 25 per cent interest.

Mr Coulson, it was claimed, was validly appointed to the Whitebeam board and that it was never challenged.

The defendants claimed Berland was established to develop St Helens and any other land acquired for development and disposal. The loans, it was alleged, were payable on demand. It was denied Mr Dunne was solely responsible for the management and development of Berland.

It was denied the defendants had sought to destroy the trust between shareholders to promote their own interests and claimed they had taken all reasonable steps to provide for the future of Berland.

The defendants' counterclaimed that Mr Dunne, in particular, had acted in an oppressive manner and with disregard for their interests.

Yesterday, after two days of out of court negotiations, Mr Ian Finlay SC, for the plaintiffs in both proceedings, told Mr Justice Flood the actions had been settled. As part of the agreement, allegations against J & E Davy, Mr Shubotham and Mr Coulson were withdrawn. He asked that the proceedings be struck out.