High Court told Cambridge has no directors

A former publicly-quoted company which traded on the Irish Stock Exchange now appears to have no board of directors, the High…

A former publicly-quoted company which traded on the Irish Stock Exchange now appears to have no board of directors, the High Court was told yesterday. The Cambridge Group plc has been in the hands of receiver Mr Tom Grace since September, 1993, the court heard.

Yesterday Mr Justice Kinlen granted the company's shareholders permission to convene an extraordinary general meeting of the company with a view to electing a new board of directors and dealing with any other business.

Mr Hugh O'Neill SC, for a group of Cambridge shareholders, said that all of the company's previous directors, including the company secretary, appeared to have resigned.

The court was told that shareholders funds of £10 million have been "wiped out" while the company's registered offices have been abandoned.

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Mr O'Neill said he was making an application, on behalf of 12 per cent of the company's shareholders, to convene an extraordinary general meeting (e.g.m.) of the group. His clients represented more than 10 per cent of the paid up voting share capital in the company.

The Cambridge Group had been incorporated in February 1986 but was placed in receivership in September 1993 by Ulster Bank Limited, among others.

Approximately £10 million of shareholders' funds had been wiped out as a result of this placement in receivership, counsel said.

Prior to receivership, there were reports that the group had suffered very large losses, Mr O'Neill said. Shareholders had sought information on how such significant losses had occurred but to no avail. All of the company's directors appeared to have resigned including the company secretary.

The court's assistance was now being sought because of the difficulty in convening a meeting of the company. The court had the power to convene such a meeting at which new directors could be appointed.

Mr O'Neill said there were more than 2,000 shareholders in the Group. Notice of the e.g.m. would have to be sent to each.

Granting the application, Mr Justice Kinlen said he would direct that an extraordinary general meeting of the Group be convened for 12 noon on Friday, April 17th, next at Jury's Hotel, Ballsbridge, Dublin.