The High Court has refused to strike out Bank of Ireland proceedings against three British Virgin Islands companies over alleged share dilution involving a London property. The ruling addressed whether the companies could be sued in Ireland and whether the proceedings had been properly served. It did not decide whether the alleged conspiracy or fraud occurred.
Mr Justice Twomey delivered the judgment on 23 November 2016. The companies—Havergate Investments Limited, Huntston Limited and Kennor Advisory Limited—had applied to strike out the claims, arguing that the British Virgin Islands was the appropriate forum. They also challenged the basis for service outside Ireland, whether a summons had been served, and the candour of the Bank’s supporting affidavit.
The Bank alleges that, after obtaining a judgment of approximately €72 million against Brian O’Donnell and Mary Patricia O’Donnell in December 2011, the family and the companies took part in schemes that diluted the parents’ shareholdings in Havergate and Kennor. The Bank says the changes transferred the benefit of interests connected to Columbus Courtyard, a property in Canary Wharf, London, to Huntston, which it says is owned by Blake O’Donnell. These remain allegations in the underlying proceedings.
The court rejected the forum challenge. It relied on an earlier decision in the same case finding that Irish courts had jurisdiction under the Brussels I Regulation, and said it had no discretion to stay or strike out the claims on forum non conveniens grounds. It also found the companies were proper parties to the action for the purpose of permitting service outside the jurisdiction, given their alleged roles in the share dilution schemes.
On service, the court considered sworn evidence that documents were delivered to the companies’ registered offices and an email from an office agent disputing service. The judge gave greater weight to the sworn evidence and noted that Blake O’Donnell had entered an appearance for the companies to contest jurisdiction. The challenge was dismissed.
The judge also rejected the claim that the Bank’s affidavit lacked candour, describing that challenge as tenuous. The companies’ request to amend injunctions so they could use funds for legal expenses was treated as premature while their jurisdiction challenge was being decided. The court refused the relief sought in the motions; it did not rule on the underlying fraud claims.