The High Court has refused a liquidator’s application to compel Google Ireland Limited to provide access to a Gmail account bearing the name of a company in liquidation, including sent, received and recoverable deleted emails.
In a judgment delivered on 29 April 2020, Mr Justice David Keane held that sections 596 and 627 of the Companies Act 2014 did not give the court an implied power to order delivery of property to a liquidator. He also found no inherent power to make such an order. The application was refused.
Myles Kirby, liquidator of SJK Wholesale Limited, sought the order under those provisions and section 627(9). He said a company director had told him that the account was used for company business and financial information. The login details supplied to him did not work. Kirby also said he had been told that the UK National Health Service Counter Fraud Authority was investigating alleged fraud and money laundering involving the purchase of vehicles on the company’s behalf. The judgment records that he provided no further details of those allegations or investigations.
The judge distinguished the liquidator’s duty to take custody of property to which a company is or appears to be entitled from the court’s express power under section 673. That power is discretionary, applies to specified categories of people connected with a company, and concerns property to which the company is prima facie entitled. Kirby had not brought his application under section 673. The judgment did not decide whether a properly supported application under that section, or a Norwich Pharmacal application, would succeed.
The court also considered whether the evidence showed that the account or its contents belonged to the company. Google Ireland’s evidence was that standard Gmail accounts are registered by natural persons, and are not designed for corporate registration. The judge found that the account’s company-named address and limited hearsay material did not establish that the emails were company books or records, that the company had a right to access the account, or that the email content was company property.
The court did not decide whether email content can constitute property under Irish law. It concluded that, even on the assumption that it could, the evidence in this application did not show that the company was entitled to the account’s contents. The ruling was limited to the application before the court.