The High Court refused Athlone Town Stadium Limited’s application to stay an order requiring it to convey legal title to trust property to a new trustee. The order will stand, and the company and three named directors were directed to execute and deliver the conveyance by 3pm on 16 April 2018.
The application followed an earlier judgment in Dully v. Athlone Town Stadium (No. 1), in which the court ordered the company’s replacement as a trustee, directed it to convey legal title to the new trustee, and granted declaratory and other relief. The company sought a stay on all orders made to that point, principally the conveyance order.
For the plaintiff, John Paul Shortt SC argued that the application was another attempt to frustrate court orders. The judge noted that the defendant had accepted the principle that it would step down as trustee, while arguing that it was entitled to payment under an indemnity in the trust deed. The judge also referred to breaches of duty by the company and its failure to implement the earlier order promptly, finding these weighed against a stay of the conveyance.
The company relied on evidence from its solicitor, Neil McNelis, about possible tax implications. The judge rejected that claimed prejudice, saying the evidence assumed the interest being conveyed had monetary value. The court had found that the company held only bare legal title, while the equitable interest belonged to the club. The judge said the possibility that the company’s books might incorrectly assign the title a value of several million euro was irrelevant to the tax issue.
The judge found the club would be prejudiced by delay because it needed to show title to progress an application for an Astroturf pitch. The court refused the stay as sought, particularly in relation to executing the conveyance, but said it might reconsider a stay on another part of its orders if a later application showed one was appropriate.
The company and its directors, Mr Molloy, Mr Temple and Mr McCaul, were directed to execute the conveyance under the company seal before 3pm that day. McNelis was to retain the seal pending further order, and the executed conveyance was to be delivered to the plaintiff’s solicitor by the same deadline. The matter was listed to be mentioned at 3pm, with the three directors and three solicitors required to attend. Any further application, including one about handing over title documents and keys, could be taken up then. The judgment does not state what happened at that mention.