The High Court has ordered Kimpton Vale Limited to provide security for the legal costs of Ferox Limited, trading as Johnston Reid & Associates, if the company loses its claim over a ventilation system. The order was made under section 390 of the Companies Acts 1963–2009 after the court found credible evidence that Kimpton Vale would be unable to pay those costs.
The underlying proceedings concern a ventilation system designed for a house at 32 Castleknock Village. Kimpton Vale claims breach of contract against Johnston Reid; Laurence and Mairead Keegan also claim negligence and breach of duty against Johnston Reid and Control Aer Limited, which is in receivership. Those are claims in the underlying case, not findings on their merits. The judgment says the claims had not yet been further pleaded.
The application before Mr Justice Keane was brought by Johnston Reid. The plaintiffs accepted for the application that it had a prima facie defence, which they strongly disputed on the substance. The court also accepted that Kimpton Vale’s accounts and other evidence provided credible testimony that the company could not meet Johnston Reid’s costs if it succeeded in its defence.
The remaining issue was whether the presence of the two individual co-plaintiffs amounted to a special circumstance for refusing security. The judge said the company had to show that the individuals were a “good mark” for costs. Laurence Keegan relied on the couple’s jointly owned home and said it was worth substantially more than the possible costs exposure, but no valuation was provided. The evidence also showed that he had given two personal guarantees, each exceeding €8 million, for company borrowings then standing at about €8.5 million. The court found those guarantees raised substantial concerns about his ability to meet a costs order; the affidavits did not provide meaningful evidence about the guarantee arrangements or the value of relevant assets.
The judge held that the evidence did not establish a special circumstance sufficient to refuse security. He also rejected the argument that the individual co-plaintiffs’ status as the company’s sole shareholders made a security order objectionable in principle. The order concerns security from Kimpton Vale; the court did not decide the underlying claims or order the individual co-plaintiffs to provide security personally.