The High Court has adjourned an application over records of dissolved estate agency Murray Browne Mulcahy Limited, giving the applicants an opportunity to prove that at least one of them was a company member.
Miss Justice Laffoy said on 12 April 2010 that the court could not make the order sought under section 371 of the Companies Act 1963 without evidence that an applicant was a member or creditor. The three applicants were directors, but the evidence did not establish that any of them was a member. The judge said she was satisfied they remained directors despite the respondent’s claim that they had resigned.
The applicants had asked the court to require director Donal Mulcahy to provide company books and registers after a statutory notice in June 2009. They said the records were needed to prepare accounts and returns and pursue restoration of the company to the register. The company had been dissolved in April 2009 after failing to file annual returns.
The parties disputed what records had been provided and where the company’s registered office was. The applicants said it was at Main Street, Macroom, County Cork; Mulcahy said it was at 85 South Mall, Cork. The judgment noted that the Companies Registration Office search recorded the Macroom address, while a change-of-office form had also been lodged. The judge said she could not resolve the address issue.
Laffoy J said the applicants had not identified clearly which statutory default they alleged Mulcahy was responsible for. She nevertheless found on the evidence that he had, or was best placed to generate, documentation required under section 202(8) of the Companies Act 1990, and was in default of that obligation.
The judge proposed directing Mulcahy to make available the company’s books of account and related accounts and returns covering the period from 1 July 2007 to the date of the judgment, sufficient to prepare the company’s accounts for the years ended 30 June 2007, 2008 and 2009. The proposed deadline was eight weeks from 12 April 2010, or a longer period if allowed.
The court did not make an order concerning the company registers listed in the notice. The judge cited Mulcahy’s position that he did not have them and the unresolved registered-office issue. The application was adjourned so the applicants could provide proof of membership. The judgment also said the applicants should assist in recovering any records retained by the company’s former accountants.
The judge noted that the deadline for seeking restoration through the Registrar was due to expire on 17 April 2010 and said there was no realistic prospect of completing that route by then.