Developers Michael and Thomas Bailey are hoping to provide consultancy services to a number of their companies following the formal coming into effect yesterday of orders disqualifying them from involvement in the management of any company for a seven-year period, the High Court has heard.
Ms Justice Mary Finlay Geoghegan stressed that any consultancy arrangement involving the brothers and the companies must be “genuine”.
She was using the term genuine “advisedly” in that there must be a genuine consultancy contract where other persons were genuinely responsible for the direction and management of the companies, she said.
A board of directors consisting only of non-executive directors may not be a board which the court could consider adequate in circumstances where the Baileys had been managing directors of the companies, she added.
Application
If the Baileys wanted to make an application later concerning any consultancy contract that they believed did not breach the disqualification orders, they could do so, the judge also indicated.
Earlier, Michael Cush SC, for the Baileys, indicated their concern was to be able to earn a livelihood but they were anxious not to engage in any activity that might be interpreted as a breach of the disqualification orders.
They were "looking over their shoulders" at the National Asset Management Agency, he added. The brothers' company, Bovale Developments, has been in Nama since 2010.
The proposed services were for the development of the companies, would be to the advantage of Nama and had been requested by the independent boards of the companies, counsel added. Denis McDonald SC, for the director of corporate enforcement, said the range of services it was proposed to provide included mandatory services for each aspect of the business of the companies. It was for disqualified persons to seek their own legal advice on what they could or could not do, he added.
The judge formally lifted a stay imposed in December last on the coming into effect of the disqualification orders, made under section 160 of the Companies Act. The lifting of the stay means the orders come into effect immediately but the brothers are conditionally permitted to deal up to September 30th next with matters concerning a number of companies.
The conditions require that two additional directors should be appointed to the relevant companies and that the Baileys must give the director of corporate enforcement proof of those appointments.
The judge added she could not give advice in relation to any consultancy services the Baileys might provide beyond saying any consultancy arrangements must be genuine.
Last December, the judge ruled the brothers should be disqualified from acting as company directors for seven years over “particularly serious” misconduct and fraud.
