Vol 20 (2023) - Issue 6

Article preview

In the Matter of MAC Interiors Limited 2023 IEHC 395 (003)

Synopsis
The High Court of Ireland in In the Matter of MACInteriors Limited1 was asked to consider whether it was within the power of the Irish courts to appoint an examiner to a company which had not been incorporated in Ireland. In a precedent setting decision, Quinn J. appointed an examiner, by way of the direct appointment procedure in the Irish Companies Act 2014 (the 'Act'), to Mac Interiors Limited (the 'Company'), a Northern Ireland incorporated company.
In his written judgment delivered 11 July 2023, Quinn J. noted that the court was being asked to consider 'a significant and previously undecided point regarding the jurisdiction of the court to make the appointment'.
It was held that by virtue of the doctrine of direct effect, the European Insolvency Regulation Recast, EU 2015/848 (the 'EIR') formed part of Irish law and that this justified the appointment. The court held that Article 3 of the EIR established a harmonised rule, conferring jurisdiction by reference to the location of the debtor's centre of main interests, and did not permit distinguishing between companies on the basis of their place of incorporation.
In addition to this, Quinn J. indicated that, even if there was any doubt as to the question of the direct application of the EIR, section 508(2) of the Act removed any such doubt with regard to the court's jurisdiction to make the appointment by specifically stating that the Act must be read subject to the provisions of the EIR.
Although the decision accords with that of the High Court of England and Wales in BRAC Rent-a-Car International2 (which pre-dates Brexit and therefore the disapplication of the EIR to the UK), doubt had previously been cast over the Irish courts' jurisdiction to make an order appointing an examiner to a foreign registered company other than by way of the 'related company' procedure. That procedure, which allows for an examiner to be appointed to a company related to a company to which an examiner has already been appointed, applies to any related company that the High Court of Ireland has jurisdiction to wind up and has long applied to foreign registered companies with a sufficient connection to Ireland.