Restriction orders sought against Andiamo Properties directors

The liquidator of a company set up to acquire land is seeking restriction orders under Section 150 of the Companies Act against two of the firm’s directors, one of whom is developer Seamus Ross, whom it is alleged acted in an irresponsible manner over a €2.9m tax demand.

The application has been brought by Stephen Tennant of Grant Thornton, who was appointed liquidator of Andiamo Properties, a company of which Mr Ross and Michael Keogh were directors in January 2013.

Mr Tennant seeks orders under section 150 of the 1990 Companies Act declaring that Mr Ross and Mr Keogh shall not be appointed to act in any way as a director or secretary of a company for a period of five years, unless it is under certain conditions contained in the act.

The application is opposed by both Mr Ross, of Barberstown House, Consilla, Dublin 15, and Mr Keogh, of Baconstown, Trim, Co Meath. They say that they always conducted the business of the company in an honest and responsible manner.

Mr Ross was a director between January 2001 and October 2012, while Mr Keogh was director from 2001 to the time the company was liquidated in 2013.

The company was established in 2001 to acquire development land and was part of a group of companies connected with the construction industry. It did not trade for four years before it was wound up.

The action before Mr Justice Paul Gilligan at the High Court, centres around a demand by Revenue in 2005, following a Vat audit, on the company to pay €2.9m. The Vat liability arose from land sales which the company had treated as Vat-exempt.

The assessment was appealed, and was upheld in 2010. Arising out of the appeal decision, the company launched High Court proceedings in respect of the assessment. That action was dismissed in 2012.

Mr Tennant claims that while the company’s appeal was pending, the company paid dividends of €16m in 2007, and a further €850,000 in 2009 to other companies within the group, also allegedly controlled by the directors.

Counsel for the liquidator said money should have been kept aside by the company to pay the sum claimed by Revenue. This was not done, he claims.

Paying the monies out “stripped the company of its assets” and meant it was unable to pay one of its creditors, namely Revenue, counsel for Mr Tennant told the High Court.

Mr Justice Gilligan reserved his decision.