A pharmaceutical research company, Unimed plc, has been restrained by the High Court from treating its chief operating officer, Ms Mary Jean Skelly, as suspended from her position and as a director of the company.
Mr Paul Fogarty, counsel for Ms Skelly, of Royal Terrace, Dun Laoghaire, Co Dublin, told the court his client had been left in "a no man's land" not knowing if the company would end up on the rocks.
Ms Skelly said she joined Unimed in 1996 as chief executive officer but later accepted a new title of chief operating officer on the understanding the board would consider re-appointing her as chief executive.
Her contract of employment contained a clause providing for a dismissal procedure and termination, including summary termination in the event of serious misconduct. It provided no provision for suspension.
She had been appointed a director of the company with an option, maturing in July 1999, whereby she could purchase 93,750 shares at £2.50 each.
If her employment was terminated the shares option would be at the discretion of the board.
Ms Skelly told Ms Justice Mary Laffoy the Board consisted of Dr Michael Barber, Dr John Clancy, Mr John O'Doherty, Mr Kieran Pierce and herself.
From her initial involvement company financing had been a critical issue and fresh funding had been required.
Under a business plan it had been agreed to raise £4 million, but only £1 million had been raised by September 1997. The existence of a potential personal liability made it imperative that, while a director, she had some opportunity to participate in the management of the company.
Ms Skelly said the relationship between Dr Barber and other directors deteriorated and there had been an exchange of acrimonious correspondence which she had not become involved in. Subsequent events had caused her increasing alarm and concern. She discovered the agenda of a board meeting contained a resolution seeking her resignation. At no point had any indications been given as to the reasons for the attempt to remove her.
"I informed them I did not intend to resign," she said. "Dr Barber said there had been a breakdown of trust and confidence. I decided to take legal advice."
On Good Friday she received a letter by courier telling her she had been suspended from all duties and responsibilities until further notice and requiring her to vacate the company's premises, hand over documentation and not to make any contact with company employees, clients or business associates.
Ms Skelly said the Board had no power to suspend her. She had been involved for a considerable period of time with a number of business associates of Unimed and had built up a very close relationship with them. She had been involved in a number of negotiations, particularly with Chiron Incorporated, where she was in the course of finalising agreements relating to human vaccines.
She said the manner in which she had been restrained by the company had caused damage to her personal and professional reputation. The pharmaceutical research and development industry was a very close-knit one and the company's action was likely to cause her damage which would extend far beyond Unimed.
There had been no suggestion of incompetence or impropriety and no criticism of her conduct.
Ms Skelly said she feared that if contacts were not maintained and brought to finalisation Unimed would lose the entire benefit of the arrangements under negotiation. Granting the interim injunction until Monday next, Judge Laffoy said the evidence before her did not seem to form any legal basis for the suspension of Ms Skelly.