An estranged wife who, with her husband, is a joint director of a company, has alleged he was attempting to appoint his girlfriend as another director, the High Court was told yesterday. Mr Andrew Shiels, of Bantry, Co Cork said in an affidavit he was the majority shareholder in Seton Music Graphics Ltd. The other shareholder was his estranged wife, Mrs Elaine Shiels, who also lives in Bantry. They have three children.
Mr Shiels claimed the company had recently been experiencing financial difficulties. He decided the only way to resolve the problems was to sell the company's commercial property which would raise £30,000 after the discharge of a mortgage charge.
He had first suggested the idea to Mrs Shiels last June but so far she had refused to consent to a sale.
He said that, in an attempt to resolve the impasse, he had called an extraordinary general meeting of the company to discuss and vote upon the election of Ms Georgia Collins as a director. His wife had refused to attend.
His intention was to allow the affairs of the company to be conducted in a more regular fashion and was in no way intended to prejudice the interests of Mrs Shiels.
He asked the court for an order directing that an extraordinary general meeting be held and that one Seton director present shall be deemed to constitute a valid meeting.
Mr Greg Bracken, counsel for Mrs Elaine Shiels, said his client objected to the appointment of "a lady who is in a relationship with the applicant and was perhaps the reason for the marital breakdown".
Mrs Shiels was not refusing to attend a general meeting but refused to attend for the purposes of appointing this woman. Mr Bracken said his client did not agree with Mr Shiels's assessment of the company or that the matter was so pressing. His client did not want the property sold.
The President of the High Court, Mr Justice Costello, said that if it were necessary to call a meeting of the company and Mrs Shiels was outvoted then she had a remedy and could take proceedings claiming oppression of her interests.
Mr Bracken said his client had instructed her solicitor to institute such proceedings.
Mr Mark O'Mahony, counsel for Mr Shiels, said the identity of the party it was being sought to appoint as a director was irrelevant. Mr Shiels had a right, under the law, to nominate Ms Collins.
Mr Justice Costello said, having been informed that Elaine Shiels would attend a board meeting to discuss the sale of company property, he would adjourn the matter for a week and if there was no agreement on the sale the matter could be re-entered. He said it should be possible to have a board meeting this week.