A dispute between over an alleged failure to pay €3 million under a share purchase agreement related to the transfer of control of a company behind a plan to develop and operate an anaerobic digestion power plant in Dublin is going to mediation, the Commercial Court heard.
In 2023, Connective Energy Holdings (CEH) Ltd, of Glenmore Estate, Ballybofey, Co Donegal, brought Commercial Court proceedings against Energia Group ROI Holdings DAC seeking a determination of the meaning of a share purchase agreement entered into by the two firms in May 2018.
Alternatively, Connective wants the court to order a rectification of the agreement to reflect the actual bargain struck between the parties.
The agreement involved the sale of shares, and therefore transfer of control, of a company called CEHL Dublin Bioenergy Ltd from Connective to Viridian Power and Holdings DAC which later became Energia.
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Those shares were originally bought by Connective from another company set up to develop the anaerobic power plant at Huntstown in west Dublin.
Connective said it transferred its shares on the basis that Energia would pay it €3.5 million, in two payments, the first of which was €500,000 and which was paid. The second was to be €3 million, once the project received certification on completion.
Connective says Energia subcontracted development of the project. However, Connective said that on April 25th last year, four years after the share purchase agreement was made, Energia informed it the contract for the building of the plant had been terminated.
It remains incomplete and Energia now intends to sell the company without completing it, Connective says.
Energia claimed it was not bound to honour the agreement as a consequence of the termination of the contract, Connective says. It also claimed the €3 million payment was contingent on the success of the project and that Connective’s actions were designed to imperil the sale.
The case was going through the commercial list system under directions approved by the court for the progress of the case.
On Friday, Declan McGrath SC, for Energia, asked Mr Justice Mark Sanfey to suspend the directions given by the Commercial Court as the matter was now going to mediation.
The judge agreed to suspend the directions on a “for the time being” based and adjourned it to the end of March.
