Friday 6 December 2019

Supreme Court overturns dissolution of west Dublin social club

The Supreme Court has overturned an order allowing for the dissolution and sale of assets of the Roadstone Sports & Social Club in west Dublin.

The three-judge court ruled yesterday there was insufficient evidence on which it could be concluded the club was doomed to failure, either for financial reasons, or because its purpose and objects could no longer be fulfilled.

Even taking into account the cost of this litigation, the club still has significant reserves and a significant minority favours its continued existence, Mr Justice Frank Clarke said.  While its fortunes had declined, the extent of that decline remained open to question, he said

The judge stressed the court was not ruling there could be no future dissolution of the club but rather any such move would have to come after the views of all its members, including associate members, had been canvassed and not just those ordinary members who had voted in 2009, by 45 to four, in favour of dissolution.

There would also have to be evidence the club's financial position was such that it would, within a short time, be doomed to failure and was unable to fulfil its objects, he said. 

While some of the club's trustees favoured dissolution, other trustees believed the club remains viable and is an important social and sporting outlet for employees of the Roadstone group and the local community, he noted.

The club dates back to 1957 when it was set up for employees of Roadstone, now CRH. It is now located on 18 acres at Kingswood, Clondalkin, and has conference facilities, a large function hall, bar/restaurant, basketball facilities, indoor soccer pitch, snooker tables and a pitch and putt course. Its main income is from hiring out its facilities.

The club experienced a decline in membership from the 1980s and it was decided in 2008 to close membership. At the end of 2010, it had 349 associate members, 53 ordinary members, one honorary member and two life members.

A resolution passed at a 1992 EGM of the club attended by 16 members had provided, if the club was disbanded and the premises sold, any monies left after debts were cleared would go to charity. 

However, a resolution passed at a 2009 EGM declared the 1992 rule a nullity and proposed dissolution of the club and sale of its assets. It also provided that, after clearance of debts, any surplus was to be divided on the basis of 20 per cent to Our Lady's Hospital, Harold's Cross, 40 per cent to full members and 40 per cent to associate members.

In October 2012, the High Court made the orders dissolving the club after the court requested there be a further resolution allowing this to happen.

Mr Justice Clarke said yesterday the High Court was incorrect to imply a term that the club's "somewhat confusing" rules could be amended by simple majority and it could thus be dissolved by a simple resolution of a majority of its ordinary members.

It had not been established circumstances exist at this time making it just and equitable to dissolve the club, he said. 

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