District Court Jurisdiction question

Pat Mustard

This is a hypothetical question.

This question is about the correct district court jurisdiction in which to bring proceedings to receover a debt.

Plaintiff A wants to sue Defendant B. B is a company. We cannot be sure where the contract was formed.

Therefore it seems that proceedings should be issued where the defendant "ordinarily resides or carries on any profession, business or occupation", under Order 39 of District Court Rules (see link below).

http://www.courts.ie/rules.nsf/0c609d7abff72c1c80256d2b0045bb64/2f565881cb0f3e3a80256d2b0046a059?OpenDocument

B's registered office is in District Court Area X, but B's main place of business is in nearby District Court Area Y.

It would be far more convenient to bring proceedings in DC Area X.

Can one argue that B carries on "any business" at it's registered office. It is likely that the registered office is just the home of one of the directors and that no real business is conducted there. Under the Companies Acts, there is an obligation to store certain books and documents at the registered office, etc.

Is there any law (caselaw, statute) to back up an argument that "any business" is carried on at the registered office?

Milk & Honey

The Mustard wrote: »

. We cannot be sure where the contract was formed.

How can you prove a contract if you cannot even say where it was formed?

Jev/N

As far as I can see, either juridiction is appropriate and up to the Plaintiff to decide

Victor

Milk & Honey wrote: »

How can you prove a contract if you cannot even say where it was formed?

If I (me on a train, somewhere in Tipperary) phone you (in your car in Meath) and order some honey from Milk and Honey Ltd., based in Kildare, registered office in Dublin, for delivery in Cork (cash on delivery), where is the contract formed?

Milk & Honey

Victor wrote: »

If I (me on a train, somewhere in Tipperary) phone you (in your car in Meath) and order some honey from Milk and Honey Ltd., based in Kildare, registered office in Dublin, for delivery in Cork (cash on delivery), where is the contract formed?

In Meath.

Victor

But how can I (or you) know that it was Meath?

Victor

Victor wrote: »

But how can I (or you) know that it was Meath?

It's classic contract law. Entores states that a contract is concluded wherever acceptance is received. Although in this case it would be Tipperary, not Meath, as the acceptance was received there.

If you mean how can either party know the location of the other if it is done while both parties are in transit then you do have a point to a certain extent but I can't see much turning on it. You'd simply issue in the respondent's normal place of business to avoid any jurisdictional mess.

Milk & Honey

Victor wrote: »

But how can I (or you) know that it was Meath?

You told me I was in Meath when I accepted the offer. How did you know? I know where I was when I accepted the offer. A contract is deemed to be made in the place where the offer was accepted. All your nonsense about cash in delivery or the place of the registered office is irrelevant.

Carawaystick

Milk & Honey wrote: »

How can you prove a contract if you cannot even say where it was formed?

Can you agree contract at sea? hard for a layman to specify a location, easy to specify a contract was agreed

Our man in Havana

Carawaystick wrote: »

Can you agree contract at sea? hard for a layman to specify a location, easy to specify a contract was agreed

Admiralty law would surely apply.

Tom Young

Freeman at sea? .... All washed up.

Milk & Honey

Carawaystick wrote: »

Can you agree contract at sea? hard for a layman to specify a location, easy to specify a contract was agreed

Of course you can agree a contract at sea. The issue will then arise as to what state's laws are to apply to the contract.

Pat Mustard

Let us suppose that there is not sufficient information to decide where the contract was formed. We can take it that the issue of whether the contract was formed in District X or District Y is not the question here.

I really only want to know if a registered office of a company can be construed as a place where 'any business' is carried on, assuming that the registered office is just that and that the main place of business of the company is elsewhere.

The Mustard

The Mustard wrote: »

Let us suppose that there is not sufficient information to decide where the contract was formed. We can take it that the issue of whether the contract was formed in District X or District Y is not the question here.

I really only want to know if a registered office of a company can be construed as a place where 'any business' is carried on, assuming that the registered office is just that and that the main place of business of the company is elsewhere.

Registered office is the designated location for the register of members, the books and records as well as being the nominated and required location for receipt of all correspondence under the Acts or any legal proceedings therefore it would, on a basic first principles basis, be a place where the company regularly conducts its business. If there was even the suggestion of an issue with jurisdiction then doing it wherever the registered office of the defendant is located would render it moot as you, as the Plaintiff, would actually be making things easier on the Defendant.

Pat Mustard

Milk & Honey wrote: »

How can you prove a contract if you cannot even say where it was formed?

For evidential reasons, there is a doubt as to whether the contract was formed in DC Area X or DC Area Y. Therefore, the issue of where the contract is formed is a kind of 'dead end' for the purposes of this hypothetical question.

Suffice it to say that for the purposes of this question, there is sufficient evidence of a contract.

Pat Mustard

Deleted User wrote: »

Registered office is the designated location for the register of members, the books and records as well as being the nominated and required location for receipt of all correspondence under the Acts or any legal proceedings therefore it would, on a basic first principles basis, be a place where the company regularly conducts its business.

This had occurred to me. I was curious to see if anybody else thought the same. Thank you.

I wonder if there is any caselaw or legislation to back it up and copperfasten this?

Deleted User wrote: »

If there was even the suggestion of an issue with jurisdiction then doing it wherever the registered office of the defendant is located would render it moot as you, as the Plaintiff, would actually be making things easier on the Defendant.

What you write makes sense, and I agree with you in general terms. However, a defendant's solicitor may attempt to argue that no business is carried on there and that the registered office is merely a repository for books, etc.

Thanks again.