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Corcoran v Everyday Finance Designated Activity Company and Ors (Approved)
Factual and Procedural Background
This is an interlocutory application heard in the High Court (sitting in The City), record number 2025 3096 P, judgment delivered ex tempore by Judge Charleton on 5 March 2026. The Plaintiff seeks an interlocutory injunction to restrain Company A and a receiver (Defendant (Receiver)) from selling two properties which were security for a loan advanced under an amended loan offer dated 21 December 2005 to the Plaintiff and a now deceased family member. The plenary summons dated 29 May 2025 seeks injunctive relief and various substantive claims (trespass, defamation, interference with contractual/economic rights, breach of contract, negligence) including a claim against Defendant (Attorney Kean). The loan initially was for €600,000 with a variable interest rate and was secured by mortgage/guarantee over the properties. Company A acquired the loan by deed dated 14 June 2019 and served notice that it was taking over the loan; the Plaintiff challenges Company A's entitlement to enforce by sale.
Legal Issues Presented
- Whether the Plaintiff has shown a fair case to be tried to justify an interlocutory (prohibitory) injunction restraining sale of the secured properties.
- Whether the transfer/assignment of the loan to Company A was valid and sufficiently evidenced for enforcement.
- Whether a condition precedent in the facility letter (confirmation by the borrowers' solicitor of advice under the Family Home Protection Act 1976) was not satisfied, rendering the loan/guarantee invalid.
- Whether equity provides relief to the Plaintiff because the loan was purchased at an alleged undervalue.
- Whether alleged wrongdoing by Defendant (Attorney Kean) or a claim in contribution prevents enforcement or justifies injunctive relief.
Arguments of the Parties
Plaintiff's Arguments
- The transfer/assignment to Company A is not proven because key parts of the loan‑purchase deed are heavily redacted, leaving uncertainty as to who holds the beneficial interest.
- A condition precedent in the facility letter requiring solicitor confirmation of advice (Family Home Protection Act 1976) was not satisfied, invalidating the drawdown and related security.
- The purchase of the loan by Company A (or predecessor) was at an undervalue, and equity should intervene to limit recovery.
- The Plaintiff asserts various causes of action against Defendant (Attorney Kean) and contends that those alleged wrongs affect enforceability or warrant injunctive relief.
Defendants' Arguments
- Company A exhibited the transfer instrument and gave notice and correspondence ("hello" letter) evidencing that it took over the loan and is entitled to enforce it; registration of the transfer occurred.
- There is no evidence that Defendant (Attorney Kean) failed to supply the required confirmation; the Plaintiff's affidavits state ignorance rather than positive proof.
- The condition precedent is for the lender's benefit and was waived or rendered inapplicable by conduct (drawdown and acceptance of funds).
- No equitable doctrine supports cancelling recovery merely because the loan was purchased at a discount; courts do not examine adequacy of consideration in this context.
- Contribution principles do not justify restraining enforcement against the Plaintiff and do not support the injunction sought.
Table of Precedents Cited
| Precedent | Rule or Principle Cited For | Application by the Court |
|---|---|---|
| Hoey v Waterways Ireland [2021] IESC 34 | Test for interlocutory (prohibitory) injunctions: whether a fair, bona fide question is raised and related guidance on strength of case. | The Court relied on Hoey as framing the first requirement (fair case to be tried) and the appropriate approach to the strength of the applicant's case. |
| Merck Sharp & Dohme Corp v Clonmel Healthcare Ltd [2019] IESC 65; [2020] 2 IR 1 | Principle that injunctions preserve the status quo so justice can be done at full hearing; guidance on injunctive relief. | The Court invoked Merck Sharp & Dohme to explain the purpose of injunctions (preservation of situation pending trial) and to situate consideration of balance of convenience. |
| Campus Oil v The Minister for Industry (No 2) [1983] IR 88; [1984] ILRM 47 | Historical test: whether a fair, bona fide question has been raised sufficient for interlocutory relief. | The Court treated Campus Oil as consistent with Hoey and applied its concept of a fair and sensible case to be tried. |
| Fanning v Public Appointments Service [2015] IEHC 663 | Listed among authorities on interlocutory injunction principles. | Cited in the Court's survey of authorities considered in Hoey; no distinct additional application recorded in the opinion. |
| O'Gara v Ulster Bank of Ireland DAC [2019] IEHC 213 | Listed among authorities on interlocutory injunction principles. | Referenced as part of the authorities considered in Hoey; not separately applied beyond that contextual citation. |
| Educational Company of Ireland v Fitzpatrick [1961] IR 323 | Older authority cited on equitable/interlocutory principles. | Included in the judicial list of relevant authorities; the opinion does not record a specific novel application. |
| Esso Petroleum Co v Fogarty [1965] IR 531 | Older authority cited on equitable/interlocutory principles. | Included in the authorities considered; no distinct separate application recorded in the opinion. |
| Pepper Finance Corporation (Ireland) DAC v Moynihan [2024] IEHC 625 | Authority on the problem of heavily redacted transfer deeds and the court's inability to interpret or rely on them. | The Court relied on Moynihan's observations (as to redaction rendering a deed meaningless) in considering whether the exhibited deed established Company A's entitlement; Judge Charleton concluded the redactions here did not prevent understanding the operative effect. |
| Pepper Finance Corporation (Ireland) Ltd v Macken [2021] IECA 15 | Cited for the appellate observations on redacted mortgage sale deeds and evidential sufficiency. | Referenced as supporting authority for the proposition that a deed must be exhibited in a meaningful form; the Court considered it in assessing the exhibited deed's adequacy. |
| Allied Irish Banks Plc v Murray [2019] IEHC 294 | Analysis that a condition precedent requiring confirmation of legal advice is for the bank's benefit and can be waived; practical application to drawdown. | The Court regarded Murray as binding and applied its reasoning to hold that the condition precedent could be waived or was for the lender's benefit, undermining the Plaintiff's contention. |
| ACC Loan Management v. Sheehan [2016] IECA 343 | Cited in discussion of waiver/operation of condition precedent (noted as a surprising decision). | The Court noted the decision but held that, on the facts, the Plaintiff's point on the condition precedent failed for reasons consistent with Murray. |
Court's Reasoning and Analysis
The Court proceeded by applying the established interlocutory injunction framework: (1) identify whether a fair and sensible case to be tried is demonstrated (Hoey/Campus Oil); (2) consider whether damages are an adequate remedy (real property made damages generally inadequate); and (3) balance of convenience. The central contested matters were (a) evidential sufficiency of the transfer to Company A; (b) whether the facility letter condition precedent (solicitor's confirmation under the Family Home Protection Act 1976) was unmet; (c) whether equity provides relief for an alleged undervalue purchase; and (d) alleged claims against Defendant (Attorney Kean) and contribution principles.
On the transfer, the Court examined the deed (dated 14 June 2019), the notices given to the Plaintiff (20 June 2019) and subsequent correspondence (28 June 2019 "hello" letter) and concluded that, although some material had been redacted, the instrument and surrounding documents sufficiently demonstrated the nature and effect of the transfer and that registration had been effected. The Court distinguished the present redactions from the heavily redacted deed criticised in Moynihan, concluding the redactions here did not render the instrument meaningless.
On the condition precedent, the Court held there was no evidence that Defendant (Attorney Kean) failed to provide the required confirmation; the Plaintiff's affidavit averred ignorance only. Further, following Allied Irish Banks v Murray, the Court regarded the clause as for the lender's benefit and liable to waiver by conduct (drawdown), so it did not invalidate the transaction.
The equitable argument that a purchaser at an undervalue should be limited was rejected: the Court found no authority or equitable maxim to support cancelling enforcement on that basis and noted the market reality of distressed loan sales and the long-standing rule that courts do not assess adequacy of consideration in contract.
The claim based on contribution or other alleged wrongs by Defendant (Attorney Kean) was held too vague and legally inapposite to prevent enforcement; any claim against Attorney Kean could be pursued separately but did not justify an interlocutory injunction.
Holding and Implications
APPLICATION FOR INTERLOCUTORY INJUNCTION REFUSED
Direct effects: the Plaintiff's application to restrain Company A and the receiver from selling the secured properties was dismissed; Company A may proceed with its enforcement/realisation remedies subject to normal litigation consequences. The Court made no order for costs in favour of Company C (the original lender) and awarded costs of the interlocutory motion to Company A. The Plaintiff remains free to pursue substantive claims (including any claim against Defendant (Attorney Kean)) at trial, but the Court indicated it saw no realistic prospect that interlocutory relief should have been granted and did not identify the decision as creating a new legal precedent.
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