Irish Takeover Panel Act, 1997

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Judicial review of certain acts of Panel.

13.—(1) A person shall not question the validity of—

(a) a rule under section 8 ,

(b) a derogation from, or waiver of, such a rule, granted by the Panel under section 8 (7), or

(c) a ruling or direction of the Panel under section 9 ,

otherwise than by way of an application for judicial review under Order 84 of the Rules of the Superior Courts ( S.I. No. 15 of 1986 ) (in this Act referred to as “the Order”).

(2) A person shall not question, by the means aforesaid, the validity of a rule under section 8 unless and until the Panel makes a ruling or gives a direction under section 9 in relation to a takeover or other relevant transaction to which the person is a party, being a ruling or direction the basis for which is, in whole or part, the said rule (in subsection (3) referred to as “the related ruling or direction”).

(3) An application for leave to apply for judicial review under the Order in respect of a rule, derogation, waiver, ruling or direction referred to in subsection (1) shall—

(a) subject to subsection (5), be made within the period of 7 days commencing on—

(i) in the case of a rule, the date on which the related ruling or direction is made or given,

(ii) in the case of a derogation, waiver, ruling or direction, the date on which the derogation, waiver, ruling or direction is granted, made or given,

(b) be made by motion on notice (grounded in the manner specified in the Order in respect of an ex parte motion for leave) to—

(i) the Panel,

(ii) if the applicant for leave is not the offeror (if any) concerned, the offeror (if any) concerned,

(iii) if the applicant for leave is not the offeree (if any) concerned, the offeree (if any) concerned,

and such leave shall not be granted unless the Court is satisfied that there are substantial grounds for contending that the rule, derogation, waiver, ruling or direction is invalid or ought to be quashed.

(4) The Court may, before hearing an application referred to in subsection (3), direct that notice of the application be also served on such persons as the Court may specify.

(5) The Court may extend the period referred to in paragraph (a) of subsection (3) within which an application for leave to apply for judicial review under the Order may be made in relation to a matter referred to in that subsection if, but only if, it is satisfied that—

(a) the failure by the applicant for the extension to make such an application for leave within the period aforesaid was not due to any neglect or default of that person or any person acting on his or her behalf, and

(b) the extension of the period aforesaid would not result in an injustice being done to any other person concerned in the matter and for this purpose the Court shall have regard to—

(i) where appropriate, the length of time that has elapsed since any takeover or other relevant transaction to which the rule, derogation, waiver, ruling or direction, the subject of the intended application for leave, relates, or any step of a substantial nature in the effecting of such a takeover or other relevant transaction, has been completed,

(ii) the nature of the relief that could ultimately be granted to the applicant for the extension on an application for judicial review under the Order; for the purpose of this subparagraph the Court shall, in particular, have regard to the terms of section 15 .

(6) The determination of the Court of an application for leave to apply for judicial review as aforesaid or of an application for such judicial review shall be final and no appeal shall lie from the decision of the Court to the Supreme Court in either case save with the leave of the Court which leave shall only be granted where the Court certifies that its decision involves a point of law of exceptional public importance and that it is desirable in the public interest that an appeal should be taken to the Supreme Court.

(7) Subsection (6) shall not apply to a decision of the Court in so far as it involves a question as to the validity of any law having regard to the provisions of the Constitution.

(8) Notwithstanding that an application for leave to apply for judicial review under the Order, or an application for such judicial review, is pending or the period specified in subsection (3) within which such an application for leave may be made has not expired, the Panel may apply to the Court for, and the Court may grant, an order providing for such interim or interlocutory relief in the matter concerned as is appropriate in the circumstances.

(9) References in this section to a ruling or direction of the Panel under section 9 shall be construed as including references to a decision of the Panel under that section to revoke or suspend such a ruling or direction.