EY vs EYME

This case involved a dispute between EY and EYME over access to audit documents, with EY claiming a contractual right to these documents, which EYME contested, citing UAE law and confidentiality concerns.

TLDR:

• EY sought access to audit documents held by EYME.
• EYME argued against disclosure citing UAE law and confidentiality.
• The ADGM Court ordered EYME to disclose the documents, subject to certain protections.

In this case, EY (Ernst & Young) filed an application against EYME (Ernst & Young Middle East) seeking access to audit documents related to NMC PLC and its subsidiaries. EY argued that they had a contractual right to these documents, which EYME was wrongfully withholding. EYME contended that UAE law prohibited them from providing the documents without consent from the relevant entities within the NMC Group.

On May 19, 2023, Dias J conducted a hearing in the English proceedings regarding the disclosure of these documents. Dias J emphasized the importance of the documents and urged the parties to cooperate in obtaining them. EY was ordered to serve a witness statement explaining their contractual right to access the documents and why EYME was resisting.

In a witness statement dated June 1, 2023, Ms. Clare Milner of EY stated that EYME declined to provide access, disputing EY's contractual right and citing UAE law. EY was preparing an application in the UAE to enforce its rights, which was pending in the on-shore Abu Dhabi Courts.

EYME argued that they were being unfairly targeted by both NMC PLC and EY, and that disclosure of the documents could prejudice their reputation. The court was not convinced by this argument, noting that EYME's work would likely be examined and might be criticized in the English proceedings.

EYME also suggested that the documents could be obtained through other procedures, such as a letter of request under English procedure. The court rejected this, stating that the availability of an alternative procedure did not preclude an order under the Insolvency Regulations (IR).

EYME further argued that disclosure would contravene UAE law and public policy. The court considered these arguments but was not persuaded that an order would offend public policy or that the risk of contravention was significant.

The court acknowledged the broad scope of the JAs' (Joint Administrators) requests for documents but found that the requests were justified. The court ordered EYME to disclose engagement letters, full electronic client and matter files, audit files, and documents related to specific engagements, including Project Nightingale and a financial review conducted in response to shareholder allegations.

The court also provided a mechanism for EYME to raise specific concerns about contravention of UAE law, allowing the court to weigh the importance of the documents against the risk to EYME.

Legal representatives: Mr. A Brocklebank for EYME, Mr. J Beswetherick for EY

Judicial Panel: Registrar Linda Fitz-Alan

Case Citation Reference: [2023] ADGMCFI 0013