Caan and Ramus abused our trust, alleges Ryan

James Caan abused the trust of two Synergy Group directors, the High Court has heard.

Tue, 11 Jun 2013James Caan abused the trust of two Synergy Group directors, the High Court has heard.

Kieran Ryan, one of the two directors of Synergy Group who is suing James Caan’s Human Capital Investment Group (HCIG) for over £5m, told the High Court: “We trusted James Caan and we trusted Tristan Ramus [chairman of HCIG] and they absolutely abused that trust – that’s a fact.”

HCIG is part of Caan’s Hamilton Bradshaw (HB) Group of companies.

Ryan, who was chief executive officer of the Synergy recruitment and training consultancy after joining it in 2009, and Patrick Hanlon, who founded Synergy Group in 1997, claim that Caan reneged on a business deal, after HCIG acquired Synergy Group out of administration in May 2011.  

The two executives claim that Caan promised to give them each 20% of the new business, and that after the deal went through, HCIG refused to give them what they claim had been agreed.

Ryan described the removal of the cash element of the deal by HCIG as “a bombshell”.

Earlier, Tom Braithwaite, representing HCIG, questioned whether the two men had a legally binding agreement with HCIG. Ryan told the court: “I did consider myself to have a legally binding agreement with HB after a telephone conversation with James Caan on 14 May 2011.” And following a meeting with Caan on 19 May during which they shook hands, he added, “as far as we were concerned we had an orally binding agreement”.

Asked by Braithwaite why “within five seconds” of Ryan coming to what he believed was an “orally binding agreement” with Caan, Caan had said to Ryan ‘Don’t go backing another horse’, Ryan replied: “Obviously he was paranoid. He was worried he wouldn’t get it [Synergy].”

Earlier, under questioning from Braithwaite, Hanlon accepted that he had breached confidentiality in showing the heads of contract (the terms of the agreement) between Synergy and HCIG to Sanctuary Personnel, another recruitment company interested in doing a deal with Synergy.  

Hanlon denied Braithwaite’s suggestion that Hanlon was playing HCIG and Sanctuary Personnel off against each other to get a better deal. “It looks like that but it wasn’t,” Hanlon said. “I had committed myself to Hamilton Bradshaw.”

Hanlon said that he and Ryan were “absolutely devastated” when told that they wouldn’t be receiving the 20% of shares in the new company that they had expected. “We were hung, drawn and quartered before we were able to respond,” he said.

Lawrence Phillips, a partner at law firm Blake Lapthorn, which advised Synergy during negotiations on the deal with HCIG, told the court that despite the heads of terms document stating “not exclusive and not to be legally binding between the parties”, he believed Ryan and Hanlon thought they had a legally binding agreement with HCIG. “I thought my clients thought they had a binding agreement.”  

He admitted that he did not point out to the two men that the heads of terms document stated that it was not legally binding between the parties, telling the court that he “did not alert” them.

He added: “The fundamentals of the bid were set out, it was clear that they would get 20% each and they were going to assist Hamilton Bradshaw to get the company.”

The case continues.

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