Speaking on the Second Reading of the Transport (No. 1) Bill, I think on the 1st May of this year, the Minister, I am glad to say, made it very clear to the House that he was not, at that time at any rate, definitely tied up with the kind of control that is provided for in this section of the Bill. If he looks at the Official Report, he will realise that he indicated his desire that suitable amendments might be drafted and that if such amendments were submitted they would be considered by him on their merits. This small group gave consideration to that promise made by the Minister, in connection with this and other matters, and it is for that reason that this amendment is submitted for the consideration of the House. This kind of control of a huge public undertaking with Government guarantees behind it is a novel one. In my opinion it is a most undemocratic one and is a very risky experiment. I am sure the Minister must realise that. I wonder if Mr. Reynolds, the present chairman, with his experience of the operation of limited control of this kind, is himself satisfied with the experience which he has had since he was appointed or came into office in February, 1942, and if he is satisfied with the nature of the valuable assistance given to him in his difficult task by the four colleagues who were put there as stockholders' directors with the power of office boys?
I suspect that Mr. Reynolds is not very satisfied and in fact I should like to know to what extent, if any, these stockholders' directors have been consulted by him on any matter of importance. In his evidence before the Judicial Tribunal he swore that he had not consulted his four colleagues prior to the meeting on the Thursday before this reorganisation scheme was published. Now the stockholders' directors are supposed to safeguard the financial interests of the existing stockholders and here we have the statement of the chairman on oath that he had not consulted them on the reorganisation proposals that are contained in this Bill. What other matter could he possibly have consulted them upon? If they are not worthy of consultation in a matter concerning the shareholders' interests, the interests they are supposed to represent, then I suggest that a considerable saving could be effected in this scheme when it comes into operation by wiping out these costly ornaments. The scheme in this Bill provides for the appointment of a chairman-dictator and, as far as I can gather, for the appointment of six stockholders' directors, these stockholder directors having as little power in future as they had up to the present time. It is an extraordinary thing that the stockholders' directors under this reorganisation, who will represent only 20 per cent. of the capital value of the new company, will have 85 per cent. of the representation on the board, whereas the chairman, who represents the interest of the taxpayers to the extent of £16,000,000, will be one out of seven. It is true, of course, that the chairman, under the powers conferred upon him in this section will be all-powerful.
If the Minister is still standing for the scheme contained in this section of the Bill—I hope he is not—what is the, necessity for having six stockholders' directors out of a total of seven directors? Apparently the chairman is very anxious to save money. We had an indication to that effect yesterday evening when the Minister suggested that it was for the purpose of saving money that the information contained in the accounts of the company was cut down and that the accounts have been published for the last year or two in the abridged form in which they have been published. If he wants to save money here is a clear case where he can do it. If he still stands for the system of giving the stockholders' directors a majority on the board they can have a majority by having two instead of six, in which case they will be two to one as against six to one. Prior to the appointment of Mr. Reynolds as chairman of this company, in February, 1942, as far as I can discover from the accounts published by the company, every director cost the shareholders of the company not less than £1,000 a year in fees and expenses and in some years they cost a good deal more than £1,000 a year. The chairman in office previous to the appointment of Mr. Reynolds certainly cost more than £1,000 a year, but the ordinary directors, in fees and expenses, cost at least £1,000 a year. If the Minister still stands for the scheme of control contained in this section of the Bill, he can save at least £4,000 per annum by reducing the number of stockholders' directors from six to two and there will still be a majority of two to one, representing stockholders' directors as against the chairman.
I want to know from the Minister, quite candidly, whether any bargain has been made with the directors of the Great Southern Railways Company and the Dublin United Transport Company to put the existing directors into the new scheme and, by doing so, to incur expense which otherwise would not be necessary. They are costly ornaments. They have the glorified title of directors with no more power than that of an office boy.
I referred last night to the fact that the Minister, repeatedly in this House, has made the case that it is the existing directors of the Great Southern Railways Company who are mainly responsible for the mismanagement and bankruptcy of that concern and, automatically, for forcing the Government to take the action which they are taking through this measure. I have listened on many occasions here to that kind of criticism of the old management and I am afraid that the working officials of the company are blamed, wrongly, by many people for whatever mismanagement there has been up to recent times. The working officials of the Great Southern Railways Company, in the same way as the working officials of the Dublin United Transport Company or any other public carrying company of that kind, carry out the orders of their directors. I know of cases where if certain suggestions that were made by the officials of the company had been adopted by the directors, a certain serious position would not have arisen between 1939 and the appointment of Mr. Reynolds. I have said here before, and I repeat, that I know that a certain highly-placed official of the Great Southern Railways Company suggested to the directors that they should purchase coal when there were millions of tons of coal available at a very low price, after the evacuation of Dunkirk, and that suggestion was turned down by the directors.
