The purpose of the Bill is to provide for an increase in the authorised share capital of ICC Bank and to put in place the enabling provisions required to facilitate the future sale of ICC Bank subject to the approval of the House at the appropriate time.
As Deputies may be aware, the Government decided in mid-1998 to dispose of the State's interest in ICC Bank plc because of the fundamental changes in the banking sector and the economy generally. Following this decision, a sale process was initiated and the House will recall that the Minister for Finance suspended this temporarily in December last year. At that time, the Minister asked the board to review all the options for the future and he reiterated his view that the status quo was not an option.
The board has carried out such a review and recommended that the bank should pursue the option of seeking a strategic partner or an outright sale because it would benefit from access to capital, broader expertise and, possibly, international opportunities. The staff of the bank fully supported this view and the Minister has mandated the board to explore the options in relation to this course of action. He has also authorised the board to oversee the negotiation of a new employee share ownership plan which was provided for in the ICC Bank Act, 1999, last year.
The negotiations have been completed. The ESOP has been agreed and the employees accepted it by ballot on 9 October. The ESOP, which is being put in place in the context of a sale, consists of a 14.9% stake in ICC, of which 5% is in return for change in the bank and 9.9% is being purchased.
One of the main purposes of this Bill is to provide for an increase in the authorised share capital of the bank. The current authorised share capital of £40 million has been largely subscribed. The bank is continuing to grow strongly and as long as it remains in public ownership, the shareholder has to provide the necessary share capital. It is the Minister's intention to subscribe for the shares available to him in a £15 million rights issue which the Bank intends to carry out following the enactment of this legislation. The other objective of the Bill is to put in place the enabling provisions to facilitate a change in ownership.
ICC Bank has expanded steadily and has enjoyed consistent profitability. While the State has made equity investments totalling £36.9 million over the years, the bank has grown through retained profits and deposits and loans to a stage where its balance sheet now amounts to more than £2.8 billion. In 1998, the bank made pre-tax operating profits of £23 million. ICC announced its interim results in April of this year. These showed pre-tax profits up by 64% to £18.3 million and the cost to income ratio reduced to 35.8% from 47.1 % for the same period last year. In any assessment of the contribution of ICC Bank, its performance in the venture capital field deserves special mention. It has had a pioneering role in the provision of such funding in Ireland and the bank continues to hold a market leader role in the venture capital area, an area which is vital to ensure the continuance of the accelerating development of Irish SMEs.
The strong performance of the bank during the last 12 months shows it is in a strong position. It confirms the strengths of the bank in its specialist market segments. I have every confidence in the bank going forward. However, I see the long-term future of the bank being best served by a change in ownership and both the Minister and I would like this to happen sooner rather than later. The skills and expertise in ICC will be best used under the umbrella of a bigger commercial operation. The board, management and staff of the bank are all agreed in this.
I will now turn to the main provisions of the Bill. Section 1 is the definitions section and is self explanatory. Section 2 is a standard provision in relation to the expenses of the Minister. Section 3 provides for an increase in the authorised share capital of the bank from its current limit of £40 million to £80 million. It is the Minister's intention, as he has already indicated in public, to make sure that the bank remains adequately capitalised as long as it remains in State ownership. Almost £37 million of the current limit has been subscribed. He proposes, following the enactment of the legislation, to subscribe a further £15 million which will meet the present needs of the bank.
Section 4 provides for the disposal of shares by the Minister for Finance. It also currently provides that a motion for approval by the House is required in the event that any disposal of shares would result in the Minister's shareholding dropping below 50%. Following concerns raised by the Opposition, particularly by Deputy Noonan, I have reflected on this provision and I intend to introduce an amendment on Committee Stage which will provide that a disposal of shares, other than those for the ESOP, will require a motion of approval from the House. I trust that this will meet the concerns expressed. There is no proposal before the Minister for Finance from the board at present, but he would like to be in a position to react quickly should any such proposal emerge. I hope the motion of approval will meet the concerns of the Deputies in this matter.
Section 5 provides for the continuation of existing guarantees given by the Minister. No guarantees will be given in the future and the amount which is subject to guarantee will continue to be reduced as existing facilities expire.
Section 6 is a standard provision requiring ICC Bank plc to take relevant action to alter its memorandum and articles of association in the context of the Companies Acts to make them consistent with the terms of the Bill.
Section 7 and the accompanying Schedule to the Bill will only come into play if and when the bank is sold. This section provides for the repeal of the ICC Bank Acts, 1933 to 1997, and the deletion of references to ICC in other legislation. The purpose of these repeals and deletions is to ensure that ICC Bank, once sold, will operate on the same basis as any other private commercial bank. They will be given effect by ministerial order under section 8(2) of the Bill. The relevant order will not be made until ICC Bank plc is formally granted a licence by the Central Bank.
Section 8 gives the Short Title and commencement provisions.
I commend this Bill to the House.