There are reasons we should deal with the company law Report if possible so, with the indulgence of the Committee, may we take it now?
Company Law, Formation of Public Companies and the Maintenance and Alteration of their Capital.
Before we take this matter, let me just say that I have never expressed any dissatisfaction with the way the Minister and the Department of Finance have handled the regional fund. It appears that at Question Time today my colleague, Deputy Herbert, implied that I expressed those views.
We are dealing with a Report on company law now.
We have not started it. I just wanted to make that statement since I will not have another opportunity of doing so.
I think the Dáil is the place for doing that.
Question Time is not on now.
The Dáil is sitting. You could raise it on the Order of Business tomorrow morning.
I must be in Europe in the morning.
I am afraid that we could not entertain it here.
I just wanted to put it on record.
Well, I cannot strike it off the record. In asking the Committee to deal with this Report now—it is important that we should because the proposed Directive itself is going to be dealt with in a matter of week and I would very much like that the Oireachtas and the Irish public would have this Report in advance of the decision—I can assure you that the Report has been carefully drafted. We are very indebted to Senator Alexis FitzGerald for bringing his very great reservoir of experience and knowledge to bear on this Report. It has his imprimatur.
We had a number of meetings on this matter.
Yes. It was discussed fairly thoroughly. I recommend the Report. I think it completely expresses the views which we were able to distil at the sub-committee meetings. Is there any particular aspect of the Report which anybody would like to raise?
The second Directive is very important. At one stage it looked as if it would be a very devastating one for Irish companies but there was an amendment to the 1972 proposals and private companies in Ireland and the United Kingdom are being excluded subject to the fact that they will be specifically designated as private companies. It is my understanding that this will necessitate an Irish companies Act in order to distinguish between public and private companies so that the Directive will not apply to private companies. This is extremely important because if the provisions applied to private Irish companies it would change the whole pattern of private companies in Ireland. I think that the proposals for the Directive are acceptable and important. It is appropriate that there be a minimum paid-up capital for significant public companies in order to create confidence and in order to protect creditors.
Senator Robinson has put it very clearly. Perhaps the most important reservation we might have about this directive is the situation of private companies. That can be catered for by legislation which, we understand, from the Department it is the intention to introduce.
It looks as though the reference in relation to the minimum paid-up capital to the need to bring in national legislation, increasing the amount of the minimum paid-up capital to cater for inflation, may be a very relevant factor here. We might take that into account in our national legislation. It would probably be better to provide for more than the minimum now rather than having to bring in legislation in a short time catering for inflation.
That is the intention.
That applies to Britain as well?
Yes.
In other words, to increase the minimum figure for paid-up capital from £3,500 on a pro rata basis.
Ireland and Britain are both bringing in separate legislation. That is the idea.
It is the view that the English Act would be, more or less, in pari materia with the Irish Act. It is rather like the 1948 Act with our Companies Act here.
The only thing which I would be concerned about here is that our Companies Act was, basically speaking, a private companies Act. The committee which sat on company law made that quite clear because there were certain concessions given under our Act to enable private family companies or family-owned businesses to run their business in a reasonable way without being covered by too many structures and restrictions. I hope that is not lost sight of in relation to the implementation of this Directive.
No, I think that in our discussions with the Department it was made quite clear they were aware of that. May I take it that we are in agreement with the terms of this Report?
Yes.
Is it intended to table the submission of the Incorporated Law Society with the report?
It is not necessary.
Paragraphs 1 to 15, inclusive, agreed to.
Draft Report agreed to.
Ordered : To report accordingly.
That concludes our agenda. I want to thank you all very much for the very expeditious way in which we got through this very heavy, technical and difficult agenda. The reports which we will now issue and lay before both Houses of the Oireachtas will be of very considerable use to a great many people outside the Oireachtas as well. Thank you very much.
The Joint Committee adjourned at 6.20 p.m.