Ministers for Health have from time to time arranged for the establishment of limited liability companies under the Companies Acts to provide health services which, because of their nature, the territory over which they were operated or some similar cause, could not be provided conveniently and economically by a local health authority as at present constituted. The practice has been for the Minister to invite a number of individuals to form themselves into a company to perform functions specified in a general way by the Minister. After incorporation, the company would provide the required service in accordance with its memorandum and articles of association as agreed with him.
Usually, the members of these companies and their boards of directors were all nominated by the Minister who invariably appointed the chairman. The bodies established under this procedure are the Medical Research Council of Ireland, the National Blood Transfusion Association, the National Mass Radiography Association, the National Organisation for Rehabilitation, the Dublin Rheumatism Clinic and St. Luke's Hospital, all of which are now operating. To a varying extent, depending on the method of financing the particular company concerned and the sources of its funds, the Minister, through their several memoranda and articles of association, exercises a degree of control over the financial and other operations of all these bodies I have mentioned.
All these bodies have contributed, and continue to make a considerable contribution, to the development of the health services. I must emphasise, therefore, that the introduction of this Bill is not to be taken as reflecting on them or their work. Nevertheless, it cannot be gainsaid that the use of the Companies Acts for the purpose which I have described was not contemplated by those who framed the Companies Acts. Company law is designed to facilitate individual persons who, for industrial or commercial purposes, may wish to form themselves into a corporate entity with limited liability. The Companies Acts were not drawn with a view to the use to which they have been put in the fields which I have outlined.
The acceptance of that opinion makes it necessary to provide a more appropriate statutory basis for the provision and administration of that type of health service which cannot be readily placed within the framework of our existing scheme of local government. The Bill now before the House is designed to provide this more rational, and, I may say, more consistently constitutional, procedure for setting up corporate bodies to administer health services. Under Section 3, the Minister for Health will have power to make an order setting up an organisation to provide a special type of health service. A body so set up will be a corporate entity with all the usual powers of a corporation to enter into contracts, employ officers and servants and so on. The entire procedure will be simpler, speedier and less expensive than the current practice of using the Companies Acts, which, as I have said, were not designed for this purpose. There will be an additional advantage which I shall mention in connection with Section 10.
Section 4 relates to the membership and staff of a corporate body established under the Bill. Special provision has been made under which the machinery of the Local Appointments Commission may be used in the making of appointments to offices under the body. It is proposed also that the code of superannuation applicable to local officers may be applied, with such modifications as may be necessary, to such a section. Furthermore, under the section, if an officer of a corporate body transfers or is transferred to the service of a local authority, service reckonable for superannuation purposes under the corporate body may be allowed in calculating superannuation benefit under the local authority in due course.
Sections 5 and 6 contain detailed provisions in relation to the functions of a corporate body and its administration. Section 7 is included to meet circumstances under which a body established under the Bill may no longer be needed, so that its dissolution becomes desirable. The dissolution of a body might be occasioned by the fact that the service to provide which it had been set up was no longer required, or by the fact that the service had expanded to the extent that it had become practicable to require that each health authority should provide and administer its own such service. With these possibilities in mind, the section provides that, where a corporate body is dissolved, its assets, liabilities, officers and equipment may be transferred to other corporate bodies or to local authorities, as the Minister might consider appropriate.
There seems to be a certain amount of misconception about Section 8. Consequently I would like to emphasise that it is not intended that any of the existing companies which I enumerated earlier will automatically become a corporate body under this Bill. All Section 8 does is to provide a means by which a company can become a corporate body, without having to go through the complicated formalities of the Companies Acts. This, however, can only happen where the Company passes the necessary formal resolution prescribed by subsection (2) of the section.
Section 9 provides for meeting the expenses of the Minister in administering the Act. These expenses should be nominal as they will cover only the administrative costs involved in the making of establishment orders. Section 10, in addition to providing for the laying of Orders under the Act before the Houses of the Oireachtas, requires that a copy of each Order will be sent to each member immediately after it is made. There is also provision for annulment, within seven sitting days after presentation. In other legislation this period is 21 days but Senators will readily appreciate that if a corporate body established for a particular purpose is to get on with its job, it cannot do so if the threat of dissolution by reason of annulment of the relevant establishment order is hanging over its head for the long period which might be represented by 21 sitting days. Under the new procedure the making of the Order will have been brought immediately to the notice of every Deputy and Senator and the period of seven sitting days is not an unreasonable time in which to enable a Senator or a Deputy to make up his mind to move to secure annulment if he wishes to do so.
I mentioned earlier, in relation to Section 4, that there was a merit in the proposed procedure for establishing these special bodies other than convenience, speed and lower cost. It is that under the existing dispensation a Minister for Health can set up any company he thinks fit for the performance of any health function and it is only fortuitously that the fact would come to the notice of members of the Oireachtas. Under the proposed procedure, he must not alone make the Dáil and Seanad, as entities, aware of what he is doing by tabling the relevant Orders but he must put each Deputy and Senator personally on notice. I recommend the Bill to the House for Second Reading.
