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Seanad Éireann debate -
Thursday, 14 Mar 1991

Vol. 128 No. 2

Sugar Bill, 1990: Second Stage (Resumed).

Question again proposed: "That the Bill be now read a Second Time."

I was talking about jobs in Tuam. I would like to reiterate that I believe jobs should be made available in Tuam. There has also been the closure of the Thurles factory and while I know there are some jobs there, there is a target of something like 384 jobs for 1992. Hopefully, that target will be met because Thurles is a town much in need of employment. It is not a town with industry and its hinterland relied on the Sugar Company and related activities over many years.

I wish to make reference to the annual report of the Irish Sugar Company. In 1989-90 the average annual employment in the group was 1,757 at a total cost of £33.2 million. That is very significant. It shows the considerable employment content and the amount of money in circulation as a result of that employment. There were 1,556 people employed in 1988-89 at a cost of £28.7 million. One could go on and on. There is some very interesting information in the annual report but I am sure it is something everybody here has read.

The Sugar Bill is primarily to provide for certain matters relating to the restructuring of the Sugar Company. The primary function of the legislation is to provide for a restructuring which will enable the company to pass from State owned to a more widely diffused ownership in partial privatisation. Before one enters into discussing the Bill in any detail which we will be doing at an early date, there are a number of general points in relation to the processes which I believe are very relevant and should be made. I have referred to some of them already.

First, there are questions that have to be asked in relation to certain matters concerning growers, workers, and we must, above all, get firm assurances on these. The Sugar Company are now a public limited company with an issued share capital of £66 million comprising of 65.5 million ordinary shares of £1 each and 0.5 million of 6 per cent cumulative preference shares at £1 each. The Minister for Finance holds all these shares as of now with the exception of a small number of qualifying shares held by the directors which amount to something less than 0.5 million preference shares.

As I have said already, the company while mainly involved in the process of sugar engaged in other activities. They have almost 100 per cent of the market for sugar in the State, 70 per cent of the market in Northern Ireland and a small market for industrial sugar in the United Kingdom. The company are also involved in the food sector in recent years and there have been a number of acquisitions in the food sector area.

I made reference to the acquisition of the Odlum share of 50 per cent and there is provision for the acquisition of a further 50 per cent of that operation. Agricultural trading has become a very important feature for the Irish Sugar Company. I understand Thurles could be developed very fully along the lines where it would present a very appropriate location for some developments there in conjunction with other suitable businesses. The company have reported net profits on ordinary activities since 1986 and had a record after-tax net profit of £15.35 million in the year ending September 1989 compared with £11.8 million in 1988.

During the period of recovery profits were applied in reduction of borrowings and large cumulative losses which had been incurred prior to 1986. Turnover in the year ending September 1989 was £216 million which was made up in the following way: the sugar division, £125 million; the food division, £34 million; agri-trading division, £57 million. The turnover consists, and this is very good, largely of Irish sales with only £36 million accounted for by sales outside the State. The financial results of the Irish Sugar Company for the year ending September 1990 again are quite encouraging. It is against that kind of background that we are now approaching a situation where the company being partly handed over to private ownership.

We talked about the equity which the Government contributed over a number of years. They contributed £20 million in 1983; £9 million in 1987 and £30 million in 1982. This was a major injection which brought the total Exchequer equity to £65.5 million. This has been, and continues to be, a considerable cost to the State. On that large amount of money a dividend has not been paid because of the legal ban on such payment until cumulative losses have been cleared. In addition, because of protracted loss-making the company have paid little corporation tax. This proposed legislation, when and if enacted, will at last enable the State to get some return for its investment; and the State getting it means the people of the country getting it. I think this is highly important. This will be achieved through the sales of shares and the payment of dividends on the residual Exchequer shareholding following the proposed flotation. There are various options to be considered by groups and committees who are putting the finishing touches to this operation at this time.

One could continue the present operation, but I do not think it is a desirable option and it should be departed from. That approach of continuing the present line would be appropriate if the company was prepared in the long term to remain in a static rather than a dynamic position. We do not want to have it in a static position; we want to have a dynamic approach in it. Therefore, we must move forward.

There will be significant changes in the context of the Community sugar regime, the outcome of the GATT negotiations and the fact that in Europe the terms of the company will be of vital consequence. We must also recognise that for 5,000 growers of sugar beet this industry is very important. There are 82,000 acres approximately used for the growing of sugar beet by 5,000 growers. I think it is safe to say that, even taking milk production into account, in the last year the production of sugar beet was the most lucrative line of farming. Regrettably, we are tied to a quota arrangement, to which I referred earlier. We must make sure that we retain that A quota and B quota; but at the same time it does provide significant relief to a very depressed farming community, a significant relief to at least 5,000 of our farmers.

Recently I had discussions with some farmers involved in the growing of beet. They had just a few points of concern which I want to raise. The first is this. It is understood that the first board will be appointed by the Minister, be it nine directors or whatever the number is, I am not certain. I would ask the Minister: will the next board and chairman be appointed as in any other company by the shareholders at an annual general meeting? It is highly important and desirable that that be the case. That should show an absolute involvement on the part of all concerned that the shareholders would have that right to appoint the chairman and board members at an annual general meeting, which, I would like to think, after this legislation has gone through, would be held at a reasonably early date after the board have been appointed by the Minister. I accept the appointment of these directors in the first instance, but I would urge that the first annual general meeting would not be left too long. The beet and vegetable division of the Irish Farmers' Association — they may have had discussions with the Minister in the recent past — obviously have discussed this matter in depth. They are extremely concerned that their right of negotiation, which they have at present, would continue and that there would be no interference whatsoever with the existing process for negotiation. I am familiar with the negotiation machinery that has successfully operated for the benefit of the company and of the growers over a number of years and there should not be any interference with that.

There is one other very important point, that is, that farmers are paid a due and just reward for the amount of sugar extracted from the beet. I think this is highly important. This can be, as we all know, depending on climate and so forth, a very variable thing. It is of paramount importance, and deserving of putting on the record here today, that, first, we have our board appointed at the AGM; secondly, that we have our negotiating machinery between the growers and the company continue in a meaningful form, as it exists today; and, thirdly, that growers are paid fully and adequately for their sugar beet.

It is essential that the existing growers' negotiating rights be protected — not just the price but their quota, contract distribution and redistribution, including the right of all existing contract growers to hold and maintain their contracts. In addition the growers' consent must be necessary to prevent the removal of any quota from Ireland. One could not over-emphasise the importance of the quota for this country and I think all concerned — and, I am sure, the Government, too — would have a positive and active interest in ensuring that. I have referred already to the necessity for a fair and equitable share of the total sugar extracted from the beet and the crowns to be paid to the growers of the crop.

Following their last meeting the company now propose to look positively at the problem of extractability after 1991 as part of a proposed new quality payment for beet. My recognition of the growers' claim is very positive and I assume that the Minister shares that point of view. The beet growers' representatives were a bit disappointed that there has so far been no tangible concessions given on this issue for 1991, a crown tare concession. That is something we can discuss on Committee Stage. It is a little bit disappointing that the company have so far failed to resolve the outstanding dispute with the growers on sugar extractability payment prior to privatisation, because I think this is the time to do it; but it has not happened. Perhaps the Minister could elaborate on this matter. It is of national concern at this time. This company about to be set up and to be known as the Greencore plc should have the very best regulations governing it on its establishment. In the first instance, we know in regard to the new company, Greencore plc, that the directors are going to be appointed by the Minister. As I have already said, I would like to believe they will be appointed subsequently by the growers, the workers and all the shareholders at an early annual general meeting.

This is worthwhile and progressive legislation. There are a number of amendments which hopefully will be taken on board. I would like to pay tribute to the excellent work of the chief executive, Mr. Comerford, in bringing the Sugar Company to a position of good growth and good health, economically, financially and otherwise, and to his board as well, but particularly to Mr. Comerford and his staff who have worked very hard in changing the position right around.

I welcome this legislation. While some people outside this House may not see how important it is, my colleagues and I certainly do. The speakers up to now have confirmed this. I do not like the word "privatisation"; I am going to use the word "restructuring." I think that is what it is about. Senator Hourigan in his closing remarks paid tribute to the present chairman and chief executive of Siúicre Éireann. I would also like to pay tribute to the chief executive and, indeed, to all who have served the Sugar Company.

Some colleagues of mine here yesterday had trouble in taking this Bill on a Friday. I am not allowed to comment about their absence, but one has just to look around. If this Bill was to come into this House even on a Sunday, I would see it as important enough to be present to take it. We have here a whole new regime that surely must be to the benefit of our workers, the growers and the nation. That is how important this legislation is.

Senator Raftery — a distinguished Senator of this House, for whom I have special regard — in his address earlier today was commenting on the Taoiseach's new realism, that he was a convert to——

Restructuring.

Restructuring. In fairness to the Taoiseach, if he believes something is for the good, he is prepared to change. In his opening remarks Senator Raftery may have given the wrong impression, but someone as distinguished in the field of agriculture as the Senator later made it quite clear that he welcomed the Taoiseach's new thinking on this.

I would pay tribute to the unions for the role they played in making this legislation possible. I find it extraordinary at times that strong members of trade unions who serve in both Houses cannot give credit or trust to union members who take part in talks and put in place agreements which result in legislation that is to the benefit of all. I say that with the greatest respect to my colleagues who have commented on who took part and who put this in place. I am big enough — and I did it last week — to pay tribute to the top men in unions who have also perhaps shown new thinking in putting jobs for people in place. Surely that is our role also.

I have long associations with the Sugar Company. This might give away my age, but I do not mind because it is in all the books. I was lucky enough to be the daughter of the first Irishman to be appointed machine master in Carlow sugar factory. He replaced Zabalesky, at the time, who was a Czech. The man beside him was Neerman who was a Belgian. I have long associations and lovely happy memories of the Sugar Company and of my late father's connection with it. It was during the war years and there was a bond with the workers which, I am quite sure, has stayed in place right down through the years, because I have checked back on families concerned.

The Sugar Company will not cease to operate. This seemed to be the worry of some people. It is only right that we should pay tribute to all the workers down through the years in Carlow and Thurles for their extraordinary long hours. It was a tough job. I do not think it ever became easier. Perhaps with new machinery it may have become a little easier. I would also like to pay tribute to the beet growers. It may well have been some of the toughest money ever earned by the small farmers of this nation.

I understand that about 12 years ago the Sugar Company had 2,400 employees, then rationalisation took place and the figure was reduced to 1,700. I understand that if this new company is a success, which we must ensure it will be, they will continue to process sugar and vegetables and continue grain milling. I would hope then to see the workforce increased and perhaps with more guaranteed job security.

I understand that the Minister for Finance will hold a 45 per cent share in the new company and that the Minister for Agriculture and Food will hold this famous golden share. The Minister for Agriculture and Food has responsibility for this very important quota.

I always have some worry with legislation where two Ministers are involved. I want to know where the buck stops if something goes wrong with this legislation and who is responsible for what. I would like to have seen the Minister for Agriculture and Food having more responsibility in this legislation, no matter who the Minister was. We have a £200,000 quota. My friend, Senator John Ryan, was worried about this a while ago and he asked could some of this quota move out of the Irish company. It is the Minister for Agriculture and Food's responsibility to see that that does not happen. We have, I understand, 5,000 beet growers and some 82,000 acres under beet. Most of those are small families. That was the situation and I presume it still is the situation. It is our responsibility to make sure that they are protected and that this legislation will be to the benefit of the worker and the grower. Senator Dardis was also worried that there might be more concern about the worker than the grower. I would worry also about the growers, because if we do not have the growers we do not need the employees.

I welcome the attitude of the Minister, Deputy O'Kennedy, in regard to accepting amendments. This is what the Houses of the Oireachtas are all about. I understand he accepted amendments to section 6. That was a section also that Senator John Ryan had concerns about. In his opening address here today, Minister Kirk said:

Concern had been expressed regarding the rights of employees following flotation. The position is that the workers' interests are protected under the European Community's (Safeguarding of Employees Rights on Transfer of Undertaking) Regulations, 1980. However, in order to further reassure workers on this point I have inserted, by way of amendment on Committee Stage in the Dáil, section 6 in the Sugar Bill, 1990, which underlines the rights of employees.

Speaking on Second Stage in the Dáil on 30 January 1991, the Minister, Deputy O'Kennedy, said, at column 802:

Neither workers nor suppliers have anything to fear from the flotation. On the contrary, the overall strengthening of the financial base of the company arising from the flotation can be to their advantage only. Beet growers and employees of course will approach certain individual issues from a different perspective to that of the company. There will always be negotiations on matters such as prices and wages. However, in a growing and profitable company — such as I expect Greenvale to be — these matters should continue to be capable of resolution without particular difficulty.

I welcome the attitude of the Minister and his senior officials in accepting amendments and in listening to people in the Dáil who had opinions on his own Bill. I would like the Minister to tell us what protection there will be for this company in the years ahead. I know that he did not interfere, nor did previous Ministers for Agriculture, in the company we are leaving behind us. I suppose it is the board who will protect the company from now on. It is the Minister for Finance, I understand, who appoints the board. I would hope that it would be in consultation with the Minister for Agriculture and Food that that board would be put in place.

Somebody said today that this Bill was only about shares and money and was only for people with money. I do not think that is quite true. In fairness to all of us, I would hope that our concern would be for the workers of the company as well as the beet growers and not just for people investing just for investment sake. I have the same interest as Senator John Ryan has in the future of the whole company. I would be in the same category as Senator Ryan. I do not have this big money that some people have. I am lucky to have the job I have and I do it well.

I note that the workers get £250 worth of shares as a type of gift and then they get a discount on the purchase of further shares. I welcome that. I welcome legislation that allows the people who make it all possible to participate. I was one of the first in my party to think that this should have been done long ago. The farmers also are allowed shares with the 20 per cent discount; but I understand they do not get the gift shares that the workers get.

This is something I want the Minister to explain in his reply. This golden share hits me every time I pick up a paper. Yet today I heard the Minister say that other shares held by the Minister for Finance could be disposed of. Perhaps I took that up incorrectly, but if it is correct, I would like to know why would the Minister dispose of his shares. I do not understand high finance, but if I do not understand something, somebody explains it to me. There is, I understand, extra money available from beet in these times and I would like to know if in the future it is possible that the beet growers will get any of that extra money? I understand they thought they would be entitled to some. If I remember correctly, there was £6 million extra money but the beet growers did not get any of it.

I welcome the Bill. I was disappointed my close friends and colleagues in the Labour Party have deep worries about section 6. Perhaps the Minister will deal with that in his reply. Perhaps it is just a party ploy to oppose this legislation or perhaps Senator Ryan wants to make his presence felt.

Perhaps it is because he is a Tipperary man.

We are dealing with a new Ireland. We have massive unemployment. I am all for anything that guarantees jobs. I welcome this legislation. Together we can make it work to the benefit of all.

There is a nice atmosphere in the House and I want to tell a story against academics. There are no academics present.

There are two, one on either side of the House.

We do not have any of them. On a famous morning, in the middle of a campaign in Carlow sugar factory, one of the main machines — turbines my late father called them at the time — gave quite a bit of trouble. He was called out in the middle of the night as he was the machine master. As I was going out to school the following morning, my father was coming in and I asked why he was out all night at the factory. We lived across the road in Strawmill right outside the factory gates, just down from the manager's house. Incidentally, the six houses are still there. I said: "Surely engineers were there during the night" and he said: "May the Lord preserve me from those book engineers". I am sure if I went down to Carlow factory this evening, there would be book engineers on the factory floor. My colleagues will be interested to know that some things never change. We have book engineers here too.

I hope we will have more legislation like this which, if we work together with the trade unions and small farmers, will create jobs. That is what it is all about.

Senator Honan's story has put both myself and Senator Conroy in our places. Indeed, I suspect that Senator Fitzgerald, who has just left the Chair and the House, may well have done so because he was a member of the governing body of UCD.

We are opposed to the Bill for three main reasons. First, we are concerned about the effects this Bill will have on the workers in the Sugar Company in the medium and longer term. We are concerned about the effect it will have on beet producers and the fact that this move could put the Irish sugar quota of 200,000 tonnes in jeopardy should the Sugar Company be purchased by a foreign sugar producer.

The quota of 200,000 tonnes is a vital asset to the nation. There has been a lot of talk about the golden share protecting that quota and ensuring that the quota will continue to be produced in this country but I am not satisfied those assurances are foolproof. I am not satisfied that they give a cast iron guarantee. Senator Dardis already alluded to some of the possibilities and he expressed concern about the free market in 1992. Loss of the sugar quota would have adverse implications for both the workforce in the Sugar Company and for the beet growers.

I am also concerned about the golden share for another reason. To some degree, the Minister is seeking to have it both ways. If, as has been suggested, the golden share guarantees that the Minister's interests will, as a first priority, always be preserved, that will reduce the value of the company. If, however, it does not work then we are open to the possibility that the sugar could be produced outside the country. The Minister may now be creating a situation which will end up as the worst of all possible worlds. To some extent, the value of the company may be reduced because of concerns about the effect of the golden share on the commercial value of the company and, at the same time, I fear that in the longer term the notion of the golden share will not be adequate to prevent the sugar quota moving out of this country.

It is a pity that we do not know what the company is worth. Why are we selling a company whose value we do not know? That is a question that needs to be answered. We need the answer to questions about shares. How are the shares to be made available? What are the details? I understand they have not been provided. It is implied that the details have been worked out. I am quoting from memory when I say that the Leader of the House the other afternoon spoke in terms of his anxiety to get this Bill through because of Stock Exchange requirements commencing on 5 April.

Why have we not been told how the shares will be made available? What are the details concerning the floatation of these shares? Who will get them? Who will have access to them? Who will be entitled to purchase them? It is fair to say that the shares will rise significantly in value after day one, and in a very short period. That appears to have been the history of these matters in the United Kingdom. Those who get their hands on the shares on day one stand to make a handsome killing in a very short period of time. Who will have the opportunity of backing what one might call odds-on favourites in a no-lose situation?

In the Programme for Economic and Social Progress I understand that five lines are devoted to the Sugar Company and mainly deal with the golden share and so on. No mention is made of the welfare of the workers. I am concerned about the workers. I am not at all satisfied that the provisions of section 6 will really make that much difference. As Senator Ryan said, this is all about money. There is a very strong chance that in a few years the Irish Sugar Company will be based at one location and the people in Carlow and Mallow would do well to concentrate their minds on that possibility.

The Sugar Bill is part of a great U-turn. Senator Raftery in his contribution referred to a letter which was written by the Taoiseach on 20 January 1987. I hope I am correct in saying that Senator Conroy asked Senator Raftery for details of the letter. Senator Honon was reading the details and got as far as column 802 of the Official Report. If she had continued she would have been able to get the extract from the speech of my colleague, Deputy Liam Kavanagh, who drew attention to a number of factors. For example, in 1987 when Fine Gael were in power on their own there was a Fianna Fáil motion which stated:

That Dáil Éireann reaffirms its support for an efficient and effective semi-State sector as a major instrument of economic development and the provision of employment, and deplores recent Government statements to the contrary.

That is contained in a letter from Deputy Haughey to Peter Cassels. It makes interesting reading. The letter states:

As you will be well aware, the record of Fianna Fáil, whether in Government or Opposition, has been one of consistent support for our state bodies, most of which were created under Fianna Fáil Governments ...

I have on many occasions made my views known on privatisation. For example, in the Adjournment debate of 14 December 1984 I stated: "To close down, sell off or devalue a State company seems to have been turned to by the economists and other spokesmen for the New Right as a demonstration of political virility.... If this process of dismantling the State sector is brough much further, the Government — and here I interject to say that Fianna Fáil were not in Government.

Acting Chairman

I ask the Senator not to go into lengthy quotations from the other House.

There are only a few more lines:

—will get to the point of dismantling the State itself. But I can assure you that Fianna Fáil has no intention of privatising established State bodies such as Aer Lingus, Bord na Móna, CIE or any other commercial semi-State body.

With best wishes,

Yours sincerely,

Charles J. Haughey, T. D.

I thank the Chair for allowing me to continue and I hope that Senators agree that it is most interesting. The tune has certainly changed.

Read more of it.

No, that is all.

Acting Chairman

Senator Upton without interruption, please.

That was the Taoiseach in 1987 quoting what he said in 1984. There has been, in the words of Senator Honan, a restructuring. The Taoiseach and the Government have restructured their position. They have restructured the whole enterprise and have faced it in the opposite direction. It is a super U-turn. This week we had another U-turn and I am beginning to wonder if Fianna Fáil should go and change its name to the U-party because it seems to be big into U-turns these days. What does one make of all this, of commitments, of promises, of guarantees?

We keep them.

It is difficult to see how that commitment and guarantee can be reconciled with selling off a State company.

We will oppose this Bill. I am very concerned about the workers and the fact that one of the two sugar factories which remain will be closed. It would be a pity if that happened during the sale of the Sugar Company when quite a number of people will do very well out of it.

Somebody spoke earlier about fat cats. I would hate to think that fat cats would become even fatter while the workforce in Carlow or Mallow found themselves out on the streets or in the pathetic position in which many of the workforce in the Thurles factory were left when it closed down despite commitments given which stated in fairly explicit black and white terms that the Sugar Company in Thurles would not be closed down. That is history. What does one make of all this? I am opposed to what is happening.

For Senator Upton's information, the workers have agreed to these proposals. It would seem as though the workers have left the Labour Party behind. The whole object of updating our companies and our economy is to ensure that we have a modern efficient economy with worthwhile lasting work for our population. I would have thought Senator Upton and his colleagues on the Left would now, two years later, have learned some lessons from the appalling happenings in eastern Europe which socialist and Communist policies induced——

That is a long way from the Sugar Company.

Acting Chairman

The Senator without interruption. He should address the Chair.

I welcome this Bill. It is a pragmatic and sensible restructuring of the Sugar Company to ensure that it can compete in the modern world on an efficient and effective basis. That is what we all want. As the Minister has rightly pointed out, if we do not take these steps fairly quickly — and, if anything, they are a little overdue — the industry will be uncompetitive. Jobs will be lost and I am sure no one wants that. This is an innovative approach. The company is not being sold off to private enterprise. It is giving the best of the excellent State and semi-State bodies we have an opportunity to have proper capital structures and competitiveness so that they can evolve and develop in the future. One does not want to see companies being disposed of or collapsing or the workforce being dismissed. It is to avoid these very factors that we are moving forward and developing.

The history of the Sugar Company has, at times, been a very difficult one, but also, on balance, it has been a very successful one. Many very distinguished people, both nationally and internationally, have been associated with this company, including the father of one of the Senators in this House. It has been an Irish success story. Let us keep it that way and give it the opportunity to continue to be a success and to compete. It cannot do so with outmoded structures.

The one business where we can be up-to-date, efficient and competitive is the food agri-business. We have a market of 300 million people. We must be able to compete in it. We are already doing well but there is a tremendous opportunity for us to do even better. We must be competitive. We cannot expect some form of internal or external subsidy to be handed to us.

We have only two world class commodities. One of them is dairy products and we must be more competitive there. I found it a little ironic to see an advertisement in this building about healthy diet and low fat. I would have thought that we of all legislatures should know that there is a good deal of evidence that dairy fat is an excellent healthy fat. However, so be it. It will take this a little while for that fact to come through, but it is crucial for agriculture in this country.

We need to have modern technology, high quality competitive processes and foodstuffs and a good reputation. The Sugar Company has established such a reputation. I am quite sure it will be able to continue this as it evolves and diversifies, although it will not be easy.

I have some concern about acquisitions and joint ventures. Acquisitions can pose problems. Joint ventures are not always easy or successful but I am confident that the people concerned with the new sugar company will be both aggressive and effective in their acquisitions and in the conduct of those acquisitions. It is a very competitive world and the trend, particularly in the food business, is towards large groupings with all the advantages of scale. We cannot compete with that. That is the reality — let us not kid ourselves — in relation to the sugar company or any other company. We must compete on quality because we cannot compete on scale.

Effectively, control of the company remains with the Minister. It is intended that it will have an independent board which will be protected from a predatory takeover by the golden share and the combined ministerial shareholding. It is very unusual to have a golden share. It is the first time it has been done in this country. It is a pragmatic, sensible decision. It is also unusual to have combined ministerial shareholdings. It has worked very successfully in other circumstances. One of the most successful companies in the world, British Petroleum, is a Government controlled company even though it has an immense private shareholding. It is perfectly feasible to combine both but there are certain difficulties. The degree of independence which the board and executives of the new sugar company will require and their relationship with the Government are matters on which they will work together to ensure success.

I hope Irish and other institutions will be encouraged to invest in the new sugar holding company. I also hope that private investors will be encouraged. They should get a reward. After all, they take a risk and there must be some effective relationship between the two. I wholeheartedly agree with my colleague, Senator Honan, in her references to employee involvement. Nowdays we see companies relating to shareholders who own the company and employees who basically make for the success of the company. They are mindful of their responsibilities to the society in which they are working. We must have such a combination in terms of modern living and modern competitive industry. The agri-business is very competitive.

I hope dividends will accrue to the State. So far, the State have not received many either in terms of direct dividends or in terms of taxation and return to taxpayers. That now becomes a possibility for both the State and those institutions or individuals and employees who invest in what I believe will be a highly successful company which will bring credit to this country and give us an opportunity to compete. If we can have such a successful, competitive industry it will bring permanent, lucrative and worthwhile employment and at the same time give a return to the State and to investors.

I welcome the Bill.

Bille an tábhachtach é seo. Táimid ag plé athruithe bunúsacha i structúr ceann de na Comhlachtaí Stáit.

This is the second Bill that has come before us relating to fundamental changes in the structure of State industry. The first one was in relation to Irish Life which, because of its unique background, was not quite the same as what is being proposed in this Bill. This is the first of the commercial semi-State bodies which were set up in the thirties to provide an industrial base based on agriculture, that is being changed fundamentally in its structure. We must examine what is happening here.

I object to the term "privatisation" because that is not what is involved. As long as the golden share is held in the company one cannot, by any stretch of the imagination, say that the company has been privatised. We hear much talk from Opposition spokesmen about the principle of maintaining companies in total State control. However, those of us who have experience of running businesses know that the minute you go out and borrow money you relinquish some control over the business. The lender will lay down terms that will ensure that his investment is safe. Therefore, in the present climate we must look at alternative methods of raising finance for expansion of the agri-food business. One can continue to do what was done throughout the sixties and seventies, raising further money through borrowing which inevitably has to be funded from the Exchequer when the borrowing becomes too great and it is not able to sustain the repayments; or one can look at innovative ways of achieving two results at the one time. Those results would be the raising of money which does not have to be repaid unless one makes a profit and which, at the same time, gives workers and suppliers a chance to buy a share in their own industry. At the same time we are talking about retaining State control over this industry. I must say, as somebody who has been involved in innovative structures in the co-operative business, that I favour this type of approach. It is very important that companies would have a proper debt-equity ratio. It is very important that developments, particularly where risks are involved, are not over-funded by borrowing where one is obliged not only to repay interest but also to make fixed repayments on the capital, irrespective of the performance of the company. I must welcome this Bill as a worth-while experiment. If the experiment fails or runs into problems it may have to be modified in the future when subsequent developments of this type are being looked at. However, I do see it as a way of generating new capital for this business.

I would like to draw attention to the history of the Sugar Company which began as a provider of essential commodities and then expanded into the food sector in a much broader way. We have to look at the unhappy experience of the sixties when the activities of the Sugar Company were curtailed and it was not allowed to expand in an aggressive way. I hope that that will not recur in the future. When we ask the semi-State sector to become competitive we must not attach unreasonable controls that would damage its potential to compete with private industry. It must be a fundamental principle for the semi-State sector that companies be enabled to compete in an aggressive and fair manner. I hope that the Sugar Company will diversify into new food products and new technology in the future. However, in any such diversification it is important that we do not get the inverted pyramid syndrome where the diversified businesses become greater than the core business and cannot be sustained through the inevitable ups and downs of business.

I hope that we will get steady, incremental, organic growth rather than the fás aon oíche that we have seen in many cases. In cases of too rapid growth, the bubble bursts at the end of the day and one is left with a massive headache. I look forward to the steady growth of the Sugar Company both within its core business and within the expanding food sector.

I accept, much as I have reservations about the principle of quotas, particularly as they relate to this country, that quotas must exist. Therefore, within the core business the expansion will have to be in the realm of added-value products. On the whole question of quotas, and since we are an island, I would like to see these industries organised on a 32 county basis. In the competitive Europe we are in now, unless we approach things on this basis, we cannot hope to survive. Even if we had 95 per cent of the national market, there would still be a problem with quotas in an island set up. On the Continent you could be talking about amalgamations and take-overs for businesses to achieve efficiency. That is not possible once one has processed the full sugar quota of this island. We are at an unfair disadvantage from a processing point of view compared to our bigger neighbours on the Continent and it is something we should look at again and should never forget.

The question of finance for semi-State bodies is important. Traditionally, the semi-State sector has been excluded from IDA help and therefore has been either totally dependent on share investment from the Government or on borrowing. This, at times, gave a totally distorted picture. For example, if a semi-State body were totally dependent on borrowings it meant that the Government-owned body was at a terrible disadvantage compared to the private sector which was getting free — in terms of repayments and interest — Government moneys to expand its business. It did not make sense to expect the same performance from them. On the other hand, in the case where a share holding was invested there was always a great olagón about where the money was going to come from. Money needed for share investment in State companies had to come from borrowing. I never heard the question being raised about where the money was coming from for the IDA grant aid being given to industry. Therefore, I hope that in the new structures that that anomaly will be sorted out and that due credit will be given to the fact that the development of a company, such as the Sugar Company, has traditionally not drawn on IDA support, which should be taken into account when considering its performance rating.

As the Minister mentioned at the beginning of this debate, three options were considered. Sugar is a strategic national industry so I would have to welcome the fact that the privatisation option was rejected because it would have made our industry totally vulnerable to predators from the Continent. I can however, recognise the merits of the proposal now before us. I accept that the structure would protect the vital interests at issue here. I welcome the opportunities being given to workers and farmers to invest, and I hope they will invest in the company.

Finally, I must say I have reservations about the call some people have made — and I know it is not included in this Bill — to have worker directors on the board. I am not yet convinced that that is in the workers' interest because it is very hard to be on both sides of the table at one time. As an employer I always believed in unionisation of workers, and always dealt in a very amicable way with unions, but I always felt that it was easier for workers — and we tried having workers on the board — if they did not have to try to be both managers and workers at the same time, particularly when it came to negotiating on their own behalf. I am delighted that the unions have supported this agreement and that all the conditions of employment, pay, continuity of employment etc., have been fully guaranteed.

Molaim an Bille seo, a thabharfaidh deis do na tionscail Stáit breis airgid a tharraingt chucu féin, forbairt a dhéanamh agus tuilleadh fostaíochta a chur ar fáil. Tá súil agam go mbeidh siad iomaíoch agus go mbeidh sprid na fiontraíochta i gceist leis na boird Stáit ar bhealach nach raibh le scór bliain anuas. Tá súil agam go nglacfaidh na táirgeoirí, na hoibrithe agus lucht bainistíochta leis an deis seo chun forbairt a dhéanamh ar thionscal an bhia agus go bhfeicfimid rath ar Chomhlacht Siúicre Éireann mar a bheidh sé amach anseo, agus go n-oibreoidh an córas seo ionas go mbeimid in ann tuilleadh tionscail Stáit a fhorbairt ar an gcaoi chéanna.

I want to thank all the Senators who contributed to the debate. As you know we are finishing Second State and we will have the opportunity to move into Committee and remaining Stages tomorrow. I will respond later to the points raised but first let me say that the Government's approach to this legislation is one which is based on pragmatism and realism. We are endeavouring to do what is best for the long term future of Siúicre Éireann, its employees and all its suppliers. We are doing this in a way which will safeguard the Irish sugar industry and at the same time will give something back to the State in return for its substantial investment in the company, particularly in the eighties.

I need not remind you that our semi-State commercial sector, including Siúicre Éireann, has played a major role, over the last 60 years, in the development of the Irish economy and the creation of employment even in times of scarce capital resources. The achievements of these companies is a tribute to the skills and commitment of the workforce, management and suppliers in the intervening years.

However, the European and world market situation has changed dramatically since the initiation of commercial State bodies. In response, the Government believe that rather than being State dependent, our economy must be led by a dynamic, vigorous, market-driven strategy.

In addition, Irish food industries must be prepared and be able to expand and to react to changes as they take place, if they are to meet the challenges posed by the evolution of the markets and to compete especially with their European rivals. Irish food companies will never be as big as the giant European and US companies. However, that does not mean that they cannot succeed in the Europe of the future. There will be plenty of room for efficient smaller companies, even though they may look to be large in Irish terms as presently understood.

While the small scale of Irish food companies may be a disadvantage, their ability to secure high quality raw materials at a relatively low cost is a major advantage. Siúicre Éireann has, in recent years, displayed commercial and other capabilities which should stand them well in their drive to become a successful Irish-based European food company in the nineties. They have been successful with branded sugar products in Ireland, while Odlums is a household name. It is in this context that the decision to enable Siúicre Éireann to be the first semi-State body to seek flotation on the Stock Exchange was taken.

The company has performed well over the last number of years but given the changing business environment in which it has to operate, it cannot continue to turn in good performances in the long term without expanding and developing its activities into other areas. Such expansion and development require know-how and substantial financial investment. The company have, as its performance indicates, significant technical and managerial expertise which will provide the know-how but access to the other essential expansion requirements of sufficient finance is not available to the company. This financial access is available to its competitors. This is the basic anomaly which we are seeking to address in this legislation.

The Company need to have access to commercial sources of finance so as to be on the same footing as their competitors and which they can avail of immediately when opportunities for growth and expansion present themselves. This is imperative, particularly to meet and be prepared for the challenge which the Single Market in 1993 will present for the company. This Bill before you will give the company the essential freedom of ready access to funds by means of its flotation on the Stock Exchange.

The workers and beet growers who have been key partners in the company's success have nothing to fear from the flotation. On the contrary, the overall strengthening of the financial base of the company arising from the flotation can only be to their advantage. As I mentioned already, specific provisions have been made, in the Bill, underlining the rights of employees of the company and these give additional reassurances to the protection already set down in this regard in EC legislation.

The protection of the sugar quota which is of particular concern to the beet growers is provided for in the special share which will prevent in addition to other matters, the disposal of the controlling interest in Siúicre Éireann and their sugar quota. I have made provision whereby the special share may not be disposed of. Furthermore the growers and employees will be given as shareholders an active interest in the company and will benefit from its expected development by way of income from dividends and the capital appreciation of shares. Now let me turn to the various points raised by Senators during the Second Stage debate.

I was taken to task somewhat by Senator Ross for not giving an explicit assessment of the valuation of the company since no sensible shareholder would sell shares without knowing their value. I have of course taken expert financial advice in what the value might be on flotation but it would be most imprudent to discuss that here. Indeed the one sure way for the financial speculators to profit would be if I were to say now what this expert advice revealed. I can say that the company will not be sold at any price. It will only be sold if the Minister is satisfied on the basis of internal and external expert advice that he is getting value for his shareholding. I can assure the Senator that the price will be set very carefully when flotation does take place.

I accept that ascribing the correct value to a company is a difficult science at the best of times but particularly so now given current uncertain world political and economic conditions. In setting the precise date for flotation account will of course be taken of market sentiment. The flotation of Greencore will be a major issue by Irish Stock Exchange standards and the Government are determined that it will be a success. I realise that there has been a fall in the Stock Exchange valuation of most quoted companies in the past year but the reality is that a sound company will obtain a good rating on the market. In the past few years Siúicre Éireann has expanded significantly and greatly increased profits. This improved performance will be reflected in the valuation of the company for flotation.

Another point worth mentioning in the context of timing is the capacity of the market to absorb the flotation. The advice available to the Minister for Finance and myself is that the Irish market can readily absorb the proposed flotation. Indeed some managers have been aware for some time of the intention to float this year and I expect that they will already have earmarked some of their funds to pick up shares in Greencore. But there is still a reasonable flow of funds to institutions and I expect that some of these funds will be made available for new equity investment. The market should welcome the opportunity to invest in a company of the size of Greencore which will in my view be a significant addition to the Dublin market. This market is dominated at present by a small number of firms and I am sure the presence of an additional large firm will be advantageous to the development of the market.

Deputy Ross also referred to the use of the proceeds. A major aim of the flotation is to achieve a proper price for the State shares and to enhance the future of the company. This is the best means of ensuring value for the Exchequer which have invested £65.5 million in Siúicre Éireann, £59 million of which was contributed in the 1980s. It is essential to get a return on this investment and the best and quickest means of doing so is through sale of a portion of the shareholding. Provided the company is successful the residual 45 per cent State shareholding should, appreciate in value while, at the same time, an annual dividend can be expected.

The Exchequer investment in Siúicre Éireann was financed from borrowing which, of course, has to be serviced. Proceeds from the sale of shares and future dividends will represent a return on the investment which means that the Exchequer will have to borrow less than otherwise would be the case. The budgetary arithmetic for the share was calculated on the assumption that the flotation would proceed this year. Accordingly, I can inform the Senator that the funds received will effectively mean borrowing will be lower than otherwise would be the case.

Senator Ross said the Government should put up more capital for Irish Sugar and they have the funds to do so. This is hardly true given the national debt situation. If the company are to operate commercially they must be subject to market dictates and not controlled by the Government. As regards the type of flotation I would like to make the following points.

The number of active shareholders in most Irish companies is rather small; however, many people are passive investors often without realising it thorough insurance policies they hold and through pension funds. Essentially it is the investing institutions who are the main shareholders in companies; the general public has no great tradition of buying shares. In the case of Greencore it will be open to anyone who wishes to do so to apply for shares. The necessary details will be published in the newspapers near the flotation date. Small investors can arrange to buy shares either by contacting a stockbroker or the local bank. I have been assured that orders for small quantities of shares will be accepted. I should say that it would not be appropriate, given the large size of the issue, to actively target it at the small investor. The advice available to me is that small investors on their own are likely to only take up a relatively small portion of the issue.

I would like to refer further to the question of expert advice. Because of the size of the proposed flotation and the complex financial accounting and legal issues arising, financial advisers were appointed by the Minister for Finance and by the Minister for Agriculture and Food to advise them on the flotation. The procedure for appointing the adviser was that 20 leading merchant banks, stockbroker and accountancy firms were invited to tender for the job. Six firms finally made proposals and each of these was interviewed by a special committee set up in the Department of Finance. This committee made a report and recommendation to the Minister for Finance on the best advice available. The question of fees was also raised. I cannot reveal the precise amount at this stage but I can assure the Senator that the level of fees to be paid by the Government will, by any measure, be quite modest.

I would like to clarify the position on the special share provisions as they were also raised by Senator Ross. The special share is of indefinite duration and will be held by the Minister for Agriculture and Food of the day. I would add that compatibility of the special share with EC competition policy has been examined and the advice available to me is that the arrangements is not at variance with Community rules. Essentially, the special share will protect the company from takeover and ensure that the sugar operations are maintained. On this latter point I should point out that the sugar operations of the company are their major asset and, as a result of substantial restructuring and capital investment, generate substantial profits.

Potential shareholders will, no doubt, view the profits of the sugar operation as a major benefit especially as they generate a strong cash flow which can be used to strengthen the overall company. The precise mechanism to prevent a takeover is through the use of the special share to prevent shareholders, either individually or acting in concert from acquiring more than 15 per cent of the total share capital. Expert advice has been received to the effect that the existence of the special share is not a significant factor in valuing the company.

Senator Dardis asked why the Minister for Finance does not sell off more than 55 per cent, in other words, maintain less than 45 per cent. In response to the question why we opted for the figure of 45 per cent and not some other figure, I can tell the Senator that advice was received from the consultants in this regard. They advised us on the best approach to adopt in trying to attract strategic investors while retaining a substantial stake in State ownership at the same time.

The capacity of the market is, of course, limited and the proposed issue will be substantial in Irish terms. The Minister for Finance as a significant shareholder is not expected to dispose of further shares for some time. This is because if he sold a large block of further shares the price would fall which would be generally unsatisfactory for investors. For this reason the Minister for Finance will make a statement in the prospectus that he will not dispose of any more shares for at least two years. As regards Odlums, the question of purchasing the remaining 50 per cent is a matter for the company and Odlums can expect this item to be addressed in the prospectus.

A number of Senators referred to the special share which the Minister for Agriculture and Food will have in the holding company. Let me say to them that the advice available to me is that the special share arrangement does not infringe any provision in Community law. It is worth noting that in other privatisations, mainly in the UK, the EC Commission have not objected to the golden share rule. Difficulties may arise if we were to exercise the rights attaching to the special share in a discriminatory manner, for example, against nationals of other member states. Senators can be assured that no Minister will act in such a discriminatory fashion while exercising any of the rights attaching to the special share.

I would like to clarify the position on the special share. My reason for doing this is to ensure that the sugar industry will be protected. Essentially, the special share protects the company from takeover and ensures that the sugar operations are maintained.

Senator John Ryan raised the question of the closure of the Thurles Sugar Factory in 1989. In January 1989 the Board of the Sugar Company decided to close the sugar factory there. In taking this action the board was conscious of the impact which this decision would have on employment in the Thurles area. The company, in conjunction with Shannon Development, developed a number of new industries and projects at Thurles in which Siúicre Éireann are involved as a shareholder. Shannon Development and other Government agencies support these projects. Initially four projects were envisaged but one which was to deal with the curing of animals skins and the manufacture of leather had to be abandoned owing to failure to obtain planning permission.

The details of the other three projects which are now up and running are as follows. GMX manufacturer of electronic timers and transformers for microwave ovens and other electrical appliances; the eventual job content of this project will be about 250. At present about 115 jobs have been created. Total investment in this project is expected to be in the region of £8.5 million. Siúicre Éireann have a 25 per cent shareholding in the company. Merriott is a manufacturer of central heating radiators for the UK market. The eventual job force is expected to be 54. At present about 22 persons are employed in Ireland; ten persons in the sales area are based in the UK. Total investment in this project is expected to be £1.5 million. Siúicre Éireann are the major shareholder in the company with 67 per cent of a stake. Tipperary Candy is a manufacturer of confectionery products. This project at present employs 60 people which was the original job creation target. Total investment in this project will be in the region of £1.25 million. Siúicre Éireann have a 40 per cent shareholding in this company. These details surely demonstrate the Government's commitment to creating jobs in the Thurles area. As I said in my opening speech the target for jobs in the Thurles area is 384 by the end of 1992.

(Interruptions.)

An Leas-Chathaoirleach

The Minister, without interruption.

The arithmetic of the total will show us the present position. The progress on meeting the target is on course.

A number of other points were raised during the general discussion. Senator Honan raised the retention of shares by the Minister for Finance and why this Minister is a shareholder in Siúicre Éireann when supervision of the company rests with the Minister for Agriculture and Food. The position is that under the Ministers and Secretaries Act, 1924, the Department of Finance are charged with certain financial responsibilities and it is as a result of the requirements of this Act that the Minister for Finance is the shareholder in Siúicre Éireann on behalf of the State.

I am sure that on Committee Stage tomorrow the various other points raised will be aired and teased out at considerable length. We are looking forward to the exchanges on that issue.

I thank Senators who have contributed to the debate. It has been a very constructive and worthwhile debate. We are looking forward to completing the remaining Stages tomorrow.

Question put and agreed to.
Committee Stage ordered for Friday, 15 March 1991.
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