We now come to amendment No. 15. Amendment No. 16 is an alternative and by agreement we may discuss amendments Nos. 15 and 16 together. If amendment No. 15 is agreed, amendment No. 16 cannot then be moved.
SECTION 17
I move amendment No. 15:
In page 17, subsection (2) (c), to delete lines 14 and 15.
This amendment proposes to delete the provision that a member of the staff of the company shall not be a director of the company. Strong representations were made by Deputies during the Second Stage debate and by ANSO staff about this provision. Following that debate the points were excellently put by Deputies on Second Stage — and the discussions which my officials and I had with ANSO staff, it has been accepted that the Minister might wish to appoint a staff member to the board. We have, therefore, decided to remove the proposed prohibition on the possibility of appointing a member of the staff to the board. This amendment will enable the Minister to appoint staff members to the board. I would be grateful if the committee could accept this amendment.
I find it very strange that a provision which, as far as I know, is included in the articles of association of every other semi-State company — this is certainly the case in respect of companies that have been set up since 1983 — was not included in this Bill, that is, the provision for the appointment of worker directors. I am even more astonished that Deputy Rabbitte should join with the Minister in proposing amendment No. 15. I see no merit in this amendment from the point of view of what it sets out to achieve. It seems that this amendment will leave it entirely up to the Minister to decide whether or not there shall be worker directors. If he decides to appoint worker directors, they will be people appointed by him because he sees fit to appoint them.
I would not want to be offensive to anybody but if that procedure is followed the way will be open for any such appointed worker directors to be regarded as "Uncle Tom" directors because they will not be elected or chosen by the workers. They will be picked by the Minister because he thinks they are fit people to be worker directors, not because the workers in the company feel they are fit people to be worker directors. That is why we have tabled amendment No. 16 which states clearly that "provision shall be made by the company for the election from among the staff of the company of worker directors".
If we are going to have worker directors then it seems entirely logical that the people who should designate them or pick them are workers. The workers will clearly choose to designate or pick those people by way of election, as is the case in other semi-State companies. I cannot see why in a case like this it should be the shareholder and not the workers who decides who the worker directors are going to be. I suggest to the Minister that there is ample precedent in this area and that the wisest thing he could do in the circumstances — this is in keeping with what Governments have done since 1983, and probably for longer — is to withdraw amendment No. 15 and accept amendment No. 16.
I welcome the decision of the Minister to delete subsection (2) (c) (iii). Obviously, it is vitally important to have worker participation on the boards of commercial State enterprises. I wish to ask the Minister if the deletion of this provision will preclude the election of a worker director in the future.
The deletion of this provision will not preclude the election of a worker director or directors at any time in the future. The Minister may decide how the worker director or directors should be appointed.
On a point of order, the Chairman said that if amendment No. 15 was agreed amendment No. 16 could not be moved. I request the Chair to review that ruling. If amendment No. 15 is carried, the present prohibition in the Bill on a member of the staff becoming a director of the company will be removed. This will have the effect of allowing members of the staff of the company to become directors.
That is correct.
It says nothing about having to become directors. The intent of amendment No. 16 is to provide that the staff members of the company shall be allowed to elect directors. Therefore, there seems to be absolutely no necessity for saying that if amendment No. 15 is agreed amendment No. 16 cannot be moved. On the contrary, if amendment No. 15 is agreed then it seems perfectly legitimate to move amendment No. 16 because all it does is add in a specification of the means by which a member of the staff could become a director.
If amendment No. 15 is agreed it will not be possible to move amendment No. 16.
Why?
It is felt that amendment No. 15 deals adequately with that situation.
No.
You raised a point of order. It is not up to me to interpret what is actually in the amendment. I am dealing with the procedure.
I appreciate that, but a procedure cannot be invoked on a matter of substance. Amendment No. 15 proposes to remove a prohibition in the Bill on members of the staff becoming directors of the company. If amendment No. 15 is agreed, members of the staff will be able to become directors. That is quite clear. I cannot see why it should then be wrong, even from a procedural point of view, not to speak of logic, to provide — as we do in amendment No. 16 — for a means by which members of the staff may become directors. I cannot see the procedural connection between those two. If there is a doubt I very strongly suggest the Chair suspend the meeting so that we could look at the reasons for that ruling.
I do not believe it is necessary to suspend the meeting. I believe we can find a formula that will satisfy all sides. It is not for me to interpret the Chairman's ruling — he is the boss and I accept his ruling — but my interpretation of it is that if amendment No. 15 is accepted, amendment No. 16 can be discussed but it cannot be put.
Why can it not be put?
A Deputy
That is not logical.
It is a direct contradiction of another section.
There is much merit in what Deputy Dukes has said and it is worthy of consideration.
What section would amend No. 16 directly contradict?
Section 71.
Delete section 71.
I have no intention of doing so at present.
The Minister has agreed — he has proposed an amendment to this effect — to remove the ban on workers becoming directors of companies. The only reason for having section 71 is to support the provision in the original section 73.
The Deputy is suggesting there is only one reason. There are several reasons.
In response to Deputy Broughan — to get over this problem — the Minister of State said he would take cognisance of what has been said, in particular the points raised by Deputy Dukes, and considered them between now and Report Stage.
I do not want to be——
Can we first agree the principle of worker director?
If the Minister of State agrees the principle of worker directors, then it seems he has to think — either now or on Report Stage — of a means by which worker directors can be selected. If we are going to have worker directors, I do not think the Minister should appoint them because that is not the procedure followed in any other semi-State company.
I support my colleague. It is ridiculous that workers will not be able to put their names forward for appointment as worker directors. Under the legislation the Minister should not have the power to decide which workers should be members of the board as worker directors.
We are not being consistent. If we look at the legislation — Deputy Dukes referred to this — introduced during the past few years we will see, for example, that there are no worker directors in Coillte Teoranta and that fine reasons were given for this. However, in response to the points raised by Deputies on Second Stage in this democratic forum, I have decided to set up a mechanism whereby members of the staff of the company may be appointed by the Minister as worker directors. As this is a major step forward Deputies should accept the amendment. When debating section 71 later we will be able to give Deputies other reasons why we must operate a system similar to the one operating in Coillte. We are not creating a precedent.
Does Deputy Dukes agree that we should defer consideration of this matter until we reach to section 71? What is at issue is the method of selection or appointment as a worker director. The Minister of State accepts the principle. When we reach section 71 we can consider means by which a worker director can be appointed or elected.
If Deputy Dukes, and the committee, are prepared to accept amendment No. 15 and amendment No. 16 in the name of Deputy Dukes we could still debate the matter when we reach section 71. If he wishes, the Deputy can table an amendment to that section or he can retable his amendment on this matter on Report Stage.
Is the Minister of State suggesting that we might now accept amendments Nos. 15 and 16 and debate the matter again when we reach section 71?
No, if the Deputy accepts amendment No. 15 we can make some progress and he will still have other options open to him. At least, we have made some progress on Committee Stage through this change. If we do not want to make progress, we can be totally negative,
I have to intervene as we are at cross purposes.
If there is no agreement I will have no choice but to put the matter to a vote.
I am trying to sort this out. What is contained in section 71? Let me put it another way. There is nothing in section 71 that would prevent us from accepting amendment No. 16. Let me explain what I mean by that. The Worker Participation (State Enterprises) Acts, 1977-91 provide for a particular method of electing worker directors to the boards of semi-State companies. There may be reasons the Minister, or the Government, do not wish to use that procedure in this case.
Or others.
We are not dealing with other cases here; we are dealing with the Authority mentioned in this Bill. There may be reasons — I would be delighted to hear what the Minister's colleagues in the Labour Party think of them — the Minister and the Government might wish to go about it differently in this case. However, they are not necessarily reasons for saying that worker directors shall not be elected because they could be elected under provisions that are different from the provisions of the Worker Participation (State Enterprises) Acts, 1977-91, because the method provided for under those Acts is not the only method that could be used. Again, I can see no necessary constraining reason why we cannot debate and, indeed, accept amendment No. 16 and still leave the issue open on section 71.
I listened with great interest to the debate on Second Stage and to what the unions had to say when I met them. I have also discussed the matter with the senior staff involved. We have come a long way. We have inserted this provision whereby a member of the staff of the company may be appointed as a worker director by the Minsiter. It is in all our interests that we accept amendment No. 15. If Deputy Dukes is prepared to accept it we can proceed and if he wants to retable amendment No. 16 later, that is his privilege.
While I agree that it is essential we accept amendment No. 15, I would also like to see amendment No. 16 being accepted. If the Minister of State is not able to tell me now, as I think he should, that he is going to accept amendment No. 16, I will withdraw it and resubmit it on Report Stage in the light of what he has to say about section 71, but one way or another I want this matter dealt with on Report Stage.
As Chairman, I am prepared to go against the advice offered to me. There s a lack of clarity as regards the advice offered on this issue. The Deputy has certainly highlighted some of the weaknesses in the case presented. For that reason I am prepared, if the Deputy wants to press his amendment, to put it to the meeting.
No. I will reserve the pleasure. I will withdraw my amendment and have the pleasure of listening to what the Minister of State has to say on section 71. On Report Stage we will return to the matter. I am looking forward to the Labour Party Deputies and Deputy Rabbitte listening with great attention.
Amendment agreed to.
Amendment No. 16, by leave, withdrawn.
Section 17, as amended, agreed to.
Sections 18 to 21, inclusive, agreed to.