Skip to main content
Normal View

Special Committee Companies Bill, 1962 debate -
Tuesday, 12 Mar 1963


Question proposed : " That Section 160 stand part of the Bill."

Is this an entirely new section ?

It is much the same as Section 112 of the 1908 Act.

The period of one week seems rather short.

In subsection (5) ?

It is notice only of a particular event, of course. There is no work involved such as preparing a detailed document, or anything like that. If there is no auditor appointed, then they must, within a week, notify the Minister. This is new.

I notice in subsection (6) it says notice must be given to the members of the company in not less than 14 days. Would it be an advantage to have the two periods the same ?

I think they are really two substantially different things. In subsection (6) there is a question of giving a person who is intimately concerned in these proceedings, an opportunity of defending himself. There would be no objection to extending subsection (5) to two weeks, but I do not think there would be any need for it.

If you are going to do it at all, you will do it within one week.

Is a week enough for the Minister, or am I misinterpreting the section ?

The time does not run against the Minister at all.

Within a week: why should they not be compelled to give notice a fortnight before that ?

Within a week of the cessation of the auditors' appointment the company is, in effect, obliged to give notice to the Minister.

I must be suffering from an optical illusion.

How soon is the Minister obliged to appoint ?

Could we clarify this? Suppose tomorrow no auditors are appointed; in that case I take it subsection (4) comes into operation.

The accounts have been audited. Secondly, the annual meeting finishes and no auditors have been appointed. In that case subsection (4) comes into operation; the Minister may appoint an auditor. But the company need say nothing to the Minister for quite a long time.

Until such time as he is likely to exercise subsection (4). When does he start to operate subsection (4) ?

The power becomes excercisable immediately the meeting ends.

And within one week after that——

Does it become exercisable within a week after the notice?

Would the Deputy look at subsection (4) ?

That could mean a couple of months after the annual general meeting.

The company are given one week in which to inform the Minister.

I wonder is Deputy Norton thinking of the date on which the Minister exercises his powers as distinct from the date on which he is entitled to exercise them.

I should like a little clarification. What is intended to happen under subsections (4) and (5) ?

If, at an annual meeting, the meeting fails to appoint auditors, the Minister immediately has the power to make an appointment. Within one week of the meeting, the company must notify the Minister that an auditor has not been appointed at the meeting and the Minister may then, at any time subsequently, appoint an auditor.

If this is the way of expressing that, it seems to me to be a funny way of doing it. What the Minister says now seems to me to hardly fit into subsections (4) and (5).

The position is that subsection (4) was in the 1908 Act—Section 112 (2)—but then it was found there was no provision for informing the Minister of the event that no auditor was appointed and subsection (5) is intended to rectify that deficiency. The company must inform the Minister within one week and the Minister then knows that the situation is one in which he can exercise his power.

I understand all that perfectly, but I do not get it from subsections (4) and (5) tied up together. However, if you are satisfied it represents good law, that is all right. It may provide a lawyer's holiday.

I think it is all right.

I think it is very woolly.

Could the Minister tell us what parts of this section are new ?

Subsection (5) is new, as I said. Subsections (2), (3) and (9) are also new.

Question put and agreed to.