Léim ar aghaidh chuig an bpríomhábhar

Seanad Éireann díospóireacht -
Wednesday, 13 Nov 1963

Vol. 57 No. 1

Registration of Business Names Bill, 1963—Second Stage.

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

The purpose of the Bill is to bring the Registration of Business Names Act, 1916, into line with modern conditions and to extend its application to bodies corporate. In its main essentials no substantial changes are being made, and the Bill is very largely a tidying up operation. The Bill has already been examined in detail by a Special Committee of the Dáil, who made a number of amendments in it.

For many years before 1916, there had been a demand for legislation requiring persons trading under names other than their own, to register relevant particulars for public inspection. The advent of World War I brought matters to a head and in 1916 the Registration of Business Names Act was passed, partly to deal with aliens carrying on business under names which concealed their true identity. This Act proved useful in peacetime and it has continued in operation since. The registration requirements are regarded by many as rather irksome but I am quite satisfied that the view of the commercial community, generally, is that machinery of this kind should be available to help in the identification of persons trading under business names.

The principal requirements of the 1916 Act relating to registration of business names applied only to individuals and partnerships. It is quite common, however, for companies and other corporate bodies to trade under names other than their corporate names and it is desirable in such cases also that suitable particulars should be filed for public inspection. One of the principal alterations proposed in the present Bill is to expand the business names law accordingly. I would like to refer to two other changes of some significance. The first relates to Section 2 of the 1916 Act which provides that any person carrying on business as nominee or trustee of or for another person or acting as agent for any foreign firm must file certain particulars with the Registrar of Business Names. This provision applies regardless of the business name used, and it was designed principally to expose any business activities of aliens during World War I. There is no need for it any more and I do not, therefore, propose to ask for its re-enactment. The other change refers to Section 8 of the Act of 1916, which provides that where a person fails to register under the Act, any rights which he may have under a contract entered into in relation to the business will be unenforceable. This section seems also to have been prompted by wartime considerations; the disability penalty imposed is, I think, too severe for peacetime conditions and it is not proposed, therefore, to include a section on these lines in the new law. There are a number of other alterations of a rather detailed nature, but, as they would be more suitable for discussion in Committee, I do not propose mentioning them now.

During the passage of the Bill through the Dáil it was strongly represented to me that something should be done to facilitate the taking of civil proceedings against the proprietors of concerns conducted under business names which are not, through the neglect of the proprietors, registered under the business names law. I must say I have the greatest sympathy with any solicitors, and their clients, who find themselves in a predicament as a result of a default to register a business name. Following consultation with the Department of Justice, however, I am satisfied that this is not so much a matter for the business names law as for rules of court. I have asked my colleague, the Minister for Justice, to see what can be done to deal with this matter, and I have no doubt that if a satisfactory solution can be found, he will see that the necessary steps are taken to implement it.

It was also represented to me that persons who fail to comply with this branch of the law should be more vigorously prosecuted. In reply I was able to give an assurance, which I now repeat, that so far as it is within the powers and resources of my Department, compliance with these requirements will be effectively enforced.

I am satisfied that this Bill will improve the existing law relating to the registration of business names, and that it is as far as we can go in this field without imposing unreasonable burdens on the commercial community. Senators will have noticed that this Bill and the Companies Bill are travelling together and that they were, in fact, examined with a fine comb by the same Special Committee of the Dáil. It is my hope that they can both be enacted very shortly and brought into operation on the same date.

As the Minister stated, the object of this Bill is to bring the Business Names Act of 1916 up to date. Broadly speaking, the object of that Act was to compel people trading under a name other than their own to disclose their identity by registering particulars in the Business Names Office. That was desirable during the first World War and, indeed, it is highly desirable in peacetime. From time to time you have people carrying on business under a business name and when you go to sue them when they have made default it is impossible to get them. One case comes to my mind of a young girl who had been a patient in a sanatorium. She answered a notice in a daily paper which advertised some article of clothing for sale. She sent away £1 for this garment but never got it and she did not get her £1 back. On that occasion I tried to locate the firm. It was trading in the city of Dublin. This incident took place about ten years ago. I sought the help of the Department of Industry and Commerce without much success. I felt very strongly about it at the time principally because the girl had been a patient in a sanatorium and I thought the proprietor of the firm should be traced and prosecuted. I just mention that case to show the necessity for a measure of this sort to compel people to disclose their identity.

It is a Bill over which there cannot be any controversy and it is an improvement on the existing Act. Apparently this point was raised in the Dáil and I should like to repeat it now. From my own experience the Business Names Act, 1916, was largely ignored. I have never in all my experience heard of a prosecution being brought under it and I am satisfied that through the length and breadth of the country there were people trading under business names without ever complying with that Act. I am glad to hear that it is the intention to enforce this Act when it goes into the Statute Book, because I feel that what I said about the existing Act being ignored is quite true.

Reading through the Bill one thing struck me. As I said, the object is to compel people to register particulars of their identity, their address and so on, so that they can be checked up on. That being so, I find it rather difficult to understand Section 18 of the Bill. I am not sure whether there was a similar section in the 1916 Act. Section 18, as far as I can see, from a quick look at it, makes it obligatory on a person who is trading under a business name to give all the particulars about himself on every sheet of notepaper and every billhead which he fills out. I think that if he has complied with the Act and given all this information to the Registrar of Business Names there is hardly any necessity to give it again on his billheads and on his notepaper. Having said all that, I think that this is a measure which can be considered in detail in Committee. It was referred to a Special Committee of the Dáil. Although we have just referred the Companies Bill to a Special Committee of this House, I hardly think it is necessary to do that with this measure but I think that the Committee Stage could conveniently be taken on the same day as the Companies Bill comes back to this House for consideration following its examination by a Special Committee.

There is little to reply to in what Senator Fitzpatrick has said. There may be just one or two points. One is that there have, indeed, been prosecutions for offences against the old Act. It is not always easy to bring them. First, there has to be a police investigation as to the identity of a person who has been trading under a business name that has not been registered or a person who has offended in some other way. It often happens that these people have absconded, anyway, and it is impossible to bring proceedings against them.

Senator Fitzpatrick referred to Section 18. That section was in the old Act as well. Its purpose was that where a person trades under a business name it should be possible for a person dealing with him, who reads his letters, his circulars or his catalogues, to know exactly with whom he is dealing rather than to impose on that person the obligation of going to the Registrar's Office to find out.

Business names are perhaps attractive, distinctive, very often catchy and a good selling medium but all that is poor consolation to a person who makes a contract with such a person and finds he can serve his writ on nobody in particular. It is a safeguard for the public and it is not a very great onus on a person trading under a business name that he should have his name and proper title on his notepaper, catalogues and circulars as well as his business name. Further than that, I think it is hardly necessary for me to comment. It will be possible to go into it in more detail on the Committee Stage. The suggestion of the Senator that it be taken on the 4th December with the Companies Bill is quite acceptable to me.

Question put and agreed to.
Committee Stage ordered for Wednesday, 4th December, 1963.

I suggest it would be desirable to have this Committee which has been mentioned get to work as quickly as possible. I shall communicate with the Clerk of the Seanad and there might be a meeting on Tuesday or Wednesday next.