No. 42/1980:

INDUSTRIAL ALCOHOL (AMENDMENT) ACT, 1980

ARRANGEMENT OF SECTIONS

1 Interpretation.

2 Amendment of section 10 (3) of Principal Act.

3 Guarantee by Minister of borrowings by Company.

4 Membership of either House of Oireachtas or European Assembly by directors, officer's or servants of Company.

5 Chief officer's remuneration.

6 Restriction on alteration of arrangements for superannuation of staff of Company.

7 Amendment of section 14 of Principal Act.

8 Amendment of section 17 of Principal Act.

9 Amendment of section 18 of Principal Act.

10 Amendment of Schedule to Principal Act.

11 Amendment of section 4 (2) of Act of 1947.

12 Repeal of Part III of Act of 1947.

13 Short title and collective citation.

AN ACT TO AMEND THE INDUSTRIAL ALCOHOL ACTS, 1938 AND 1947, AND TO PROVIDE FOR RELATED MATTERS.

[23rd December, 1980]

BE IT ENACTED BY THE OIREACHTAS AS FOLLOWS:

1.—In this Act—

"the Principal Act" means the Industrial Alcohol Act, 1938 ;

"the Act of 1947" means the Industrial Alcohol (Amendment) Act, 1947 .

2.—The following subsection is hereby substituted for subsection (3) of section 10 of the Principal Act:

"(3) The total amount which may be expended by the Minister for Finance in the acquisition (under either or both of the two immediately preceding subsections) of shares of the Company shall not exceed £10,000,000 less the nominal value of the shares to be issued to him under the next following section.".

3.—(1) The Minister, with the consent of the Minister for Finance, may guarantee, in such form and manner and on such terms and conditions as the Minister for Finance may sanction—

( a ) the due repayment by the Company of the principal of any moneys (including moneys in a currency other than the currency of the State) borrowed by the Company, or the payment of interest on such moneys or both the repayment of the principal and the payment of the interest, or

( b ) the due payment by the Company of instalments or other amounts of money (including money in a currency other than the currency of the State) owed by the Company under a contract entered into by the Company or the payment of interest on any such instalments or amounts or both the payment of the instalments or amounts and the interest,

and any such guarantee may include a guarantee of the payment by the Company of commission and incidental expenses arising in connection with such borrowings or contract.

(2) The Minister shall not so exercise the powers conferred on him by this section that the amount, or the aggregate amount, of principal which he may at any time be liable to repay on foot of any guarantee or guarantees under this section for the time being in force, together with the amount of principal (if any) which the Minister has previously paid on foot of any guarantee under this section and which has not been repaid by the Company, exceeds £10,000,000.

(3) Where a guarantee under this section is or has been given, the Company shall, if the Minister so requires, give to him such security (including, in particular, debentures) as may be specified in the requisition for the purpose of securing to the Minister the repayment of any moneys which he may be liable to pay or has paid under the guarantee.

(4) For the purposes of calculating the amount of borrowings guaranteed by the Minister under this section by reference to the limit on principal in subsection (2) of this section, the equivalent in the currency of the State of borrowings in a foreign currency shall be calculated at the exchange rate prevailing at the time of the giving of the guarantee.

(5) The Minister shall, as soon as may be after the expiration of every financial year, lay before each House of the Oireachtas a statement setting out with respect to each guarantee under this section given during that year or given at any time before, and in force at the commencement of that year—

( a ) particulars of the guarantee,

( b ) in case any payment has been made by the Minister under the guarantee before the end of that year, the amount of the payment and the amount (if any) repaid to the Minister on foot of the payment,

( c ) the amount of principal covered by the guarantee which was outstanding at the end of that year.

(6) All moneys from time to time required by the Minister to meet sums which may become payable by him under this Act shall be advanced out of the Central Fund or the growing produce thereof.

(7) Moneys paid by the Minister under a guarantee under this section shall be repaid to him (with interest thereon at such rate or rates as the Minister for Finance appoints) by the Company within two years from the date of the advance of the moneys out of the Central Fund.

(8) Where the whole or any part of moneys required by subsection (7) of this section to be repaid to the Minister has not been paid in accordance with that subsection, the amount so remaining outstanding shall be repaid to the Central Fund out of moneys provided by the Oireachtas.

(9) Notwithstanding the provision of moneys under subsection (8) of this section to repay the amount to the Central Fund, the Company shall remain liable to the Minister in respect of that amount and that amount (with interest thereon at such rate or rates as the Minister for Finance appoints) shall be repaid to the Minister by the Company at such times and in such instalments as the Minister for Finance appoints and, in default of repayment as aforesaid and without prejudice to any other method of recovery, shall be recoverable as a simple contract debt in any court of competent jurisdiction.

(10) Moneys paid by the Company under subsection (7) or (9) of this section shall be paid into or disposed of for the benefit of the Exchequer in such manner as the Minister for Finance thinks fit.

(11) In relation to guarantees given by the Minister in money in a currency other than the currency of the State—

(i) each of the references to principal, each of the references to interest and the reference to commission and incidental expenses in subsection (1) of this section shall be taken as referring to the equivalent in the currency of the State of the actual principal, the actual interest and the actual commission and incidental expenses, respectively, such equivalent being calculated according to the cost in the currency of the State of the actual principal, the actual interest or the actual commission and incidental expenses, as may be appropriate;

(ii) the reference to principal in subsection (5) of this section shall be taken as referring to the equivalent in the currency of the State of the actual principal, such equivalent being calculated according to the rate of exchange for the time being for that currency and the currency of the State;

(iii) each of the references to moneys in subsection (6) to (9) of this section shall be taken as referring to the cost in the currency of the State of the actual moneys.

4.—(1) Where a director of the Company is nominated as a member of Seanad Éireann or as a candidate for election to either House of the Oireachtas or to the Assembly of the European Communities or is appointed to such Assembly, he shall thereupon cease to be a director of the Company.

(2) Where a person who is either an officer or servant of the Company is nominated as a member of Seanad Éireann or as a candidate for election to either House of the Oireachtas or to the Assembly of the European Communities or is appointed to such Assembly, he shall stand seconded from employment by the Company and shall not be paid by, or be entitled to receive from the Company any remuneration or allowances—

( a ) in case he is nominated as a member of Seanad Éireann or is appointed to such Assembly, in respect of the period commencing on such nomination or appointment, as the case may be, and ending when he ceases to be a member of Seanad Éireann or such Assembly,

( b ) in case he is nominated as a candidate for election to either such House or to such Assembly, in respect of the period commencing on his nomination and ending when he ceases to be a member of that House or that Assembly, as the case may be, or fails to be elected or withdraws his candidature, as may be appropriate.

(3) A person who is, for the time being, entitled under the Standing Orders of either House of the Oireachtas to sit therein or a member of the Assembly of the European Communities shall, while he is so entitled or is such member, be disqualified for becoming a director of the Company or an officer or servant of the Company.

(4) Subsection (2) of this section shall be construed as prohibiting, inter alia, the reckoning of a period mentioned in paragraph (a) or (b) of that subsection as service with the Company for the purposes of any superannuation benefit.

5.—There shall be paid by the Company to its chief officer (whether he is so described or otherwise) such remuneration and allowances as the Company, with the approval of the Minister given with the consent of the Minister for the Public Service, shall determine.

6.—The Company shall not alter (whether by addition, cancellation in whole or in part or amendment) its arrangements for the provision of superannuation benefits on retirement or death to or in respect of its officers and servants (including its chief officer) employed in a permanent capacity without the approval of the Minister, given with the consent of the Minister for the Public Service.

7.—section 14 of the Principal Act is hereby amended by the insertion after "Minister for Finance" of ", on the recommendation of the Minister," and the said section, as so amended, is set out in the Table to this section.

TABLE

14.—Whenever the Company proposes to issue any debentures the Minister for Finance, on the recommendation of the Minister, may, if he thinks fit, guarantee in such manner and form as he may think proper, the due payment by the Company in accordance with the terms of such debentures of the principal moneys and interest secured by such debentures.

8.—The following section is hereby substituted for section 17 of the Principal Act:

"17.—Notwithstanding anything contained in the Companies Act, 1963 , no alteration in the Memorandum of Association or Articles of Association of the Company shall be valid or effectual unless made with the previous approval of the Minister, given after consultation with the Minister for Finance.".

9.—section 18 of the Principal Act is hereby amended—

( a ) in subsection (1), by the substitution of "Minister" for "Minister for Finance",

( b ) in subsection (2), by the substitution of ", after consultation with the Minister for Finance," for "for Finance",

( c ) in subsection (3), by the substitution of "Minister" for "Minister for Finance",

( d ) by the substitution of the following subsection for subsection (4):

"(4) A copy of every balance sheet and profit and loss account furnished to the Minister pursuant to this section shall be laid by him before each House of the Oireachtas as soon as may be after such balance sheet and profit and loss account are so furnished to him.",

and

( e ) in subsection (6), by the substitution of "Minister" for "Minister for Finance",

and the said subsections (1), (2), (3) and (6), as so amended, are set out in the Table to this section:

TABLE

18.—(1) The Company shall within 90 days after the end of every accounting year furnish to the Minister a balance sheet for such accounting year duly audited by the auditor of the Company and also a profit and loss account for the same accounting year similarly audited.

(2) The balance sheet and profit and loss account to be furnished as aforesaid shall be drawn up in such manner as the Minister, after consultation with the Minister for Finance, may direct and such balance sheet shall contain (in addition to any matter required by such direction) a summary of the capital, assets and liabilities of the Company together with such particulars as will disclose the nature of such assets and liabilities and the manner in which the value of the assets was arrived at.

(3) The Company shall on demand furnish to the Minister such explanations as the said Minister shall think proper to require in respect of any balance sheet or profit and loss account furnished pursuant to this section.

(6) An offence under this section may be prosecuted by or at the suit of the Minister.

10.—The Schedule to the Principal Act is hereby amended—

( a ) by the substitution of the following paragraph for paragraph 1:

"1.—The Memorandum and Articles of Association of the Company shall be subject to the approval of the Minister given after consultation with the Minister for Finance.",

( b ) by the substitution of the following sub-paragraph for sub-paragraph ( e ) of paragraph 2:

"( e ) that the amount of the share capital of the Company shall be £10,000,000 divided into shares of £1 each, and that the Company shall, with the consent of the Minister for Finance, have power to divide the shares in the capital of the Company into several classes and to attach thereto respectively any preferential, deferred, qualified or special rights, privileges or conditions.",

( c ) by the substitution of the following paragraph for paragraph 4 of the Schedule:

"4.—The Articles of Association of the Company shall provide—

( a ) that the directors of the Company shall be nominated from time to time by the Minister after consultation with the Minister for Finance;

( b ) that the chairman of the directors shall be nominated from time to time by the Minister after consultation with the Minister for Finance from amongst the directors;

( c ) that, for such period as the Minister may direct, there shall be a managing director of the Company and, in that case, the directors of the Company shall from time to time appoint one of their body to be managing director of the Company;

( d ) that the Company shall have power for the purposes of the Company to raise money by means of debentures, subject, however, as follows:—

(i) the amount so raised shall not at any time exceed the paid up share capital of the Company,

(ii) the said power shall not be exercisable without the consent of the Minister for Finance given on the recommendation of the Minister;

( e ) no person shall be capable of being appointed as auditor to the Company without the approval of such appointment by the Minister given after consultation with the Minister for Finance.".

11.—Section 4 of the Act of 1947 is hereby amended by the substitution of the following subsection for subsection (2).

"(2) At any time after the passing of this Act, the Company may, with the approval of the Minister, given after consultation with the Minister for Finance, so alter its memorandum of association as to extend its objects in conformity with the amendment effected by subsection (1) of this section, and section 17 of the Principal Act shall not apply in respect of such alteration.".

12.—Part III of the Act of 1947 is hereby repealed.

13.—(1) This Act may be cited as the Industrial Alcohol (Amendment) Act, 1980 .

(2) The Industrial Alcohol Acts, 1938 and 1947, and this Act may he cited together as the Industrial Alcohol Acts, 1938 to 1980, and shall be construed together as one.

ACTS REFERRED TO