BANK OF IRELAND ACT, 1929

AN ACT TO AMEND THE CHARTER UNDER WHICH THE GOVERNOR AND COMPANY OF THE BANK OF IRELAND IS INCORPORATED AND THE STATUTORY ENACTMENTS REGULATING THAT CORPORATION AND ITS BANK, TO CONFER FURTHER AND OTHER POWERS ON THE SAID GOVERNOR AND COMPANY OF THE BANK OF IRELAND, AND FOR OTHER PURPOSES CONNECTED WITH THE SAID CORPORATION AND BANK. [18th November, 1929.]

Preamble.

WHEREAS under an Act of the Parliament of Ireland passed in the 21st and 22nd years of the reign of His late Majesty King George the Third and entitled “An Act for establishing a bank by the name of the Governor and Company of the Bank of Ireland” and by a Charter or Letters Patent under the Great Seal of Ireland bearing date the 10th day of May 1783 and granted by His said late Majesty in pursuance of the said Act, a Bank was established and a company was incorporated by the name of the Governor and Company of the Bank of Ireland,

AND WHEREAS from time to time the said Act and the said Charter have been amended and further and other provision made in respect of the said Bank by Acts passed by the Parliament of Ireland and by the Parliament of the late United Kingdom of Great Britain and Ireland respectively,

AND WHEREAS it is necessary to make further and other provision in respect of the said Bank and for that purpose further to amend the said Charter and some or all of the said Acts,

AND WHEREAS those purposes cannot be effected without the authority of the Oireachtas,

BE IT THEREFORE ENACTED BY THE OIREACHTAS OF SAORSTÁT EIREANN AS FOLLOWS:—

1 Definitions.

1. In this Act—

the expression “the Bank” means as the context may require either the corporate body entitled the Governor and Company of the Bank of Ireland or the Bank of the Governor and Company of the Bank of Ireland,

the expression “the Charter” means the said Charter or Letters Patent under the Great Seal of Ireland bearing date the 10th day of May 1783 and granted by His late Majesty King George the Third,

the expression “the Bank's Acts” means the enactments specified in the First Schedule to this Act and every other enactment amending any of those enactments,

the word “Directors” includes the Governor and Deputy Governor of the Bank,

the expression “general court” means a general court of the members of the Bank duly assembled under and in accordance with the Charter.

2 Provisions as to voting, general courts, Directors, etc.

2.—(1) Notwithstanding anything to the contrary contained in the Charter or in the Bank's Acts,

• (a) no banking company registered outside Saorstát Eireann or banking corporation trust or other company carrying on its principal business outside Saorstát Eireann shall be qualified to vote or capable of voting at any general court or otherwise through a trustee nominee or other person or otherwise in any matter relating to the affairs or government of the Bank, and

• (b) the members of the Bank duly assembled in a general court may from time to time by resolution reduce or increase as they think fit the number of the Directors (exclusive of the Governor and the Deputy Governor) of the Bank and fix the amount of capital stock of the Bank which must be held as their qualifications by the Governor Deputy Governor and Directors respectively and may from time to time fix the quorum of Directors necessary for the transaction of business, and

• (c) the Governor and Deputy Governor and at least three fourths of the other Directors shall be domiciled and resident in Saorstát Eireann, and

• (d) all members of the Bank holding the amount of the capital stock of the Bank necessary to qualify them to vote shall have the same rights of voting at general courts whether the capital stock of the Bank of which they are the registered holders or any part thereof is held by them in their own right or in trust for any other person or persons or for any company or corporation not disqualified to vote by paragraph (a) of this sub-section: Provided that where capital stock in the Bank is held in trust for the same company corporation person or persons by different members of the Bank not more than one of such members of the Bank shall be entitled to vote at any general court, and

• (e) where capital stock of the Bank is registered in the names of two or more persons as joint holders thereof any one of such persons shall have the same right to vote at any general court as if he were solely entitled thereto and if more than one of such joint holders be present at any general court that one of the said persons so present whose name stands first on the register in respect of such capital stock shall alone be entitled to vote, and

• (f) any company or corporation holding the amount of the capital stock of the Bank necessary to entitle members to vote for the period prescribed by the Charter and not being disqualified to vote by paragraph (a) of this sub-section may by resolution of its directors or governing body appoint any person to vote at any general court and the person so appointed shall have the same right of voting at such general court on behalf of the company or corporation by which he shall have been appointed as if he were a member of the Bank: Provided that a duly authenticated copy of such resolution shall in every case be sent or delivered to the Secretary of the Bank at least seven days before the holding of the general court or courts at which such person is to be entitled to vote on behalf of such company or corporation, and

• (g) at any general court a poll of the members of the Bank qualified to vote at general courts may be demanded by the Chairman presiding at such general court or by at least nine other persons qualified to vote and personally present and if a poll is duly demanded it shall be taken in such manner and at such time and place as the Chairman shall direct and the result of the poll shall be deemed to be the resolution of the general court at which the poll was demanded, and

• (h) any member of the Bank holding the amount of the capital stock of the Bank necessary to qualify members to vote may be required by the Directors to declare by statutory declaration whether he is entitled to the capital stock of which he is the registered holder in his own right or otherwise and if the whole or any part of such capital stock is held by him otherwise than in his own right to disclose and specify every company corporation person or persons in trust for whom or on whose behalf he holds the same and where any member has been required to make such declaration as aforesaid the making by him of such declaration shall be a condition precedent to the right of such member to vote at any general court, and

• (i) the Bank shall not absorb any other bank without the consent in writing of the Minister for Finance previously obtained, and

• (j) the Bank shall not be absorbed by any other bank corporation trust or other company whatsoever, and

• (k) notwithstanding any notice of any trust the Bank so far as not restrained by Order or Rules of Court shall pay the dividends on the capital stock of the Bank for the time being to the members of the Bank appearing from the Register to be the owners thereof and shall allow such members to sell and transfer such capital stock, and

• (l) the members of the Bank may by bye-laws duly made under the Charter determine the number of general courts to be held in every year and may for that purpose reduce or increase as they think fit the number of such general courts as fixed by the Charter or by such bye-laws, but so that not less than one general court shall be held in every year, and

• (m) the members of the Bank may by bye-laws duly made under the Charter appoint the days on which general courts shall be held, and

• (n) whenever the number of general courts is fixed or the dates for holding general courts are appointed by such bye-laws, general courts shall be summoned in accordance with such bye-laws and not otherwise.

• (2) Nothing in this section shall prejudice or affect the summoning at any time in accordance with the Charter of a general court on the demand of nine or more members of the Bank qualified as mentioned in the Charter.

3 Increase of Capital Stock.

3.—(1) The members of the Bank duly assembled in a general court may at any time and from time to time by resolution enlarge the capital stock of the Bank by such amount as they think proper.

• (2) Whenever the capital stock of the Bank is so enlarged the Directors of the Bank may issue stock of the Bank to such amount not exceeding the amount of such enlargement as they think proper and may issue such stock at par or at a premium and may receive from any persons subscriptions in money or moneysworth for such stock.

• (3) All stock issued under this section shall rank in equal priority with the stock of the Bank existing at the passing of this Act and the holders of such first-mentioned stock shall be members of the Bank and be entitled to the same privileges and be subject to the same liabilities and be bound by the same bye-laws as the holders of such existing stock.

• (4) All subscriptions received by the Bank for stock issued under this section may be utilized by the Bank in any manner in which the moneys of the Bank may be for the time being lawfully utilized: Provided that nothing herein contained shall authorise the application or distribution among the members of the Bank of any part of such subscriptions by way of bonus or dividend.

4 Removal of restrictions on borrowing.

4.—Notwithstanding anything to the contrary contained in the Bank's Acts, the Bank may borrow and give security for any sums of money without limit on the total or individual amounts thereof.

5 Subsidiary and ancillary powers of the Bank.

5.—In addition and without prejudice to the powers now vested in or possessed by the Bank for the carrying on of the business of banking and notwithstanding anything contained in the Charter or the Bank's Acts, the Bank shall for the purpose of or as ancillary to the business of banking carried on by it be entitled and have power to do all or any of the following things, that is to say:—

• (a) to establish and maintain branches or agencies in any place within or outside Saorstát Eireann;

• (b) to establish, maintain, and remunerate committees, local boards of directors, local managers, consulting committees, or local agents in any place outside Saorstát Eireann;

• (c) to acquire the whole or any part of the banking business and assets whether within or outside Saorstát Eireann of any person engaged in the business of banking but subject to the restrictions contained in paragraph (i) of sub-section (1) of section 2 of this Act;

• (d) to acquire and hold shares in any limited or other company carrying on the business of banking whether within or outside Saorstát Eireann but subject to the restrictions contained in paragraph (i) of sub-section (1) of section 2 of this Act;

• (e) to enter into and carry out partnership or other working arrangements with or lend money to or guarantee the contracts of any person carrying on the business of banking whether within or outside Saorstát Eireann;

• (f) to enter into arrangements with any person carrying on the business of banking whether within or outside Saorstát Eireann for acquiring reciprocity of interests between the Bank and such person;

• (g) to promote subsidiary companies whether within or outside Saorstát Eireann for taking over and holding or carrying on any part of the property or business of the Bank or for any other purpose which may seem to the Directors directly or indirectly calculated to benefit the Bank;

• (h) to concur in or otherwise take responsibility for the performance of contracts of every kind by any person;

• (i) to grant indemnities against losses of all or any nature;

• (j) to guarantee or underwrite or acquire and re-issue or otherwise become liable to secure the subscriptions of any issue whether within or outside Saorstát Eireann of stock, shares, bonds, debentures or other securities or of any public loan;

• (k) to act as sureties executors administrators receivers liquidators and trustees;

• (l) to act as agents for any person for any purpose;

• (m) to issue and pay letters of credit;

• (n) to employ any person as agent;

• (o) to undertake the office of treasurer for any person and to keep for any person or for any government registers of stocks, shares, securities, or funds;

• (p) to buy and sell bullion, gold and silver, to deal in bills of exchange, and to deal and trade in any goods, wares or merchandise whatsoever;

• (q) to establish, support, contribute to or otherwise aid any institution or fund calculated to benefit employees of the Bank or their dependants;

• (r) to make distributions by way of bonus or otherwise to the members of the Bank but not so as thereby to reduce the capital of the Bank;

• (s) to take, or concur in taking, all such steps and proceedings (including the undertaking of any obligation, monetary or otherwise) as may seem best calculated to uphold and support the credit of the Bank, or to obtain, maintain, or restore public confidence, and to avert or minimise financial crises or disturbances which might directly or indirectly affect the Bank or the business of banking generally;

• (t) to carry on the business of banking in all or any of its departments;

• (u) to do all or any of the foregoing things as principals or agents and either within or outside Saorstát Eireann;

• (v) to do all such other things as may be incidental or conducive to the execution, performance, or attainment of any of the matters hereinbefore mentioned.

6 Repeals.

6.—The several enactments specified in the Second Schedule to this Act are hereby repealed to the extent mentioned in the third column of the said Second Schedule.

7 Short title.

7.—This Act may be cited as the Bank of Ireland Act, 1929.

CEAD SCEIDEAL. FIRST SCHEDULE. Achtanna an Bhainc. The Bank's Acts.

Cuid I.

Part I.

Achtanna de Pháirlimint na hEireann.

Acts of the Parliament of Ireland.

Cuid II.

Part II.

Achtanna de Pháirlimint na Ríochta Aontuithe.

Acts of the United Kingdom Parliament.

DARA SCEIDEAL. SECOND SCHEDULE. Achtachain a Hathghairmtear. Enactments Repealed.