Transport (No. 2) Act 1944

PART I. Preliminary and General.

1 Short title.

1.—This Act may be cited as the Transport Act, 1944.

2 Interpretation generally.

2.—(1) In this Act—

the expression “the Advisory Committee” means the Transport Advisory Committee established by this Act;

the expression “the Company” means Córas Iompair Éireann;

the expression “dissolved company” means any company being either—

(a) the Great Southern Railways Company, or

(b) the Dublin United Transport Company, Limited;

the expression “the dissolved railway company” means the Great Southern Railways Company;

the expression “the dissolved transport company” means the Dublin United Transport Company, Limited;

the expression “the Dublin Corporation” means the Right Honourable the Lord Mayor, Aldermen and Burgesses of Dublin;

the expression “the establishment date” means the 1st day of January, 1945;

the expression “local authority” means any authority being—

(a) the council of a county, or

(b) the corporation of a county or other borough, or

(c) the council of an urban district.

the word “merchandise” includes goods, minerals, live stock, and animals of all descriptions;

the expression “the Minister” means the Minister for Industry and Commerce;

the word “prescribed” means prescribed by regulations made by the Minister.

(2) The expression “this Part” where it occurs in any section contained in a particular Part of this Act shall be construed as meaning the said Part.

(3) The expression “this Chapter” where it occurs in any section contained in a particular Chapter of a particular Part of this Act shall be construed as meaning the said Chapter.

(4) References in this Act to any enactment shall be construed as references to that enactment as amended by any subsequent enactment.

3 Prosecution of offences.

3.—An offence under any section of this Act may be prosecuted by the Minister.

4 Regulations.

4.—The Minister may make regulations in relation to any matter or thing referred to in this Act as prescribed.

5 Repeals.

5.—The enactments set out in the First Schedule to this Act are hereby repealed as on and from the establishment date to the extent specified in the third column of that Schedule.

6 Expenses of the Minister and the Minister for Agriculture.

6.—(1) The expenses incurred by the Minister in the administration of this Act shall, to such extent as may be sanctioned by the Minister for Finance, be paid out of moneys provided by the Oireachtas.

(2) Any expenses incurred by the Minister for Agriculture under this Act shall, to such extent as may be sanctioned by the Minister for Finance, be paid out of moneys provided by the Oireachtas.

PART II Córas Iompair Éireann.

Chapter I. Preliminary and General.

7 Definitions for purposes of Part II.

7.—In this Part—

the expression “common stock” means common stock of the Company;

the expression “common stockholder” means a person who is the holder of common stock;

the expression “debenture stock” means redeemable debenture stock of the Company;

the expression “substituted common stock” means common stock deemed by virtue of section 14 of this Act to have been duly created and issued;

the expression “substituted debenture stock” means debenture stock deemed by virtue of section 14 of this Act to have been duly created and issued;

the expression “substituted stock” means stock which is—

(a) substituted debenture stock, or

(b) substituted common stock.

8 Incorporation of certain Acts.

8.—(1) The following enactments, so far as applicable and as varied by this Part, are incorporated with, and form part of, this Part, that is to say:—

(a) the Companies Clauses Consolidation Act, 1845, except sections 39, 85, 91, 93, 94, 109, 161 and 162,

(b) Part II and Part III (except sections 22, 25 and 26) of the Companies Clauses Act, 1863,

and for the purposes of such incorporation this Part shall be deemed to be a special Act.

(2) Part V of the Railways Clauses Act, 1863, is, subject to the provisions of this Part, incorporated with, and forms part of, this Part, and in the construction of the said Part V for the purposes of such incorporation—

(a) this Part shall be deemed to be a special Act,

(b) the dissolved transport company shall be deemed to be a railway company, and

(c) section 54 of the said Act shall have effect as if the words “until the expiration of twelve months after the time of amalgamation or” and the words “whichever first happens” were not contained therein.

Chapter II. Incorporation of Córas Iompair Éireann, dissolution of the Great Southern Railways Company and the Dublin United Transport Company, Limited, and transfer of undertakings of dissolved companies to the Company.

9 Incorporation of the Company.

9.—(1) The several persons who on the establishment date become, by virtue of this Part,' the registered holders of substituted common stock and their executors, administrators and assigns shall be and are hereby united into a company and shall be and are hereby incorporated by the name of Córas Iompair Éireann and by that name shall be a body corporate with perpetual succession and a common seal with power to purchase, take, hold and dispose of lands and other property for the purposes of the Company.

(2) This section shall come into operation on the establishment date.

10 Purposes of the Company.

10.—(1) The purposes of the Company shall be—

(a) to operate transport services,

(b) to carry on any ancillary or supplementary business, including the manufacture, repair and maintenance, for itself or any other person, of transport vehicles (including engines) and parts and equipment thereof.

(2) The Company may, with the sanction of the Minister, by agreement acquire, by purchase or by the exchange of stock of the Company the whole or any part of any transport undertaking carried on by any other person and the property and assets used in or in connection with such undertaking.

(3) Any person carrying on a transport undertaking may, notwithstanding any enactment, sell, with the consent of the Minister, the whole or any part of, or share in, that undertaking to the Company.

(4) The Company may—

(a) carry on any hotel which was, immediately before the establishment date, carried on by a dissolved company;

(b) carry on a hotel in the vicinity of the route of any of its transport services and for that purpose acquire any interest in land and (if necessary) erect buildings thereon;

(c) do all such things in relation to its hotels as might be done by an individual;

(d) dispose of any of its hotels and of any interest in any land held by it in connection with its hotels.

(5) In this section—

the word “hotel” includes a restaurant, refreshment rooms and similar undertakings;

the expression a “transport services” means transport services by railway, tramway, inland navigation, sea, air or road;

the expression “transport undertaking” means any undertaking operating any public transport service.

11 Dissolution of dissolved companies.

11.—(1) On the establishment date the dissolved railway company and the dissolved transport company respectively shall, subject to the provisions set out in the Second Schedule to this Act, be, by virtue of this section, dissolved.

(2) The provisions set out in the Second Schedule to this Act shall apply in respect of the dissolved companies and the Company.

12 Transfer to the Company of undertakings of the dissolved companies.

12.—On the establishment date the several undertakings of each dissolved company shall, by virtue of this section, be transferred to, and vest in, and become the undertakings of the Company.

Chapter III. Financial Provisions.

13 Capital of the Company.

13.—The capital of the Company, which shall be created and issued in accordance with this Part, shall not exceed twenty million pounds of which—

(a) not more than sixteen million pounds shall consist of debenture stock, and

(b) not more than four million pounds shall consist of common stock.

14 Substitution of stock of Company for stock of dissolved companies.

14.—(1) On the establishment date, but subject to subsection (2) of this section,—

(a) every person, who immediately before the establishment date, is the registered holder of any stock of the dissolved railway company described in column (2) of Part I of the Third Schedule to this Act at any reference number (other than reference number 2) shall, for every hundred pounds of that stock held by him, become and be, by virtue of this subsection, the registered holder of the amount, set out in column (4) of the said Part I at the said reference number, of the stock of the Company described in column (3) of the said Part I at the said reference number, and so in proportion for amounts of such stock of the dissolved railway company greater or less than one hundred pounds, in lieu and in exchange for such last-mentioned stock held by him;

(b) every person, who immediately before the establishment date, is the registered holder of any stock of the dissolved railway company described in column (2) of the said Part I at reference number 2, shall, for every hundred pounds of that stock held by him, become and be, by virtue of this subsection, the registered holder of the amount set out in column (4) of the said Part I at the said reference number, of each stock of the Company described in column (3) of the said Part I at the said reference number, and so in proportion for amounts of such stock of the dissolved railway company greater or less than one hundred pounds, in lieu and in exchange for such last-mentioned stock held by him;

(c) every person, who immediately before the establishment date, is the registered holder of any stock of the dissolved transport company described in column (2) of Part II of the Third Schedule to this Act at any reference number, shall, for every hundred pounds of that stock held by him, become and be, by virtue of this subsection, the registered holder of the amount, set out in column (4) of the said Part II at the said reference number, of the stock of the Company described in column (3) of the said Part II at the said reference number and so in proportion for amounts of such stock of the dissolved transport company greater or less than one hundred pounds, in lieu and in exchange for such last-mentioned stock held by him.

(2) No person shall by the operation of subsection (1) of this section be entitled to any fractional part of a pound of any substituted stock, and where, but for this subsection, a person would so become the holder of a fractional part of a pound of any substituted stock, the Company shall pay to such person in cash the par value of such fractional part.

(3) On and from the establishment date every person who by virtue of this section becomes the registered holder of substituted stock shall (subject to the provisions of this Act) accept and be deemed to have accepted the substituted stock allocated to him under this section in substitution for the stock of the dissolved companies held by him and in satisfaction of all claims arising thereunder.

(4) Substituted stock shall, by virtue of this section, be deemed to have been duly created and issued on the establishment date.

15 Supplemental provisions in relation to substituted stock.

15.—(1) Any holder of stock of a dissolved company who delivers to the Secretary of the Company the certificate or certificates of such stock to be cancelled shall be entitled without payment to receive from the Company in substitution for the certificate or certificates so delivered a certificate of the substituted stock which is allocated to such holder by section 14 of this Act in substitution for the stock of which the certificate or certificates are so delivered, but until such substitution the certificates of stock of the dissolved companies shall, subject to subsection (2) of the said section 14, be deemed to be certificates of stock of the Company which is allocated by the said section 14 to holders of stock of the dissolved companies.

(2) If any certificate of stock of any dissolved company in substitution for which any substituted stock is allocated by section 14 of this Act is lost or destroyed, then upon proof of such loss or destruction and upon an indemnity being given to the reasonable satisfaction of the directors of the Company against any claim in respect of such certificate, the Company shall deliver to the person entitled to such certificate a certificate of the substituted stock allocated to him by the said section 14.

(3) Stock of the Company substituted by virtue of section 14 of this Act for stock of any dissolved company shall be held upon and subject to the same trusts, liens, charges, powers and other legal or equitable rights, privileges, and restrictions as affected the stock for which, by virtue of the said section 14, the stock of the Company is substituted and any reference in any statute, deed, will, codicil, book, document, instrument or writing to the stock of that dissolved company shall be deemed, as on and from the establishment date, to be a reference to the stock of the Company substituted therefor by virtue of the said section 14.

(4) Any person (being a trustee or executor or acting in any representative or fiduciary capacity) who, immediately before the establishment date, is the holder of any stock of a dissolved company for which any stock of the Company is substituted by virtue of section 14 of this Act may hold, dispose of or otherwise deal with the substituted stock in all respects as he might have held, disposed of or otherwise dealt with the stock for which it is so substituted.

16 Creation and issue of subsequent debenture stock.

16.—(1) For the purposes of providing money or paying off or redeeming any debenture stock, or for the purposes of the acquisition, by means of the exchange of debenture stock, of any transport undertaking which the Company is authorised to acquire, the directors of the Company, with the previous sanction of the Minister given after consultation with the Minister for Finance, may from time to time create and issue debenture stock, so however that the total amount of the debenture stock (including substituted debenture stock) created and issued does not exceed sixteen million pounds.

(2) In calculating, for the purposes of subsection (1) of this section, the total amount of debenture stock (including substituted debenture stock) created and issued, account shall be taken of any debenture stock which has been redeemed.

17 Provisions in relation to debenture stock.

17.— (1) Substituted debenture stock shall bear interest at the rate of 3 per cent. per annum and the said interest shall be payable half-yearly on the 15th day of July and the 15th day of January in each year in respect of the half-year ending on the immediately preceding 30th day of June and 31st day of December respectively.

(2) The following provisions shall apply in relation to the redemption of substituted debenture stock, that is to say:—

(a) it may be redeemed at par in cash on the 30th day of June, 1955, or on any 31st day of December, or 30th day of June thereafter,

(b) if it is not redeemed before the 30th day of June, 1960, it shall be redeemed at par in cash on that date,

(c) it shall not be redeemed on any 30th day of June (other than the 30th day of June, 1960) or 31st day of December except upon six months' notice of intention to redeem.

(3) Debenture stock (other than substituted debenture stock) may be created and issued from time to time subject to such terms and conditions as regards the rate and payment of interest thereon and the redemption thereof as the Minister for Finance may approve.

(4) The terms and conditions on and subject to which any debenture stock is to be redeemed shall be stated on each certificate of such debenture stock.

18 State guarantee of debenture stock.

18.—(1) The Minister for Finance shall, in respect of substituted debenture stock or in respect of any other debenture stock proposed to be created and issued, guarantee in such manner and in such form as he thinks proper, the due payment, in accordance with the terms of such debenture stock, of the principal moneys and, subject to subsection (2) of this section, interest secured by such debenture stock.

(2) Where debenture stock bearing a rate of interest exceeding three per cent. per annum is created and issued, the Minister for Finance shall guarantee the due payment of interest thereon to the extent of three per cent. per annum only.

(3) All moneys from time to time required by the Minister for Finance to meet sums which may become payable under any guarantee given by him under this section shall be advanced out of the Central Fund or the growing produce thereof.

(4) For the purpose of providing moneys for the sums advanced out of the Central Fund under this section the Minister for Finance may borrow from any person any sum or sums, and for the purpose of such borrowing the said Minister may create and issue securities bearing such rate of interest and subject to such conditions as to repayment, redemption or otherwise as he thinks fit, and shall pay the moneys so borrowed into the Exchequer.

(5) The principal of and interest on any securities issued by the Minister for Finance under this section and the expenses incurred in connection with the issue of such securities shall be charged on and payable out of the Central Fund or the growing produce thereof.

(6) Any sums advanced out of the Central Fund or the growing produce thereof for the purposes mentioned in subsection (3) of this section shall be repaid to the Central Fund (with interest thereon at such rates as the Minister for Finance shall appoint) by the Company within twelve months from the date of the advance.

(7) Where the whole or any part of the sums advanced out of the Central Fund or the growing produce thereof for the purposes mentioned in subsection (3) of this section has not been repaid by the Company to the Central Fund in accordance with subsection (6) of this section, the amount so remaining outstanding shall be repaid to the Central Fund out of moneys provided by the Oireachtas.

(8) The provision of moneys by the Oireachtas under subsection (7) of this section shall not exempt the Company from the liability to repay to the Central Fund, with interest thereon at the rate appointed by the Minister for Finance, the full amount of any advance made under subsection (3) of this section, but such repayment shall be made by the Company at such times and in such instalments as the Minister for Finance may appoint.