Legalize / Ireland / Act

Trustee Savings Banks Act , 1989

Type Act

Publication 1989-12-23

State In force

Source Irish Statute Book

articles 66

Reform history JSON API

PART I Preliminary and General

1 Short title.

1.—This Act may be cited as the Trustee Savings Banks Act, 1989.

2 Commencement.

2.—This Act shall come into operation on such day or days as, by order or orders made by the Minister under this section, may be fixed therefor either generally or with reference to any particular purpose or provision and different days may be so fixed for different purposes and different provisions.

3 Interpretation.

3.—(1) In this Act, save where the context otherwise requires—

“the Act of 1963” means the Companies Act, 1963;

“the Acts” means the Trustee Savings Banks Acts, 1863 to 1979;

“the Central Bank” means the Central Bank of Ireland;

“company”, “equity share capital”, “holding company” and “subsidiary” have the meanings assigned to them by the Act of 1963;

“the Companies Acts” means the Act of 1963 and every Act which is to be construed with it as one Act;

“the Court” means the High Court;

“deposit” includes a deposit in a current account;

“depositor” means a person who maintains a deposit with a trustee savings bank and cognate words shall be construed accordingly;

“former bank” means a trustee savings bank that immediately before the commencement of Part II stood certified under the Acts;

“licence” has the meaning assigned to it by section 10;

“the Minister” means the Minister for Finance;

“the special account” has the meaning assigned to it by section 32;

“trustee savings bank” has the meaning assigned to it by section 9.

(2) In this Act—

(a) a reference to any enactment shall, unless the context otherwise requires, be construed as a reference to that enactment as amended, adapted or extended by or under any subsequent enactment including this Act or regulations made under this Act,

(b) a reference to a Part, section or schedule is a reference to a Part, section of, or schedule to, this Act unless it is indicated that reference to some other enactment is intended,

(c) a reference to a subsection, paragraph or subparagraph is a reference to the subsection, paragraph or subparagraph of the provision in which the reference occurs unless it is indicated that reference to some other provision is intended,

(d) a reference to any provision of this Act shall, where appropriate, be construed as a reference to that provision as modified by regulations.

4 Regulations and directions.

4.—(1) Without prejudice to any specific provision of this Act, any regulations thereunder may contain such incidental, consequential, transitional or supplementary provisions (including provisions for the purpose of effecting the transition from the enactments repealed by section 7 of this Act) as may appear to the Minister to be necessary or proper for any purpose of this Act or in consequence of, or to give full effect to, any provision of this Act.

(2) Every regulation made under this Act shall be laid before each House of the Oireachtas as soon as may be after it is made and, if a resolution annulling the regulation is passed by either such House within the next 21 days on which that House has sat after the regulation is laid before it, the regulation shall be annulled accordingly, but without prejudice to the validity of anything previously done thereunder.

(3) (a) The Central Bank may give a direction to a trustee savings bank in relation to any matter (other than a matter in relation to which a direction may be given by the Central Bank to a trustee savings bank under any other provision of this Act) connected with the business carried on by the bank or where it considers it necessary to do so in the interest of the orderly and proper regulation of trustee savings banks.

(b) A person who fails or refuses to comply with a direction under this subsection shall be guilty of an offence.

(4) (a) A direction by the Central Bank under this Act shall be given in writing by an officer of the Central Bank duly authorised for that purpose.

(b) The provisions of subsection (1) shall, subject to any necessary modifications, apply to such a direction as they apply to regulations.

(c) Such a direction may be given to a trustee savings bank by sending it by ordinary prepaid post to the secretary or other like officer of the bank addressed to him at the chief office of the bank.

(d) The Central Bank may by a direction under this paragraph amend or revoke a direction given by it under this Act including this paragraph.

5 Regulations to remove difficulties.

5.—If, in any respect, any difficulty arises in bringing any provision of this Act into operation or in relation to the operation of any such provision, the Minister may by regulations do anything which appears to him to be necessary or expedient for removing that difficulty, for bringing that provision into operation, or for securing or facilitating its operation, and any such regulations may modify any provision of this Act so far as may be necessary or expedient for carrying such provision into effect for the purposes aforesaid but no regulations shall be made under this section in relation to any provision of this Act after the expiration of 3 years commencing on the day on which the relevant provision of this Act came into operation.

6 Modification of Act to conform with changes in company, banking and building society law.

6.—(1) If, on any modification of the enactments in force relating to companies, banks or building societies, it appears to the Minister to be expedient to modify the provisions of this Act for the purpose of assimilating the law relating to trustee savings banks to the modifications of the law relating to companies, banks or building societies, the Minister may by regulations make such modification of any provisions of this Act as he thinks appropriate for that purpose.

(2) The power conferred by subsection (1) includes power to modify the relevant provisions of this Act so as to—

(a) confer power to make orders, regulations or other instruments,

(b) provide for the charging of fees but not for the making of any charge in the nature of taxation.

(3) Regulations under this section may—

(a) make consequential amendments to or repeals of other provisions of this Act,

(b) make such transitional or saving provisions as appear to the Minister to be necessary or expedient.

(4) In this section “modification” includes any addition and, as regards modifications of the enactments relating to companies, banks or building societies, any modification whether effected by any future Act or by an instrument made after the passing of this Act under an Act whenever passed.

7 Repeals and savings.

7.—(1) The enactments specified in column (2) of the First Schedule are hereby repealed to the extent specified in column (3) of that Schedule.

(2) In so far as any instrument made or other thing whatsoever done under any provision repealed by this Act could have been made or done under a corresponding provision of this Act, it shall not be invalidated by the repeal of that provision but, if in force immediately before that provision was repealed, shall have effect as if made or done under the corresponding provision of this Act.

(3) A reference in any statute or instrument made under statute or in any book, record or other document to a former bank shall be construed as a reference to a trustee savings bank.

8 Expenses.

8.—(1) The expenses incurred by the Minister in the administration of this Act shall be paid out of moneys provided by the Oireachtas.

(2) The expenses incurred by the Central Bank in the administration of this Act shall be paid out of the general fund of the Central Bank.

PART II Establishment and Licensing of Trustee Savings Banks

9 “Trustee savings bank”.

9.—(1) In this Act “trustee savings bank” means a society formed for the purpose of establishing and maintaining an institution in the nature of a bank conforming to the provisions of this Act—

(a) whose business is managed and administered under the supervision of trustees in accordance with those provisions, and

(b) that carries on, in pursuance of a licence and in accordance with those provisions and rules made by its trustees and subject to the general supervision of the Central Bank, any one or more of the following:

(i) the business of accepting deposits payable on demand or on notice or at a fixed or determinable future date,

(ii) the business normally carried on by a former bank,

(iii) the business of providing, with the consent of the Central Bank, any other financial service.

(2) A trustee savings bank may, with the consent of the Central Bank, carry on business outside the State.

(3) In the exercise of any of its functions under this Act the Central Bank shall not be required to treat assets or liabilities of trustee savings banks outside the State as if they were held in the State.

10 Licences.

10.—(1) Subject to the provisions of this Act, the Central Bank may, on application to it in that behalf by the trustees of the society concerned, grant or refuse to grant to them a licence authorising them to establish, maintain, and carry on the business of, a trustee savings bank (in this Act referred to as “a licence”).

(2) The Central Bank shall not refuse to grant a licence without the consent of the Minister and unless it is satisfied that the grant of the licence would not be in the interest of the orderly and proper regulation of trustee savings banks or that there is not compliance with this Act as respects the institution, or the trustees, concerned and the Minister shall not grant his consent to the refusal unless he is satisfied that the grant of the licence would not be in the interest of the orderly and proper regulation of trustee savings banks or that there is not compliance with this Act as respects the institution, or the trustees, concerned.

(3) Whenever the Central Bank proposes to refuse to grant a licence to the trustees of a society—

(a) it shall notify them in writing of its intention to seek the consent of the Minister to the refusal and of its reasons for the refusal and that they may, within 21 days of the giving of the notification, make representations in writing to the Minister in relation to the proposed refusal,

(b) the trustees may make such representations to the Minister within the time aforesaid, and

(c) the Minister shall, before deciding whether to give or withhold his consent to the proposed refusal, consider any representations duly made to him under this subsection.

(4) (a) Subject to paragraph (b) of this subsection, the Central Bank shall, not later than 6 months after the receipt of an application therefor, either grant the licence or give a notification under subsection (3) (a) to the persons who made the application.

(b) Paragraph (a) shall have effect in relation to a case where, pursuant to subsection (6), the Central Bank requests the persons concerned to furnish information in relation to an application for a licence as if the reference to the receipt of an application were a reference to the furnishing of the information.

(5) An application for a licence shall be in such form and contain information in relation to such matters as the Central Bank may specify.

(6) The Central Bank may, following the receipt by it of an application for a licence, request the persons concerned in writing to furnish information to it in relation to specified matters and the persons shall comply with the request.

(7) Where, immediately before the commencement of this section, a former bank was carrying on business, the Central Bank shall, upon application therefor by its trustees, grant to them, as soon as may be thereafter, a licence in respect of its business and the licence shall have, and be deemed to have had, effect as on and from such commencement.

(8) The grant of a licence shall not constitute a warranty as to the solvency of the institution concerned and the Central Bank shall not be liable in respect of any losses incurred through the insolvency or default of a person to whom a licence is granted or the trustee savings bank in respect of which it is granted.

(9) The Central Bank may amend a licence by inserting therein or deleting therefrom, as appropriate, the names of trustees of the trustee savings bank concerned.

11 Prohibition on carrying on of business of a trustee savings bank without a licence.

11.—(1) A person, other than a person authorised so to do by a licence, shall not, on his own behalf or on behalf of any other person in or outside the State, carry on the business of a trustee savings bank or hold himself out or represent himself as carrying on such a business.

(2) For the purposes of this section, a person shall be deemed to hold himself out as carrying on the business of a trustee savings bank if he does an act specified in section 14 (2).

(3) A person who contravenes this section shall be guilty of an offence.

12 Conditions of licences.

12.—(1) Subject to subsection (2), a licence shall be subject to such conditions, if any, as the Central Bank may impose and specify at the time of the grant thereof, being conditions that in the opinion of the Bank are calculated to promote the proper and orderly regulation of trustee savings banks.

(2) The conditions of a licence may be amended, revoked or added to, and conditions may be imposed in relation to a licence, from time to time by the Central Bank if, in the opinion of the Central Bank, the amendment, revocation, addition or imposition is calculated to promote the orderly and proper regulation of trustee savings banks.

(3) Whenever the Central Bank proposes to impose a condition in relation to a licence or to amend or add to the conditions of a licence—

(a) it shall notify in writing the persons who hold the licence or to whom the licence is intended to be granted of its intention to impose the condition or to amend or add to the conditions of the licence, as the case may be, and of its reasons for so doing and that they may, within 21 days of the giving of the notification, make representations in writing to the Central Bank in relation to the imposition, amendment or addition, as the case may be,

(b) the persons may make such representations to the Central Bank within the times aforesaid,

(c) the Central Bank shall, before deciding to impose the condition or amend or add to the conditions of the licence, consider any representations duly made to it under this subsection, and

(d) if any representations are duly made to the Central Bank under this subsection, it may, upon the expiration of the period of 21 days aforesaid, withdraw the proposal aforesaid or impose such a condition or effect such amendments of or additions to the conditions of the licence as, having regard to the representations, the Central Bank considers appropriate subject only to the proviso that the action taken by the Central Bank shall not be such as to render compliance with the conditions of the licence more onerous than it would have been if the conditions of the licence had been those contained in the licence at the time of the giving of the notification under paragraph (a) as amended or added to or otherwise affected in accordance with the notification.

(4) A person who fails or refuses to comply with a condition of a licence shall be guilty of an offence.

13 Revocation of licences.

13.—(1) The Central Bank may, with the consent of the Minister, revoke a licence—

(a) if the holders of the licence so request,

(b) if the institution concerned has not commenced to carry on the business authorised by the licence within 12 months of the date on which the licence was granted,

(d) if the trustee savings bank becomes unable to meet its obligations to its creditors or suspends payments lawfully due by it or, in the opinion of the Central Bank—

(i) no longer possesses funds that are sufficient for the purposes of the business aforesaid, or

(ii) can no longer be relied upon to fulfil its obligations to its creditors, including the repayment of deposits held by it and the payment of interest thereon,

(e) if the trustee savings bank is convicted on indictment of an offence under this Act or is convicted of an offence involving fraud or dishonesty,

(f) if, since the grant of the licence, the circumstances relevant to the grant have changed and are such that, if an application for the grant of a licence were made in the changed circumstances, the grant thereof would be refused,

(g) if the Central Bank is not satisfied that the circumstances of the trustee savings bank are such that the bank is capable of repaying deposits accepted by it and paying any interest due to the depositors thereon in accordance with the terms of the deposits,

(h) if the trustees or the trustee savings bank fail to comply with a direction of the Central Bank under this Act,

(i) if there is not compliance with this Act as respects the trustees or the trustee savings bank, or

(j) if the trustee savings bank has ceased to carry on the business authorised by the licence and has not carried it on during a period of more than 6 months immediately following the cesser.

(2) Whenever the Central Bank proposes to revoke a licence (other than in pursuance of a request by the holders thereof to do so)—

(a) it shall notify the holders in writing that it intends to seek the consent of the Minister to the revocation and of the reasons therefor and that the holders may, within 21 days after the date of the giving of the notification, make representations in writing to the Minister in relation to the proposed revocation,

(b) the holder may make such representations as aforesaid to the Minister within the time aforesaid, and

(c) the Minister shall, before deciding to grant or withhold his consent to the revocation, consider any representations duly made to him under this subsection.

(3) Where a licence is revoked and the trustee savings bank concerned is not wound up—

(a) the bank shall continue to be liable in respect of deposits accepted by it until any liabilities in respect of them have been discharged to the satisfaction of the Central Bank,

(b) upon the discharge of the liabilities aforesaid, the bank shall be closed in accordance with section 42, and

(c) the trustees of the bank shall discharge all their liabilities to their depositors in full and without undue delay and shall notify the Central Bank and the depositors with the bank, in such manner and within such time as may be determined by the Central Bank, of the action they are taking to do so.

(4) Where a licence is revoked and the trustee savings bank concerned is being wound up, the liquidator of the bank may carry on the business of the bank to such extent as the Central Bank or, if the winding up is pursuant to an order of the Court, the Court may consider necessary to enable the liquidator to discharge his functions.

(5) A person who contravenes subsection (3) (c) shall be guilty of an offence.

14 Name of trustee savings bank.

14.—(1) The phrase “trustee savings bank” or the phrase “savings bank” shall, unless the Central Bank consents to its omission, be included in the name of a trustee savings bank.

(2) A person other than a trustee savings bank—

(a) if he is a body corporate, shall not include in the name of the body either of the phrases aforesaid or any phrase that is a variant, derivative or translation of or is analogous to either of those phrases,

(b) if he is an individual carrying on a business under a name or title (other than his own name without any addition thereto), shall not include in the name or title either of the phrases aforesaid or any phrase that is a variant, derivative or translation of or is analogous to either of those phrases,

(c) if he is an unincorporated body of persons carrying on a business, shall not include in the name under which the body carries on business (not being, in the case of a partnership, the name or names of one or more of the partners without any addition thereto) either of the phrases aforesaid or any phrase that is a variant, derivative or translation of or is analogous to either of those phrases,

(d) shall not use, in an advertisement, circular, business card or other document either of the phrases aforesaid or any phrase that is a variant, derivative or translation of either of those phrases if by doing so he would hold himself out or represent himself as being a trustee savings bank.

(3) A person who contravenes subsection (2) shall be guilty of an offence.

15 Lending and borrowing by trustee savings bank.

15.—(1) The rates of interest charged by a trustee savings bank on loans provided by it and paid by it on deposits accepted by it shall be fixed in such manner and by reference to such matters as the Central Bank may determine.

(2) (a) A trustee savings bank may borrow money including, with the consent of the Central Bank, money in a currency other than the currency of the State.

(b) The Central Bank may if it so thinks fit specify in a direction given to a trustee savings bank—

(i) the maximum liability which may be incurred by the bank in respect of borrowings by it and interest on such borrowings, and

(ii) the maximum liability which may be incurred by the bank in relation to any one person in respect of borrowings by it and interest on such borrowings, and

(iii) the terms and conditions upon which the bank may borrow money (including terms or conditions specifying or providing for the determination of the rate of interest payable on moneys borrowed by it and the security to be provided by it in respect of its borrowings).

(3) A trustee savings bank shall not carry on any business other than the taking of deposits and any other business carried on by a former bank without the consent of the Central Bank.

(4) A person who contravenes subsection (3) or fails or refuses to comply with a direction under subsection (2) shall be guilty of an offence.

16 Rules of trustee savings bank.

16.—(1) (a) (i) The trustees of a trustee savings bank shall before the bank commences to carry on business or, in the case of a trustee savings bank that immediately before the commencement of this section was a former bank, not later than 6 months after such commencement make rules (which shall be subject to the approval of the Central Bank) for the management and administration of the bank and for such other matters relating to the bank as it considers appropriate.

(ii) The trustees of a trustee savings bank may, subject to the approval of the Central Bank, by rules under subparagraph (i), amend or revoke rules under that subparagraph.

(b) The Central Bank shall—

(i) as respects proposed rules under paragraph (a) (i), approve of the rules if it is satisfied that they are in accordance with sound banking practice, make provision for all of the matters for which, in the opinion of the Central Bank, provision ought to be made by the rules and are in conformity with the law (including this Act),

(ii) as respects proposed rules under paragraph (a) (ii), approve of the rules if it is satisfied that they, together with the rules that would be in force following the proposed amendment or revocation, satisfy the conditions specified in subparagraph (i).

(c) Without prejudice to the generality of paragraph (a), rules under that paragraph shall make provision in relation to the matters for the time being standing specified in the Second Schedule.

(2) The Minister may by regulations, made after consultation with the Central Bank and the trustee savings banks for the time being carrying on business, amend the Second Schedule and that Schedule shall have effect subject to any regulations under this subsection for the time being in force.

(3) The following provisions shall have effect in relation to rules under this section of a trustee savings bank:

(a) the trustees, managers and other officers of the bank shall comply with the rules and the business of the bank shall be carried on in accordance with the rules,

(b) a copy of the rules shall be given to a depositor of the bank on request at any office of the bank,

(c) a copy of the rules shall be made available for inspection by depositors of the bank at each office of the bank during the times at which the bank is open to the public for business,

(d) in proceedings in any court or tribunal, production of a document purporting to be a copy of the rules and to be certified by an officer of the bank to be a true copy of the rules shall be evidence of the rules unless the contrary is shown.

(4) A person who contravenes subsection (3) (a) shall be guilty of an offence.

(5) Rules of a former bank in force immediately before the commencement of this section shall continue in force for the period of 6 months immediately after such commencement and may be amended or revoked during that period by the trustees of the trustee savings bank concerned as if made pursuant to this section and shall, during the said period, be deemed to comply with the provisions of this Act.

PART III Trustees of Trustee Savings Banks

17 Number of trustees of trustee savings bank.

17.—(1) There shall be not less than 5 and not more than 10 trustees of a trustee savings bank.

(2) Where 2 or more trustee savings banks amalgamate and immediately before the amalgamation the total number of trustees of the banks exceeded 10, those trustees may be appointed to be trustees of the amalgamated bank as if their number did not exceed 10, but no other trustees shall be appointed in relation to the amalgamated bank until the number of trustees of the amalgamated bank falls below 10.

(3) Where at any time the number of trustees of a trustee savings bank falls below 5, such number of persons shall be appointed not later than 3 months after that time to be trustees of the bank as will bring the number of trustees to a number not less than 5, but acts of the trustees of the bank performed during the said period of 3 months or the period from the time aforesaid until the appointment of persons to be trustees of the bank pursuant to this section, whichever is the shorter, shall be as valid as if the number of trustees of the bank had been a number not less than 5 throughout the relevant period.

(4) A person shall not be appointed to be a trustee of a trustee savings bank without the consent of the Central Bank.

18 Age limit for trustees of trustee savings bank.

18.—A person shall cease to hold office as a trustee of a trustee savings bank not later than the time when he reaches the age of 70 years.

19 Disqualification for being a trustee of a trustee savings bank.

19.—(1) A person who—

(a) is adjudicated bankrupt,

(b) makes a composition or arrangement with creditors,

(c) was at any time personally liable pursuant to section 22 in respect of his conduct in the carrying out of his duties as a trustee of a trustee savings bank,

(d) is sentenced to imprisonment for a term of not less than 6 months, or

(e) is convicted of an offence involving fraud or dishonesty,

shall be disqualified for being a trustee of a trustee savings bank.

(2) A trustee of a trustee savings bank who—

(a) is adjudicated bankrupt,

(b) makes a composition or arrangement with creditors,

(c) is personally liable pursuant to section 22 in respect of his conduct in the carrying out of his duties as such a trustee,

(d) is sentenced to imprisonment for a term of not less than 6 months, or

(e) is convicted of an offence involving fraud or dishonesty,

shall forthwith become and be disqualified for being such a trustee.

20 Payment of honoraria to trustees of trustee savings bank.

20.—(1) (a) A trustee savings bank may pay to its trustees honoraria of such amounts as may be approved of by the Central Bank.

(b) The aggregate amount of any honoraria paid by a trustee savings bank to its trustees in any financial year of the bank shall be stated in the accounts of the bank for that year.

(2) (a) A trustee savings bank may lend money to a trustee of the bank if, but only if—

(i) the loan is made on and subject to such terms and conditions as may be specified by the Central Bank,

(ii) the loan does not exceed such amount, if any, as may be specified by the Central Bank, and

(iii) the aggregate amount of the loan and any amount not repaid or paid to the bank in respect of other loans made by the bank to the trustee and interest thereon does not exceed such amount, if any, as may be specified by the Central Bank.

(b) The aggregate amount of any loans under this subsection not repaid to a trustee savings bank at the end of any financial year of the bank and of any interest on the loans due and payable, but not paid, to the bank at the end of that year shall be stated in the accounts of the bank for that year; any such statement shall be accompanied in the accounts of the bank by a statement to the effect that the loans concerned were made on and subject to the same terms and conditions as loans by the bank to members of the public.

(3) Where, in the opinion of the auditor of a trustee savings bank, the bank has contravened subsection (1) (b) or (2) (b) for a financial year of the bank, the auditor shall include a statement to that effect in his report on the accounts of the bank for that year and a statement of the amounts, or any part thereof, referred to in subsection (1) (b) or (2) (b), as the case may be, of which he is aware.

(4) A person who contravenes this section shall be guilty of an offence.

21 Disclosure of interest by trustees of trustee savings bank.

21.—(1) A trustee of a trustee savings bank who has—

(a) an interest in a company or concern with which the bank proposes to make or has made a contract, or

(b) an interest in a contract which the bank proposes to make or has made,

or is a person with whom a person who has such an interest is connected shall disclose to the bank and to the other trustees at a meeting of the trustees the fact of the interest and the nature thereof and shall take no part in any deliberation or decision of any such meeting relating to the contract.

(2) A disclosure under this section shall be made at the earliest opportunity.

(3) A general notice given by a trustee of a trustee savings bank to the bank and to the trustees of the bank, at a meeting of the trustees, to the effect that he is a member of a specified company or firm and is to be regarded as interested in any contract that may, after the date of the notice, be made with the company or firm shall be deemed, for the purposes of subsection (1) to be a sufficient disclosure of the interest concerned.

(4) A disclosure made under subsection (1), and a notice given under subsection (3), to trustees of a trustee savings bank shall be recorded in the minutes of meetings of the trustees.

(5) (a) For the purposes of this section, a person is connected with a trustee of a trustee savings bank if, but only if—

(i) he is the trustee's spouse or lives together with him as a spouse,

(ii) he is the trustee's parent or child, or

(iii) he is a person acting in his capacity as the trustee (other than as trustee under an employee's share scheme or a pension scheme) of any trust the beneficiaries of which include the trustee of the trustee savings bank, his spouse or any of his children or a body corporate with which he is associated or the terms of which confer a power on the trustees that may be exercised for the benefit of the trustee of the trustee savings bank, his spouse or any of his children or any such body corporate,

(iv) he is a person acting in his capacity as partner of the trustee or of any person who, by virtue of subparagraph (i), (ii) or (iii) is connected with the trustee, or

(v) he is a body corporate (other than a subsidiary or the holding company of the trustee savings bank or a subsidiary of the holding company of the bank) of which the trustee is a director, manager, secretary or other officer or as respects which he is a member of a committee of management or other controlling authority or as respects which—

(I) he and any persons with whom he is connected by virtue of subparagraph (i), (ii), (iii) or (iv), or

(II) a person acting in his capacity as trustee of any trust the beneficiaries of which include the trustee of the trustee savings bank, his spouse or any of his children,

between them hold one-fifth or more in nominal value of its issued equity share capital or are entitled to exercise or control the exercise of one-fifth or more of the voting power at any of its general meetings.

(b) A person is associated with a body corporate if he or any person with whom he is connected by virtue of paragraph (a) or a person acting in his capacity as trustee of any trust the beneficiaries of which include the person, his spouse or any of his children between them either—

(i) holds at least one-fifth or more in nominal value of its issued equity share capital, or

(ii) are entitled to exercise or control the exercise of one-fifth or more of the voting power at any of its general meetings.

(c) References in this subsection to a child of a person include references to a step-child, brother, sister, half-brother, half-sister, parent and step-parent of the person.

(6) A person who contravenes this section shall be guilty of an offence.

22 Liability of trustees of trustee savings bank.

22.—(1) A person who is a trustee of a trustee savings bank shall not be personally liable in respect of his conduct (not being fraudulent conduct) in the carrying out of his duties as such a trustee except—

(a) for moneys actually received by him on account of or for the use of the bank that is not paid over and disposed of in accordance with the rules of the bank,

(b) for any deficiency in the funds of the bank caused by neglect or omission in complying with the rules of the bank relating to the matters for the time being standing specified in the Second Schedule or any neglect or omission in complying with the rules of the bank or the requirements of the Central Bank in relation to the checking of transactions carried out by the bank, the audit and examination of accounts of the bank, the holding of meetings of trustees of the bank or the keeping of minutes of such meetings:

Provided that the total amount for which the trustee may be liable in respect of any such deficiencies during his term of office as such a trustee shall not exceed £10,000.

(2) The amount specified in subsection (1) (b) may be altered by the Minister by regulations so as to reflect changes in monetary values and subsection (1) (b) shall have effect subject to any regulations under this subsection for the time being in force.

23 Provisions in relation to property of trustee savings banks and legal proceedings.

23.—(1) The property of a trustee savings bank shall stand vested in the trustees for the time being of the bank.

(2) The trustees of a trustee savings bank may sue and be sued by the name “the trustees of the — Trustee Savings Bank” or “the trustees of the — Savings Bank”, as may be appropriate, and, in legal proceedings concerning any property of the bank, the property may be stated to be the property of the trustees of the bank.

(3) Property of a trustee savings bank may be and stand vested in the trustees of the bank under the description “the trustees of the — Trustee Savings Bank” or “the trustees of the — Savings Bank” and it shall not be necessary, for the purpose of such vesting, to state in the document concerned or in any document relating to the property of the bank the names or descriptions of the individual trustees.

(4) A document which, but for this subsection, would fall to be executed by one or more of the trustees of a trustee savings bank in their capacity as such trustees may be executed by an officer of the bank, duly authorised in that behalf by the trustees of the bank, by his affixing thereto the seal of the bank and authenticating the seal by his signature.

(5) The affidavit referred to in section 6, as amended, of the Judgment Mortgage (Ireland) Act, 1850, may, in a case in which a trustee savings bank is a creditor under a judgment, decree, order or rule referred to in that section, be made and filed in accordance with that section by the secretary or other officer or the law agent of the bank duly authorised in that behalf by the bank.

(6) The trustees of a trustee savings bank shall not purchase, lease, sell or exchange buildings or other land or erect buildings or incur other expenditure of a capital nature on the doing of work to buildings or other land of the bank without the consent of the Central Bank (which may be either general or limited to a particular transaction) and, for the purposes of the title of a person to property bought or leased from or the subject of an exchange with the trustees of a trustee savings bank, the Central Bank shall be deemed to have given its consent to the purchase, lease, sale or exchange by the trustees.

PART IV Supervision of Trustee Savings Banks

24 Keeping of books, accounts and other records by trustee savings bank and inspection thereof by Central Bank.

24.—(1) A trustee savings bank shall keep at an office or offices in the State such books, accounts and other records as the Central Bank may specify and shall, as soon as may be, notify the Central Bank of the address of every office at which they are kept for the time being; different books, accounts and records may be specified by the Central Bank under this subsection in relation to different trustee savings banks.

(2) (a) An officer of the Central Bank, or a person possessing qualifications or experience that the Governor of the Central Bank considers appropriate, duly authorised in writing in that behalf by the Governor of the Central Bank (referred to subsequently in this section as “an authorised officer”) may, for the purpose of the performance by the Central Bank of its functions under this Act—

(i) investigate the affairs or any particular part of the affairs of a trustee savings bank and its conduct of its business or of any particular part of its business and report to the Central Bank thereon,

(ii) for the purposes of the investigation, upon production, if required, of his authorisation, at all reasonable times enter any office of the bank and examine and take copies of, or of extracts from, any books, accounts or other records found there and kept pursuant to this section and any other records relating to the business of the bank found there,

(iii) require any person in that office—

(I) to give him any information within his knowledge or procurement that he reasonably considers to be necessary for the purposes of the investigation,

(II) to produce to him any books, accounts or records aforesaid that are in his power, possession or procurement,

(III) to permit him to examine and take copies of, or of extracts from, any such books, accounts or records, and

(IV) to give to him any information within his knowledge or procurement in relation to entries in the books, accounts or records that he may reasonably consider to be necessary for the purposes of the investigation.

(b) (i) References in paragraph (a) to a trustee savings bank include references to—

(I) a subsidiary of the bank,

(II) if the bank is a subsidiary—

(A) its holding company, and

(B) any other subsidiary of its holding company,

and

(III) an associated company of the bank.

(ii) In subparagraph (i) “associated company”, in relation to a trustee savings bank, means a company (within the meaning of section 155 of the Act of 1963)—

(I) not less than 20 per cent. in nominal value of whose—

(A) equity share capital, or

(B) shares carrying voting rights (other than voting rights which arise only in specified circumstances),

are held by the bank,

and

(II) an investigation of the affairs, or a specified part of the affairs, of which or of the conduct of the business of which, or a specified part of the business of which, is, in the opinion of the Central Bank, necessary for the purposes of a like investigation in relation to the bank.

(3) Books, accounts and other records kept in pursuance of this section shall be in addition to any books, accounts or other records required to be kept under any other enactment.

(4) Books, accounts and other records may be kept for the purposes of this Act either in a legible form or (whether by electronic or other automatic means) in a non-legible form that is capable of being reproduced in a legible form.

(5) A person who contravenes subsection (1) or obstructs or impedes an authorised officer in the performance of his functions under this section or, without reasonable excuse, fails or refuses to comply with a requirement under this section or who, in purported compliance with such a requirement, gives information to an authorised officer that he knows to be false or misleading shall be guilty of an offence.

25 Furnishing of information to Central Bank.

25.—(1) The trustees of a trustee savings bank shall furnish to the Central Bank—

(a) at such times as the Central Bank may specify from time to time, such information and returns concerning the business of the bank as the Central Bank may specify from time to time, being information and returns that the Central Bank considers it necessary to have for the due performance of its functions under this Act, and

(b) within such period as the Central Bank may specify, any information and returns (not being information or returns specified under paragraph (a)) concerning the business of the bank that the Central Bank may request in writing, being information and returns that the Central Bank considers it necessary to have for the due performance of its functions under this Act.

(2) A person shall not furnish information to the Central Bank pursuant to subsection (1) that he knows to be false or misleading.

(3) (a) Without prejudice to the generality of subsection (1), in subsection (1) “information and returns” includes audited accounts of the trustee savings banks concerned and reports of the auditor concerned on those accounts.

(b) In this section references to a trustee savings bank include references to—

(i) a subsidiary of the bank,

(ii) if the bank is a subsidiary—

(I) its holding company, and

(II) any other subsidiary of its holding company,

and

(iii) an associated company (within the meaning of section 24 (2) (b) (ii)) of the bank.

(4) A person who contravenes this section shall be guilty of an offence.

26 Directions by Central Bank in relation to suspension of certain activities of trustee savings bank.

26.—(1) Where the Central Bank is of opinion that it is in the public interest to do so or that a trustee savings bank—

(a) has become or is likely to become unable to meet its obligations to its creditors, or

(b) is not maintaining or is unlikely to be in a position to maintain adequate capital resources having regard to the volume and nature of its business, or

(c) has failed to comply with a condition of its licence and the circumstances are such that the Central Bank is of opinion that the stability and soundness of the bank are affected by such failure, or

(d) is conducting business in such a manner as to jeopardise and prejudice the security of deposits with the bank or the rights and interest of depositors with the bank, or

(e) is under common control with one or more than one other enterprise (whether or not any such other enterprise is a trustee savings bank) and the Central Bank is of opinion that the common control is not in the interest of depositors with the first-mentioned trustee savings bank,

the Central Bank may give a direction in writing to that bank to suspend, for such period not exceeding 6 months as shall be specified in the direction, all or any of the following, that is to say:

(i) the carrying on of the business of a trustee savings bank,

(ii) the making of payments (other than those to which subparagraph (i) relates),

(iii) the acquisition or disposal of assets or the incurring or discharging of liabilities,

which have not been authorised by the Central Bank.

(2) The Central Bank may revoke a direction under subsection (1) unless an order under subsection (4) has been made in respect of the direction.

(3) The Court may, on application to it in that behalf by the trustee savings bank concerned, make an order terminating a direction under subsection (1).

(4) The Court may, on application to it in that behalf by the Central Bank make an order confirming a direction under subsection (1) or confirming the direction and, subject to subsection (5), extending the period of its operation for such time or times (but so that the period does not exceed 12 months) as the Court may, having regard to all the circumstances, consider appropriate.

(5) A direction to which subsection (4) relates shall cease to have effect—

(a) if the direction was confirmed, upon the expiration of the period to which the direction relates,

(b) if the direction was confirmed and the period of its operation was extended, upon the expiration of that period as so extended,

(d) where, on the application of the Central Bank or the trustee savings bank concerned, the Court is of opinion that the circumstances justifying the giving of a direction have ceased to exist and that it would be unjust and inequitable not to make an order terminating the direction, upon such date as the Court by order determines,

whichever first occurs.

(6) The Court may, in addition to or in lieu of making an order under subsection (3) or (4), make such other order in relation to the matter as may appear to it to be necessary including an order directing any person who holds money or other assets for or on behalf of the trustee savings bank to which the direction concerned relates not to dispose of any of those assets except on such conditions and in such circumstances as are specified in the order.

(7) Where a direction under this section is in force, then—

(a) winding up proceedings shall not be initiated in relation to the trustee savings bank concerned,

(b) a receiver over the property of the bank shall not be appointed, and

unless the prior approval of the Court has been obtained.

(8) (a) Where the Central Bank becomes of opinion that, notwithstanding the fact that a trustee savings bank to which a direction has been given under this section appears to it to be able to meet its obligations to its creditors, the circumstances justifying the giving of the direction are likely to continue, it shall forthwith apply to the Court for, and the Court may grant, an order directing the bank to prepare, in consultation with the Central Bank, a scheme for the orderly termination of its business as a trustee savings bank and the discharge of its liabilities to its depositors under the supervision of the Central Bank and to submit the scheme to the Court within 2 months for the approval of the Court.

(b) The Court shall not approve of a scheme under paragraph (a) without hearing the Central Bank and, if there is a dispute concerning the terms of the scheme, the Court may, on application to it in that behalf by the Central Bank or the trustee savings bank concerned, determine the matter.

(c) If a trustee savings bank fails to comply with an order of the Court under this subsection or to carry out a scheme approved of by the Court under this subsection, the Court may, on application to it in that behalf by the Central Bank, make such further order in relation to the matter as it considers appropriate, including an order for the committal of the trustees of the bank or, if it considers it just and equitable to make it, an order for the winding up of the bank.

(9) Where an order for the winding up of a trustee savings bank is made under this section, the law relating to companies (including this Act) shall apply as if the order had been made on a winding up petition under that law and as if for any reference in that law to the presentation of the winding up petition there were substituted a reference to the making of the order under this section.

(10) Where the Court is satisfied that, because of the nature or circumstances of the case or otherwise in the interest of justice, it is desirable to do so, it may hear the whole or part of any proceedings under this section otherwise than in public.

(11) The Court may by order revoke or amend an order made by it under this section.

(12) For the purpose of subsection (1) (e) of this section a trustee savings bank and one or more than one other enterprise shall be deemed to be under common control if the decision as to how or by whom each shall be managed can be made by the same person or by the same group of persons acting in concert.

(13) A trustee savings bank that fails or refuses to comply with a direction under this section shall be guilty of an offence.

27 Directions by Central Bank in relation to advertisements.

27.—(1) The Central Bank may give a direction to the trustees of a trustee savings bank in relation to the information which shall be included in any advertisement published by or on behalf of them or the bank or in any public statement made by or on behalf of them or the bank.

(2) The Central Bank may give a direction to the trustees of a trustee savings bank to refrain, or cause the bank to refrain, during such period as shall be specified in the direction—

(a) from publishing or continuing to publish an advertisement inviting deposits from the public payable on demand or on notice or at a fixed or determinable future date, or

(b) from inviting or continuing to invite such deposits as aforesaid.

(3) The Central Bank shall not give a direction under this section unless it is satisfied that it is desirable to do so in the interest of the orderly and proper regulation of banking.

(4) A person who fails or refuses to comply with a direction under this section shall be guilty of an offence.

28 Statement of management expenses.

28.—(1) Whenever the Minister, by notice in writing given to the Central Bank, so requires, the Central Bank shall give a direction to the trustees of a trustee savings bank requiring them to furnish it with a statement in writing within such period as may be specified in the direction of the expenses incurred by the bank in its management and administration and generally in the carrying on of the business thereof during such period as may be specified in the request.

(2) Statements received by the Central Bank pursuant to subsection (1) shall be transmitted to the Minister forthwith.

(3) A person who fails or refuses to comply with a direction under this section shall be guilty of an offence.

29 Publication of business statements by trustee savings bank.

29.—(1) The trustees of a trustee savings bank shall in each year publish a statement in such form and manner, at such times and containing information in relation to such matters concerning the business of the bank as may be specified in relation to the bank or in relation to trustee savings banks generally in a direction given by the Central Bank to the bank or, as the case may be, the banks aforesaid.

(2) Without prejudice to the generality of subsection (1), a statement in relation to a trustee savings bank under that subsection shall show the state of the affairs of the bank on such date as may be specified in the relevant direction under that subsection and the results of its trading during such period as may be so specified.

(3) Different specifications may be made by the Central Bank under this section in relation to different trustee savings banks.

(4) A person who contravenes this section shall be guilty of an offence.

30 Display of financial statements by trustee savings bank.

30.—(1) The trustees of a trustee savings bank shall—

(a) cause to be displayed and kept on display in a conspicuous place in every office, branch of the bank or other place in which the bank carries on business a copy of its latest balance sheet together with, if it is so specified in a direction given by the Central Bank, a copy of a statement in such form and containing information in relation to such matters concerning the business of the bank as may be so specified, and

(b) cause to be furnished on demand to any creditor of the bank, a copy of the latest such balance sheet and the latest such statement (if any).

(2) Different specifications may be made by the Central Bank under this section in relation to different trustee savings banks.

(3) A person who contravenes this section shall be guilty of an offence.

31 Regulation of ratios between assets and liabilities of trustee savings bank.

31.—(1) (a) The Central Bank may from time to time give a direction to a trustee savings bank requiring it to maintain—

(i) a specified ratio,

(ii) a ratio that does not exceed a specified ratio, or

(iii) a ratio that is not less than a specified ratio,

between its assets and liabilities.

(b) A specified ratio under paragraph (a) may be expressed as a percentage of the assets or liabilities concerned.

(2) A direction under this section may be expressed to apply—

(a) in relation to all trustee savings banks or to a specified trustee savings bank or specified trustee savings banks,

(b) in relation to the total assets or total liabilities of the trustee savings bank or each of the trustee savings banks concerned or to specified assets or assets of a specified kind or specified liabilities or liabilities of a specified kind of the trustee savings bank concerned or each of the trustee savings banks concerned,

and different ratios, assets, liabilities, times and periods may be specified in a direction under this section in relation to different trustee savings banks.

(3) A person who fails or refuses to comply with a direction under this section shall be guilty of an offence.

32 Investment of funds of trustee savings bank.

32.—(1) The special account in the name of the Minister opened in the Bank of Ireland pursuant to section 31 of the Finance Act, 1940 (referred to subsequently in this section and in section 33 as “the special account”) shall, notwithstanding the repeal of that section by this Act, continue to be maintained by the Minister.

(2) The trustees of a trustee savings bank shall pay into the special account or invest in the purchase of securities of the Government such proportion of the moneys deposited with the bank (referred to subsequently in this section as “the designated proportion”) as may be determined by the Central Bank after consultation with the Minister and the Central Bank shall determine, after the like consultation, what proportion (if any) of the designated proportion should be paid as aforesaid and what proportion (if any) thereof should be invested as aforesaid.

(3) The Minister may make regulations—

(a) in relation to the making of payments of moneys into and withdrawals of moneys from the special account, for the investment of moneys to the credit of that account and generally for its management, and

(b) in relation to the realisation of securities purchased pursuant to subsection (2),

and the regulations may specify the circumstances in which and the conditions subject to which such withdrawals and realisations may be made and the proportions of the moneys and securities, respectively, aforesaid that may be withdrawn and realised.

(4) The Minister shall pay to the trustees of a trustee savings bank, on any moneys paid by them into the special account, interest at such rate as may be determined by the Minister, after consultation with the Central Bank.

(5) Regulations under subsection (3) may provide—

(a) that moneys paid into the special account may be paid into the Post Office Savings Bank Fund, and

(b) for the payment out of that Fund to the Minister of moneys so paid into it and for the payment to the Minister of interest on moneys so paid into it at such rate or rates as may be determined by the Minister.

(6) Where a person fails or refuses to make a payment or investment in accordance with subsection (2), he shall be guilty of an offence.

33 Annual statement of liabilities of Minister to trustee savings banks.

33.—The Minister shall, not later than the 30th day of June in each year, lay before each House of the Oireachtas a statement showing the aggregate amount standing to the credit of the trustee savings banks in the special account on the last day in the preceding year on which those banks were open for business.

34 Power of Court to prohibit certain contraventions of Act, etc.

34.—(1) Where, on application to it in a summary manner by the Central Bank, the Court is of opinion that a contravention of section 24 or 25 or a failure or refusal to comply with a condition of a licence, or a direction under section 27, has occurred, the Court may by order prohibit the continuance of the contravention, failure or refusal by the person or persons concerned.

(2) On an application to it under this section, the Court may make such interim or interlocutory order as it considers appropriate.

(3) Where the Court is satisfied that, because of the nature or circumstances of the case or otherwise in the interests of justice, it is desirable to do so, it may hear the whole or part of any proceedings under this section otherwise than in public.

PART V Management and Administration of Trustee Savings Banks

35 Annual accounts of trustee savings bank.

35.—(1) The trustees of a trustee savings bank shall make up in respect of each financial year of the bank an income and expenditure account and a balance sheet.

(2) An income and expenditure account of a trustee savings bank shall, subject to the non-disclosure of any matters (which shall be indicated in the account) not required to be disclosed, give a true and fair view of the income and expenditure of the bank for the financial year concerned and its balance sheet shall give a true and fair view of the state of affairs of the bank as at the end of the financial year concerned.

(3) An income and expenditure account and a balance sheet of a trustee savings bank—

(a) shall, subject to the non-disclosure of any matters (which, in so far as they relate to the balance sheet, shall be indicated therein) which are not required to be disclosed, be in such form and shall contain such particulars as the Central Bank may specify in a direction either generally or in respect of a specified trustee savings bank or trustee savings banks or class of trustee savings bank, and

(b) shall, unless the Central Bank specifies otherwise in a direction, include, for the purpose of comparison, particulars for the financial year immediately preceding that to which they relate corresponding to the particulars contained in the income and expenditure account and balance sheet.

(4) A balance sheet and an income and expenditure account of a trustee savings bank shall be signed by not less than 2 trustees of the bank and by the secretary or a manager of the bank.

(5) A copy of the balance sheet and income and expenditure account of a trustee savings bank for a financial year of the bank and of the auditor's report thereon shall be submitted to the Minister and the Central Bank by the trustees of the bank as soon as may be after the completion of the audit of the accounts of the bank for that year.

36 Appointment, qualification and removal of auditor of trustee savings bank.

36.—(1) The trustees of a trustee savings bank shall in each financial year of the bank appoint an auditor to audit the accounts of the bank for that year and a retiring auditor shall be eligible for re-appointment under this subsection.

(2) Notwithstanding any agreement between the trustees of a trustee savings bank and an auditor, and without prejudice to any rights of the auditor in relation to his removal under this Act, the trustees may remove an auditor before his term of office expires and may appoint in his place any other person who is qualified under this Act to be an auditor of a society and of whose nomination due notice has been given to the Central Bank.

(3) If an auditor is not appointed under subsection (1) to a trustee savings bank within 3 months from the commencement of a financial year of the bank, the Central Bank may appoint and auditor to the bank for that financial year and his remuneration and expenses may be fixed by the Central Bank.

(4) A person shall not be qualified for appointment as auditor of a trustee savings bank unless he is a member of a body of accountants for the time being recognised by the Minister for Industry and Commerce for the purposes of section 162 of the Act of 1963 or is for the time being authorised by the Minister for Industry and Commerce under paragraph (b) of subsection (1) of that section.

(5) If an auditor is convicted of an offence arising out of or connected with the performance of his duties, or his conduct, as an auditor, he shall be disqualified for being an auditor of a trustee savings bank.

(6) A trustee savings bank shall—

(a) within one week of the Central Bank's power under subsection (3) becoming exercisable, give the Central Bank notice of that fact, and

(b) where its auditor is removed under subsection (2), give notice of that fact to the Central Bank in such form as may be required by the Central Bank within 14 days of such removal.

(7) The trustees of a trustee savings bank may fill any casual vacancy in the office of auditor but, while any such vacancy continues, the surviving or continuing auditor or auditors, if any, may act.

(8) The appointment of a firm by the name of the firm to be the auditor of a trustee savings bank shall be deemed to be an appointment of those persons who from time to time during the period of the appointment are the partners in that firm as from time to time constituted and are qualified to be auditors of the bank.

(9) Where the Central Bank is of opinion that it would not be in the interest of a trustee savings bank or in the interest of its depositors to appoint or re-appoint to the office of auditor, or to fill a casual vacancy in that office with, a named person, it may direct the trustees accordingly and the direction shall be complied with.

(10) None of the following persons shall be qualified for being an auditor of a trustee savings bank:

(a) an officer or employee of the bank,

(b) a person who is a partner, employer or employee of an officer or employee of the bank,

(d) a person who has been an officer or employee of the bank within a period in respect of which accounts would fall to be audited by him if he were appointed auditor of the bank,

(e) a spouse (or a person living together with an officer of the bank as a spouse) parent, step-parent, child, step-child, brother, sister, half-brother or half-sister of an officer of the bank,

(f) a person who is disqualified under the Companies Acts for appointment as auditor of a subsidiary or holding company of the bank or a subsidiary of the bank's holding company.

(11) A person shall not act as auditor of a trustee savings bank at a time when he is disqualified under this Act for appointment to that office and, if an auditor of a trustee savings bank becomes so disqualified during his term of office as such auditor, he shall thereupon vacate his office and give notice in writing to the bank and to the Central Bank that he has vacated his office by reason of such disqualification.

(12) A person who contravenes subsection (11) shall be guilty of an offence.

37 Report of auditor of trustee savings bank and right of access to its books.

37.—(1) The auditor of a trustee savings bank shall make a report annually to the trustees of the bank on the accounts of the bank examined by him and on every balance sheet and every income and expenditure account of the bank made up by the trustees pursuant to section 35 during his tenure of office.

(2) The auditor's report in relation to a trustee savings bank shall state whether—

(a) he has obtained all the information and explanations which to the best of his knowledge and belief were necessary for the purposes of his audit,

(b) in his opinion, proper books of account have been kept by the bank so far as appears from his examination of those books and proper returns adequate for the purposes of his audit have been received from any branches of the bank not visited by him,

(c) the balance sheet and income and expenditure account of the bank are in agreement with the books of account and records of the bank, and

(d) in his opinion and to the best of his information and according to the explanations given to him, the bank's balance sheet and income and expenditure account give the information required by this Act in the manner so required and give a true and fair view—

(i) in the case of the balance sheet, of the state of the bank's affairs as at the end of its financial year, and

(ii) in the case of the income and expenditure account, of the income and expenditure of the bank for its financial year.

(3) It shall be the duty of the auditor in preparing his report under this section in relation to a trustee savings bank to carry out such investigations as will enable him to form an opinion as to whether—

(a) the bank has kept proper books of account and records, and

(b) the bank has maintained a satisfactory system of control and supervision of its transactions and its books of account and other records,

and, where the auditor is of opinion that the bank has failed to keep proper books of account or records or to maintain a satisfactory system in relation to the matters specified in paragraph (b), he shall so state in his report.

(4) An auditor of a trustee savings bank shall have access at all reasonable times to the books, accounts, records and vouchers of the bank and to all other documents relating to its affairs and may require from, and in pursuance of such a requirement there shall be given by, the officers of the bank such information and explanations as he thinks necessary for the performance of his duties as auditor.

(5) Where a trustee savings bank has a subsidiary or holds shares in or is a member of a body corporate—

(a) in case the subsidiary or body is a body incorporated in the State, it is the duty of the subsidiary or body and its auditors to give to the bank's auditors such information and explanations and such access to documents as those auditors may reasonably require for the purposes of their duties as auditors of the society, and

(b) in any other case, it is the duty of the bank, if required by its auditors to do so, to take all such steps as are reasonably open to it to obtain from the subsidiary or body such information and such access as are mentioned in paragraph (a).

38 Duties of auditor of trustee savings bank.

38.—(1) If at any time an auditor of a trustee savings bank—

(a) has reason to believe that circumstances exist which are likely to affect materially the bank's ability to fulfil its obligations to its depositors or creditors or any other of its financial obligations,

(b) has reason to believe that there are material defects in the accounting records, systems of control of the business and records or of inspection and report thereon,

(c) has reason to believe that there are material inaccuracies in or omissions from any returns made by the bank to the Central Bank,

(d) proposes to qualify any report which he is to provide under this Act, or

(e) has reason to believe that there are material defects in the system for ensuring the safe custody of documents of title belonging to the bank and deeds relating to property mortgaged to the bank,

he shall forthwith report the matter to the Central Bank in writing.

(2) An auditor of a trustee savings bank shall, if so requested by the Central Bank, furnish to the Central Bank a report stating whether in his opinion and to the best of his knowledge the bank has or has not complied with such requirements under this Act as may be specified in the request.

(3) An auditor of a trustee savings bank shall send to it a copy of any report made by him to the Central Bank under subsection (1) or (2).

(4) (a) Whenever the Central Bank is of opinion that the exercise of its functions under this Act or the protection of the interests of depositors so requires, it may require the auditor of a trustee savings bank to furnish the Central Bank with such information as it may specify in relation to the audit of the business of the bank.

(b) The Central Bank may require that, in furnishing information for the purpose of this subsection, the auditor shall act independently of the bank.

(5) No duty to which an auditor of a trustee savings bank may be subject shall be regarded as contravened, and no liability to the bank, its creditors or other interested parties, shall attach to the auditor by reason of his compliance with any obligation imposed on him by or under this section.

39 Performance of functions and provision of services of trustee savings bank by subsidiaries and other companies.

39.—(1) Such functions of or services to be performed or provided by a trustee savings bank as it may, with the consent of the Minister and the Central Bank, determine may be performed or provided by a subsidiary of the bank or a company (referred to subsequently in this section as “a joint company”) in relation to which the bank and one or more other trustee savings banks would, if they were amalgamated, be the holding company and, accordingly, a trustee savings bank, or 2 or more trustee savings banks acting jointly, may, with the consent of the Minister and the Central Bank, for the purpose of such performance or provision, acquire or form and register one or more subsidiaries or, as may be appropriate, joint companies and the other provisions of this Act shall apply in relation to a subsidiary and a joint company of a trustee savings bank as they apply in relation to the bank with any necessary modifications.

(2) A trustee savings bank may, with the consent of the Minister and the Central Bank, dispose of shares in the business or part thereof, or an interest in the business or part of the business, of a subsidiary or joint company of the bank or acquire shares in, or the business or part of the business of, a company.

40 Retention by trustee savings bank of records, receipts and similar documents.

40.—(1) A trustee savings bank shall retain—

(a) its books and records and its receipts and similar documents, or

(b) copies thereof that are in a legible form or in a non-legible form that is capable of being reproduced in a permanent legible form,

for a period of at least 6 years.

(2) A person who contravenes subsection (1) shall be guilty of an offence.

41 Payments by trustee savings bank to persons not of full age.

41.—A deposit in a trustee savings bank of or for the benefit of a person who is not of full age and the interest thereon may be paid by the bank to the person and the receipt of the person shall be a sufficient discharge to the bank for the payment.

42 Closing and dissolution of trustee savings bank.

42.—(1) The trustees of a trustee savings bank shall not close or dissolve the bank or carry on the business of the bank for the purposes only of winding up its affairs unless—

(a) the Central Bank consents to the closure or dissolution, or

(b) the bank is ordered to be wound up under the Act of 1963.

(2) If the Central Bank consents to a proposal of the trustees to close or dissolve a trustee savings bank—

(a) the trustees shall give such notice of the proposal to depositors with the bank as the Central Bank may require, and

(b) provide such facilities as the Central Bank considers appropriate for the withdrawal of deposits from the bank.

(3) Upon the closure or dissolution of a trustee savings bank, the trustees shall, as soon as may be—

(a) convert into money any property or other assets of the bank, and

(b) if appropriate, transmit to the Minister—

(i) a list (certified to be correct by at least 2 of the trustees) of the names and addresses of any depositors with the bank who have not applied to the bank for repayment of their deposits and of the amounts due to them in respect of the deposits and interest on the deposits, and

(ii) an amount sufficient to discharge the amounts aforesaid,

and

(c) pay any surplus moneys remaining after the discharge of its liabilities and the payment of any expenses incurred by it that are authorised by its rules or by law to the Minister who shall dispose of them for the benefit of the Exchequer.

(4) (a) Subject to paragraph (b), a depositor referred to in subsection (3) shall, upon proof to the satisfaction of the Minister of his identity, be paid by the Minister an amount equal to—

(i) the amount of the deposit and any interest thereon accrued up to the date of the transmission of the relevant amount in respect of it to the Minister, and

(ii) an amount equal to the amount of interest that would be payable to the depositor in respect of interest thereon if he had deposited the amount referred to in subparagraph (i) in the Post Office Savings Bank for the period from the date aforesaid until the date of the making of the payment by the Minister.

(b) Where the amount paid to the Minister under subsection (3) (b) is less than the total of the amounts falling to be paid by him under paragraph (a), the Minister shall make such payments (not exceeding in total the amount so paid to him), under that paragraph to the depositors concerned as he considers reasonable in all the circumstances.

(5) A person who contravenes subsection (1), (2) or (3) of this section shall be guilty of an offence.

43 Restriction of certain exemptions from liability for officers of trustee savings bank.

43.—(1) Any provision contained in the rules of a trustee savings bank or in a contract made between a trustee savings bank and an officer or auditor of the bank exempting such officer or auditor from, or indemnifying him against, any liability which by virtue of any statute or rule of law would otherwise attach to him in respect of any negligence, default, breach of duty or breach of trust by him occuring after the commencement of this section in relation to the bank or his employment with the bank shall, subject to subsection (2), be void.

(2) A trustee savings bank may indemnify an officer or auditor of the bank against any liability incurred by him as a defendant in civil or criminal proceedings in any court in which judgment is given in his favour or in which he is acquitted, being proceedings in relation to the bank or his employment with the bank or in connection with any application under section 44 in which relief is granted to him.

44 Power of court to relieve liability of officers of trustee savings bank in certain cases.

44.—(1) If in any proceedings for negligence, default, breach of duty or breach of trust against an officer or auditor of a trustee savings bank in relation to or arising out of his employment with the bank, it appears to the court hearing the proceedings that the officer or auditor is or may be liable in respect of the negligence, default, breach of duty or breach of trust, but that he has acted honestly and reasonably and that, having regard to all the circumstances of the case (including those connected with his appointment), he ought fairly to be excused for the negligence, default, breach of duty or breach of trust, the court may relieve him, either wholly or partly, from his liability on such terms as it thinks fit.

(2) Where any such officer or auditor as aforesaid has reason to apprehend that any claim will or might be made against him in respect of any such negligence, default, breach of duty or breach of trust as aforesaid, he may apply to the Court for relief and the Court on any such application shall have the same power to relieve him as under this section it would have had if it had been a court before which proceedings against the person for negligence, default, breach of duty or breach of trust had been brought.

(3) Where any case to which subsection (1) applies is being tried by a judge with a jury, the judge, after hearing the evidence, may, if he is satisfied that the defendant ought in pursuance of that subsection to be relieved, either in whole or in part, from the liability sought to be enforced against him, withdraw the case in whole or in part from the jury and direct judgment to be entered for the defendant on such terms as to costs or otherwise as the judge may think proper.

45 Superannuation of staff of trustee savings bank.

45.—(1) A trustee savings bank may prepare one or more superannuation schemes.

(2) A superannuation scheme shall fix the time and conditions of retirement for all persons to or in respect of whom benefits are payable under the scheme and different times and conditions may be fixed in respect of different classes of persons.

(3) A trustee savings bank may prepare a scheme amending or revoking a superannuation scheme or a scheme under this subsection.

(4) (a) A scheme prepared under this section shall be submitted to the Central Bank.

(b) The Central Bank may approve of a scheme submitted to it under this section and, if it does so, it shall be carried out by the trustees of the trustee savings bank concerned in accordance with its terms.

(5) If any dispute arises as to the claim of any person to, or the amount of, any benefit payable in pursuance of a scheme or schemes, under this section, the dispute shall be submitted to the Central Bank whose decision thereon shall be final.

(6) Any expenses incurred by the trustees of a trustee savings bank in preparing and carrying out a scheme under this section shall be paid as part of the current expenses of the bank.

(7) A person who immediately before the commencement of a superannuation scheme was employed in a permanent, full-time capacity by a trustee savings bank may opt to become a member of the scheme and the terms and conditions of the scheme in relation to a person opting under this paragraph to become a member of it shall be not less favourable to him than those under any scheme or other arrangement providing superannuation benefits for or in relation to him immediately before such commencement and, if the person opts under this paragraph, the latter scheme or arrangement shall cease to apply in relation to him.

(8) In this section “a superannuation scheme”, in relation to a trustee savings bank, means a scheme for the granting of pensions, gratuities and other benefits payable in respect of past service with the bank or such other past service as may be specified in the scheme on resignation, retirement or death to or in respect of officers and other members of the staff of the bank employed by it in a permanent full-time capacity who are members of the scheme.

PART VI Amalgamation of Trustee Savings Banks

46 Interpretation.

46.—In this Part—

“security” includes a mortgage (whether legal or equitable), charge, debenture, bill of exchange, promissory note, guarantee, lien, pledge or other means of securing the payment of a debt whether present or future, or the discharge of an obligation or liability whether actual or contingent;

“the amalgamation day” has the meaning assigned to it by section 47;

“the banks” and “the amalgamated bank” have the meanings assigned to them by section 48.

47 Power of trustee savings banks to amalgamate.

47.—(1) Two or more trustee savings banks may amalgamate if—

(a) each of them passes a special resolution authorising the amalgamation, and

(b) the Minister and the Central Bank approve under section 48 of a scheme for the amalgamation submitted to them under that section.

(2) An amalgamation under this section shall take effect on such day (in this Part referred to as “the amalgamation day”) as may be specified for that purpose in the scheme aforesaid, being a day not earlier than 4 months after the day or the later of the days on which the approval of the Minister and the Central Bank of the amalgamation were sought.

(3) In this section “special resolution” means a resolution—

(a) passed by not less than three-fifths of those present at a meeting of the trustees of a trustee savings bank of which notice in writing specifying the intention to propose the resolution has been given to the trustees in accordance with the rules of the bank, and

(b) confirmed by a majority of those present at a meeting of the trustees held not less than 14 and not more than 28 days after the meeting referred to in paragraph (a) and of which notice in writing specifying the intention to propose that the resolution be confirmed has been given to the trustees in accordance with the rules of the bank.

48 Approval of Minister and Central Bank of amalgamation of trustee savings banks.

48.—(1) Whenever two or more trustee savings banks (in this Part referred to as “the banks”) propose to amalgamate—

(a) they may, not less than 4 months before the amalgamation day, submit to the Minister and the Central Bank for their approval a scheme for the amalgamation,

(b) the Minister and the Central Bank may, not less than 2 months before the amalgamation day, either approve of or decline to approve of the scheme by order, and

(i) the banks shall, not less than one month before the amalgamation day, publish notice of the amalgamation in at least one daily newspaper published in the State,

(ii) the provisions of sections 49 to 54 and 64 shall, if, and to the extent only that, the scheme so provides, have effect in relation to the amalgamation, and

(iii) the Minister and the Central Bank may, at the request of the banks, include in the order approving of the scheme such incidental, consequential and supplemental provisions as the Minister and the Central Bank think appropriate for facilitating and implementing the amalgamation and securing that it shall be fully and effectively carried out, including provisions for substituting the name of the bank formed by the amalgamation of the banks (in this Part referred to as “the amalgamated bank”) for the names of the banks or otherwise adapting references to the banks in any statute or instrument made under statute.

(2) An order under subsection (1) or under this subsection may, with the consent of the banks or the amalgamated bank, as may be appropriate, be amended by the Minister and the Central Bank by order.

49 Transfer of accounts.

49.—Any account between one of the banks and any person at any office or branch of that bank in the State shall be transferred or deemed to be transferred to the amalgamated bank on the amalgamation day and become as and from that day an account between the amalgamated bank and that person with the same rights and subject to the same obligations and incidents (including rights of set-off) as would have been applicable thereto if such account between the first-mentioned bank and the person had continued and any order, instruction, direction, mandate or authority given, whether before or after that day, by that person in relation to such account or any obligation entered into by the first-mentioned bank in relation to any person and subsisting on that day shall apply and have effect after the transfer of the account to the amalgamated bank as aforesaid, and any moneys owing on such account by that person to the first-mentioned bank on that day shall become due and payable by that person to the amalgamated bank instead of to the first-mentioned bank and any moneys owing on such account by the first-mentioned bank to that person at that date shall become due and payable to that person by the amalgamated bank instead of by the first-mentioned bank.

50 Transfer of securities.

50.—Any security held by any of the banks in connection with the business agreed to be amalgamated as security for the payment of the debts or liabilities (whether present or future, actual or contingent) of any person at any office or branch of that bank shall be transferred or deemed to be transferred on the amalgamation day to, and be held by and be available to, the amalgamated bank as security for the payment of such debts and liabilities to the amalgamated bank; and where the moneys secured by such a security include future advances to or liabilities of any person, the said security shall as from that date be held by and be available to the amalgamated bank as security for future advances to that person by and future liabilities of that person to the amalgamated bank to the same extent to which future advances by or liabilities to the first-mentioned bank were secured thereby immediately before that day.

51 Rights and obligations in relation to transferred securities.

51.—The amalgamated bank shall, in relation to any security transferred or deemed to have been transferred to the amalgamated bank in accordance with or by virtue of the provisions of section 50 and the moneys thereby secured in accordance with those provisions, be entitled to the same rights and priorities and subject to the same obligations and incidents as the bank concerned would have been entitled and subject to if the security had continued to be held by the bank concerned, and in relation thereto the following provisions shall have effect:

(a) the transfer of any such security effected or deemed to be effected by section 50 shall not require registration under or in pursuance of the Registration of Deeds Act, 1707, the pre-Union Irish statute 33 Geo. 2, c. 14 (Ir.), the Registration of Title Act, 1964, or section 99 of the Act of 1963, but shall operate for the purposes of those Acts as if it were made by deed duly registered on the amalgamation day under or in pursuance of whichever of those Acts may be applicable thereto;

(b) where section 50 effects an extension of or in relation to any such security so as to include future advances by or future liabilities to the amalgamated bank, such extension shall not require registration under or in pursuance of the Registration of Deeds Act, 1707, the Bills of Sale (Ireland) Acts, 1879 and 1883, the Registration of Title Act, 1964, or section 99 of the Act of 1963, but shall operate for the purposes of those Acts as if it were made by deed duly registered on the amalgamation day under or in pursuance of whichever of those Acts may be applicable thereto.

52 Transfer in the case of property held on bailment.

52.—The custody of any document, goods or other property held by any of the banks in connection with its business as bailee for any other person at any office or branch of that bank in the State shall be transferred or deemed to be transferred to the amalgamated bank on the amalgamation day and the rights and obligations of the first-mentioned bank under any contract of bailment relating to the document, goods or property shall be transferred or deemed to be transferred on that date to the amalgamated bank.

53 Transfer of officers and other employees.

53.—(1) Every officer, or other member of the staff in the service or employment of any of the banks and agreed by the banks and, where appropriate, the amalgamated bank to be transferred under this section shall on the amalgamation day be transferred from the service or employment of the first-mentioned bank to and become an officer or other member of the staff (as the case may be) of the amalgamated bank with the same rights and subject to the same obligations and incidents in respect of such service or employment as he was subject to as an officer or other member of the staff of the first-mentioned bank.

(2) Every such officer or other member of the staff as aforesaid who is a member of or entitled to benefit under a pension or superannuation scheme of any of the banks and every officer or other member of the staff who was formerly employed by any of the banks in connection with the business agreed to be amalgamated and was, immediately before the amalgamation day, a member of or entitled to benefit under any such scheme shall with effect from the amalgamation day become a member of and entitled to the corresponding benefit under a corresponding pension or superannuation scheme of the amalgamated bank on terms not less favourable than those under the first-mentioned scheme and any person who is, by reason of the membership of or entitlement to benefit under the first-mentioned scheme of any officer or other member of the staff employed or formerly employed in any of the banks, entitled to benefit thereunder, shall be entitled with effect from the amalgamation day to the corresponding benefit under the said corresponding scheme on terms not less favourable than those under the first-mentioned scheme.

(3) Any benefit payable under a pension or superannuation scheme of any of the banks to the personal representative (in his capacity as personal representative) of any deceased officer or other member of the staff formerly employed in that bank and remaining unpaid on the amalgamation day shall become and be payable on that date by the amalgamated bank or under a corresponding pension or superannuation scheme of the amalgamated bank.

(4) Service or employment with any of the banks shall, for the purpose of ascertaining and calculating the right to benefit under any such corresponding scheme, be taken into account as if it were service or employment with the amalgamated bank but the transfer of service or employment from the first-mentioned bank to the amalgamated bank shall not, of itself, give rise to any claim to benefit under any such scheme.

(5) In relation to staff transferred by subsection (1) to the staff of the amalgamated bank, previous service with any of the banks shall be reckonable for the purposes of, but subject to any other exceptions or exclusions in, the Redundancy Payments Acts, 1967 to 1984, the Holidays (Employees) Act, 1973, the Minimum Notice and Terms of Employment Acts, 1973 to 1984, and the Unfair Dismissals Act, 1977.

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