FÓIR TEORANTA (DISSOLUTION) ACT, 1990

AN ACT TO PROVIDE FOR THE DISSOLUTION OF FÓIR TEORANTA AND THE TRANSFER OF ITS ASSETS AND LIABILITIES TO THE INDUSTRIAL CREDIT CORPORATION PUBLIC LIMITED COMPANY AND TO PROVIDE FOR CONNECTED MATTERS. [17th December, 1990]

BE IT ENACTED BY THE OIREACHTAS AS FOLLOWS:—

1 Interpretation.

1.—In this Act—

“the Company” means Fóir Teoranta;

“the Corporation” means the Industrial Credit Corporation Public Limited Company;

“the Minister” means the Minister for Finance.

2 Dissolution of Company.

2.—The Company is hereby dissolved.

3 Transfer of certain property and liabilities of Company to Corporation.

3.—(1) The following shall be and hereby are transferred to the Corporation:

• (a) all property and rights held or enjoyed immediately before the commencement of this Act by the Company, and

• (b) all liabilities (other than liabilities in relation to the repayment to the Minister of £75,000,000 in respect of advances made to the Company under section 13 of the Fóir Teoranta Act, 1972) incurred before such commencement by the Company that had not been discharged before such commencement,

and, accordingly, without any further conveyance, transfer or assignment—

• (i) the said property, real and personal, shall on such commencement vest in the Corporation for all the estate, term or interest for which, immediately before such commencement, it was vested in the Company but subject to all trusts and equities affecting the property and capable of being performed,

• (ii) the said rights, shall, as on and from such commencement, be enjoyed by the Corporation,

• (iii) the said liabilities shall, as on and from such commencement, be the liabilities of the Corporation.

• (2) All moneys, stocks, shares and securities transferred to the Corporation by this section that, immediately before the commencement of this Act, are standing in the name of the Company shall, upon the request of the Corporation, be transferred into its name.

• (3) Every right and liability transferred by this section to the Corporation may, on or after the commencement of this Act, be sued on, recovered or enforced by or against the Corporation in its own name and it shall not be necessary for the Corporation to give notice to the person whose right or liability is transferred by this section of the transfer.

• (4) The amount of any interest, dividends or other payments received by the Corporation in respect of assets transferred to it by this section (including payments in respect of the realisation of such assets) shall be paid to the Minister and shall be paid by him into or for the benefit of the Exchequer.

• (5) The Minister may, out of moneys provided by the Oireachtas, pay to the Corporation after each financial year of the Corporation a fee of such amount (if any) as the Minister considers appropriate in respect of any management, realisation or discharge by the Corporation in that year of assets and liabilities transferred to it by this Act.

4 Preservation of certain continuing contracts and adaptation of references to Company in certain documents.

4.—(1) Every bond, guarantee or other security of a continuing nature made or given by or on behalf of the Company to any person or given by any person to and accepted by or on behalf of the Company and every contract or agreement in writing made between the Company and any other person and in force but not fully executed and completed immediately before the commencement of this Act shall continue in force on and after such commencement and shall be construed and have effect as if the Corporation were substituted for the Company as a party thereto and the name of the Corporation were substituted therein for that of the Company and shall be enforceable by or against the Corporation.

• (2) References to the Company contained immediately before the commencement of this Act in the memorandum and articles of association of any company (within the meaning of the Companies Act, 1963), shall, on and after such commencement, be construed as references to the Corporation.

5 Pending legal proceedings.

5.—Where, immediately before the commencement of this Act, any legal proceedings are pending in any court or tribunal and the Company is a party to the proceedings, the Corporation shall be substituted for the Company as a party thereto and the name of the Corporation shall be substituted in the proceedings for that of the Company and the proceedings shall not abate by reason of such substitution.

6 Exemption from stamp duty.

6.—Section 12 of the Finance Act, 1895, shall not apply to the vesting in the Corporation of any property or right transferred by this Act.

7 Final accounts of Company and accounts of Corporation in relation to transferred assets and liabilities.

7.—(1) (a) As soon as may be after the commencement of this Act, the Corporation shall cause to be prepared in such form as may be approved of by the Minister all proper and usual accounts of all moneys received or expended by the Company in the accounting year, or the part of an accounting year, of the Company ending immediately before such commencement and any special account specified by the Minister in relation to those moneys.

• (b) Accounts prepared pursuant to this subsection shall be submitted as soon as may be by the Corporation to an auditor for audit and, immediately after the audit, a copy of the profit and loss account and of the balance sheet and of such other (if any) of the accounts as the Minister may direct and a copy of the auditor's report on the accounts shall be presented to the Minister who shall cause copies thereof to be laid before each House of the Oireachtas.

• (2)
• (a) The Corporation shall keep in such form as may be approved of by the Minister all proper and usual accounts of all moneys received or expended by it including a profit and loss account and a balance sheet in relation to the assets and liabilities transferred to it by this Act.

• (b) Accounts kept pursuant to this subsection shall be submitted annually by the Corporation to an auditor for audit and, immediately after the audit, a copy of the profit and loss account and of the balance sheet and a copy of the auditor's report on the accounts shall be presented to the Minister who shall cause copies thereof to be laid before each House of the Oireachtas.

8 Reports to Minister by Corporation.

8.—As soon as may be after the end of the accounting year of the Corporation in which the commencement of this Act falls and of each subsequent accounting year of the Corporation, the Corporation shall present a report to the Minister of its activities in that year in relation to the assets and liabilities of the Company transferred to it by this Act and the Minister shall cause a copy of the report to be laid before each House of the Oireachtas.

9 Advances to Corporation by Minister.

9.—(1) The Minister may advance from time to time to the Corporation such sums not exceeding in the aggregate £2 million as he thinks proper towards the cost of defraying expenditure incurred by the Corporation in respect of liabilities of the Company in relation to its functions as specified in section 4 of the Fóir Teoranta Act, 1972.

• (2) Advances under subsection (1) of this section shall be made on such terms as to repayment, interest and other matters as may be determined by the Minister.

• (3) All sums paid by the Corporation in repayment of an advance under this section or in pursuance of any term or condition subject to which an advance was made under this section shall be paid into or disposed of for the benefit of the Exchequer.

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

• (5) The Minister may, for the purpose of providing for advances out of the Central Fund under this section, borrow on the security of the Central Fund or the growing produce thereof any sums required for that purpose and, for the purpose of such borrowing, he 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 all moneys so borrowed into the Exchequer.

• (6) The principal of and interest on all securities issued 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.

10 Repeal.

10.—The Fóir Teoranta Acts, 1972 to 1983, are hereby repealed.

11 Expenses of Minister.

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

12 Short title and commencement.

12.—(1) This Act may be cited as the Fóir Teoranta (Dissolution) Act, 1990.

• (2) This Act shall come into operation on such day as the Minister may appoint by order.