Oireachtas Joint and Select Committees
Tuesday, 5 November 2013
Select Committee on Jobs, Enterprise and Innovation
Companies Bill 2012: Committee Stage
I move amendment No. 56:
The explanatory memorandum sets out that this section as drafted changes the definition of shadow director, implicitly acknowledges that a body corporate may be a shadow director but expressly provides that a body corporate is not to be regarded as a shadow director of subsidiary companies. This amendment aims to clarify this intention by expressly providing that a body corporate may be a shadow director. It is hoped that this restriction may curtail Ireland's reputation as a tax haven.
In page 238, line 14, before “A body corporate” to insert the following:"A body corporate may be a shadow director.".
What we are trying to do is bring more clarity. We have individuals or companies, be they limited or otherwise, advising companies without being directors of those companies. This amendment gives the courts an opportunity to attach liability to where the advice is coming from and to attach responsibility on the part of the individual concerned. By inserting this amendment, we are making it clearer to ensure there is more light and transparency.