Michael Noonan (Limerick City, Fine Gael) | Oireachtas source

A revised relationship framework and operational protocol, dated 29 March 2012, was introduced between me, as the Minister for Finance, and IBRC. This was a condition following Ireland's third review under the EU-IMF programme of financial support. This was a requirement for all banks who benefited from capital injections to protect the commercial basis for the banks' operations while under Government ownership. The revised relationship framework and operational protocol contained specific consent-consultation procedures between the bank and me, as Minister for Finance, which included monetary thresholds.

The revised relationship framework and operational protocol outlined the instances in which IBRC was required to gain consent from me or consult with me, as Minister for Finance, and these instances went beyond individual transactions and-or disposals; they also included consent for board approvals, management appointments and litigation matters. Following the introduction of the new relationship framework and operational framework, the board of IBRC commenced forwarding board packs and minutes of board meetings to the Department of Finance. The April 2012 board pack contained the minutes of the board meetings held on 20 March 2012, 21 March 2012, 28 March 2012 and 13 April 2012. However, there were no minutes included in the April board pack of the board meeting of 15 March 2012, at which we subsequently learned the sale of Siteserv had been approved. This pack of board documents, including minutes to which I referred, was the first pack of board documents and the first minutes forwarded to the Department of Finance under the new relationship framework. IBRC was previously not required to provide this information under the old relationship framework, which Deputy Martin approved when he was a Minister in government.

The Department of Finance was not involved in the sale process or any of the decisions taken during the sale process. I have been informed that my officials were not made aware of the details of the transaction during their monthly meetings with IBRC management in advance of the decision of the board to approve the sale.

Following a thorough search of the records and correspondence received, I have been informed that the Department of Finance did not receive board packs or minutes of the IBRC board meetings prior to the introduction of the revised relationship framework that came into operation on 29 March 2012. As I have stated, under the relationship framework that was in place prior to 29 March 2012, the board of IBRC was not required to consult with the Minister for Finance on transactions such as the sale of Siteserv and it did not do so. Following the approval of the board and the sale of the company, my officials requested and were provided by IBRC with details and a timetable for the transactions.

In June 2011, following an independent review of the strategic options for the business and the level of debt in the company, the IBRC credit committee approved Siteserv's commencement of an orderly process to sell itself. IBRC was a creditor of Siteserv and had an interest in the maximisation of the proceeds of sale of the company to maximise the recovery of the company's debts to IBRC. Following IBRC's approval, the sale process was run by Siteserv, along with its advisers, KPMG Corporate Finance and Davy Corporate Finance. IBRC appointed Walter Hobbs as its observer to the sale process. Anyone who has been following this in detail heard Mr. Hobbs explain the position as he understood it on a recent "Prime Time" programme. The board of IBRC met and approved the sale of Siteserv on 15 March 2012. On 16 March 2012, given that Siteserv was a member of the enterprise securities market, the proposed disposal of Siteserv to Millington was announced at the Irish Stock Exchange. As per the RNS on the Irish Stock Exchange, completion of the sale was subject to a number of conditions, including receipt of approval of the transaction from the Irish Competition Authority. After this announcement to the stock exchange, there would have been media attention around the transaction.

Following a thorough search of e-mails and documents held by the Department of Finance and discussions with the Department officials involved, I am informed that the first record relating to the sale of Siteserv is dated 23 March 2012. This was an e-mail from a member of the public relating to media reports around the sale of Siteserv. The first parliamentary question was answered on the sale of Siteserv on 3 April 2012 with a further question on the matter answered on 18 April 2012. It is important to note that my Department conducted a review of the transaction in June 2012 so any concerns around the transaction were not known either to me or to my officials when answering parliamentary questions prior to June 2012. No further parliamentary questions were answered regarding Siteserv in 2012 or 2013.

Two parliamentary questions were answered on Siteserv in 2014. The first parliamentary question answered on Siteserv in 2014 was on 21 October 2014, with a further parliamentary question answered on 16 December 2014, which stated "The sale process involved two stages and IBRC was briefed after each stage”. Remember, Siteserv was doing the sale. Siteserv briefed IBRC after each stage. It goes on:

The board of Siteserv, as advised by KPMG Corporate Finance and Davy Corporate Finance, recommended the successful bid as representing the best return for IBRC. I am advised that the board of the bank at that time were satisfied that this was the case.

It was Fianna Fáil’s board, with a chairman appointed by Fianna Fáil. It had fiduciary responsibilities and it assured everybody that the best value was achieved on the sale in the manner in which it was conducted. Its advisers supported it in this.

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