Dara Calleary (Mayo, Fianna Fail) | Oireachtas source

Go raibh maith agat, a Cheann Comhairle. I thank you for your good wishes.

The findings of the commission of inquiry shine a light on very unacceptable practices by certain parties during the course of the Siteserv transaction. The commission’s report reminds us we must be ever vigilant in ensuring our laws are upheld. One purpose of company law is to facilitate entrepreneurial activity. It does so by providing for separate corporate legal personality and limited liability, thereby limiting personal exposure to financial risk. In return for these privileges, and privileges they are, company law sets down a framework within which companies and their directors are expected to operate. Certain reporting and transparency requirements must be complied with; certain protections are afforded to shareholders, creditors and the wider public; and sanctions, civil and criminal, are provided for in respect of certain non-compliance.

The law demands that in return for the privilege of limited liability, those availing of it act in good faith and abide by minimum requirements of governance, transparency and commercial probity. Companies are governed and managed by individuals. Most company directors want to do, and indeed do, the right thing. They act in accordance with the law. In the event of non-compliance, investigation and enforcement and individual accountability are important.

As I have recently assumed office as Minister of State with responsibility for company regulation, I want to reiterate that the unacceptable practices by certain parties as described in this report are very concerning. I welcome the commission’s recommendations, especially those which prompt further consideration by public bodies with enforcement functions including, the Corporate Enforcement Authority, CEA, which falls under my responsibility. The commission recommends that the CEA should investigate the matters set out in chapter 17 of the report relating to shareholdings. There is also a recommendation that the CEA and the Revenue Commissioners investigate matters set out in part 1 of chapter 26 relating to a €780,000 loan scheme.

Officials from my Department have already sent the CEA the commission’s report. Deputies will appreciate that, by law, the CEA is independent in its functions, but I have no doubt whatever the CEA will very carefully consider the report and its findings and assess what further actions may be appropriate for the authority to pursue. While there are no findings or recommendations arising in respect of my Department, officials in my Department will also consider the report in the context of any possible wider implications for company law.

It has long been justifiably argued that Ireland must maintain a conducive environment for enterprise to develop and grow, leading to increased levels and quality of jobs, which in turn provide for higher standards of living. A vital component of a conducive environment is business regulation.

My Department is responsible for a range of independent bodies that have important roles in respect of business oversight, supervision, regulation, protection and enforcement. Such bodies include the Corporate Enforcement Authority, the Competition and Consumer Protection Commission, the Irish Auditing and Accounting Supervisory Authority, and the Companies Registration Office, under which are the Registry of Friendly Societies and the Registrar of Beneficial Ownership. These bodies, along with others, provide the framework on which businesses operate and can rely upon to ensure there are clear rules for business that protect all in the value chain, from consumers to suppliers, that there are registration and governance requirements that provide transparency for stakeholders, including investors, and so on.

A key focus of my new role will be to support a strengthening of the regulatory bodies under my remit, especially those commonly regarded as watchdogs, in light of the growing economy and the additional functions ascribed to them over the past two years. First and most important in respect of the matter we are debating, the recent establishment of the new Corporate Enforcement Authority is intended to ensure consumers and businesses have confidence that alleged breaches of company law will be effectively investigated and prosecuted. A well-resourced authority with effective enforcement tools at its disposal will meet the challenges it faces in its investigation and prosecution of alleged breaches of company law. The total increase in the overall headcount for the new CEA will be nearly 50% over previous levels, and the number of Garda assigned to the CEA is doubling. The authority is equipped with significant enforcement powers, including prosecuting detected breaches of the Companies Act 2014 and referring cases to the Director of Public Prosecutions for prosecution on indictment. I believe company law should always be responsive to new developments. My Department will continue to work with the new authority to ensure it has the appropriate legislative tools necessary to enhance Ireland’s company law framework and to undertake modern, complex corporate law enforcement

I want to recount the broader reforms the Government has made and those planned, all of which have at their heart a rebalancing of the rights and obligations of companies and their stakeholders. We took into account the distinctive challenges facing our small companies by introducing a dedicated rescue process for small and micro companies, the small company administrative rescue process, SCARP, which came into effect in December 2021.

We have also reformed our examinership laws under the European Union regulations to help bring about a pan-EU regime for helping companies in difficulty while ensuring their creditors have rights. The Sale of Tickets (Cultural, Entertainment, Recreational and Sporting Events) Act 2021 also reflects our reform philosophy in striking a new balance for consumers. The Competition (Amendment) Act earlier this year enables the Competition and Consumer Protection Commission to crackdown on rogue operators. Cartels where they exist will be broken up and companies abusing a dominant position will be punished with heavy fines of up to 10% of global turnover.

I am determined that the ambitious agenda of reform to strengthen our enterprise regulatory enforcement bodies undertaken by my predecessor, Deputy Robert Troy, will continue. I wish to acknowledge the great work that he put in in this area. I will shortly bring to the Seanad the Consumer Rights Bill which represents the biggest overhaul of consumer rights in nearly 40 years. This new law is good for consumers and good for business. Most businesses are responsible and treat their customers fairly when things go wrong. For those that do not, it can give them an unfair advantage over their competitors. This new law consolidates legislation and updates it to make it fit for the modern digital age. Within the next few months, I will also publish new laws to permit for the first time a third party to represent a group of harmed consumers. This is an important development to improve consumers' access to justice.

I will shortly introduce legislation to enhance and reform the Personal Injuries Assessment Board, PIAB, providing it with new functions and improving the legislation to make the PIAB process more effective. Officials in my Department are developing new legislation to reform our limited partnership laws as well as business name laws. I expect to bring to Government shortly a general scheme of a Bill to reform laws on co-operative societies and encourage their development. All this work is designed to ensure our body of legislation is fit for purpose in the 21st century and our regulatory bodies are equipped to undertake their important statutory functions.

The report we are debating today goes through all aspects of the Siteserv transaction in an extraordinary level of detail and makes extensive findings of fact. Government accepts the findings of the commission. It is clear that there were unacceptable practices by certain parties during the course of that transaction. As the Taoiseach said, he is bringing the relevant recommendations of the commission to the attention of the relevant authorities as appropriate. I have no doubt that these bodies will carefully consider the report and in line with their statutory role take the appropriate action where considered necessary.

Despite the unacceptable behaviour of a minority, the vast majority of businesses in Ireland do not engage in such practices. We have a valuable reputation as a good place to do business overseen by effective laws and regulatory bodies. This has been hard won and must be maintained. White-collar crime damages our economy, breeds cynicism in our society and is a threat to our domestic and our international reputation. It cannot and will not be tolerated.

As the new Minister of State with responsibility for trade promotion, digital and company regulation I will work to continue to ensure that the framework on which businesses operate is built on clear rules for business which provide transparency and protection for stakeholders, employees and consumers.

I acknowledge that a number of Deputies and their staff were involved in this process from the start and took considerable personal courage to pursue the issues.

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