Results 10,181-10,200 of 14,731 for speaker:Dara Calleary
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: We can come back to this point.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: No.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: If the Minister of State is referring to the post of company secretary, surely the person should have the qualifications to serve as company secretary, given that he or she will be responsible for compliance with the legislation.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: I do not wish to delay the meeting, but it seems that an important check is being dropped. I would appreciate a briefing before Report Stage.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: The company secretary is often a director.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: I think we need to discuss the issue before Report Stage.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: No.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: The language in section 371 is quite vague in comparison with the language in sections 367 to 369, inclusive, as to what are the limitations of an audit opinion. My worry is that the section would be used to dilute the requirements of sections 367 to 369, inclusive. Does the Minister of State have thoughts on this with regard to Report Stage?
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: The provisions of section 371 refer to how an audit opinion is valid "from the date of signature" and I believe there is a lack of clarity in section 37(5) as to the meaning of what is "a true and fair view as at the date [of] the original ... financial statements", whereas section 367 is quite precise regarding dates in respect of the original statutory statement. The worry is that section...
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: I also have concerns that a revised order not miss some material event that happened when the original financial statements were prepared.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: I have a quick question on the definition of shares. My understanding is that the definition of shares in section 306(5) applies to shares quoted on any securities or other markets referred to in section 1071. Under my reading, that would exclude shares quoted on the Nasdaq or the SEC. Therefore, if a director was to make gains on a company based on the Nasdaq or the SEC, those gains could...
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: Will we have it by Report Stage or will this be in the son of the Bill?
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: We may look at something ourselves.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: Section 323(1) is important because it relates to remuneration. Should we look for disclosure of audit fees? There is a vagueness relating to fees charged. Does the Minister of State believe company law should be consistent with the 2006 directive on statutory audits?
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: Subsection (3) states: Without prejudice to the director’s duty under subsection (1)(a) to act in good faith in what the director considers to be the interests of the company, a director of a company may have regard to the interests of a particular member of the company in the following circumstances. Subsection (4) states:Those circumstances are where the director has been appointed...
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: I am concerned that there is a vagueness in that section, between lines 30 and 35. There is a vagueness in the language that may allow for a director to justify inappropriate behaviour. Perhaps the Minister of State could examine the possibility of tightening up that language on Report Stage.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: Subsection (3) provides "that a director of a company may have regard to the interests of a particular member of the company". However, that may be contradictory to the obligation on directors to act in the best interests of the company. Therefore, this could offer somebody a way out of acting in the best interests of the company if this language is not tightened up to clarify exactly what...
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: Is there a contradiction in section 127(9)(3) between the approach being taken in this Bill and the approach taken in the UK Companies Act with regard to the treatment of reserves and undenominated capital?
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: I draw the Minister of State's attention to section 8(4)(9) of the UK Companies Act 2006. I am happy to return to this later but I wanted to indicate that point. If we do not get clarification on this before Report Stage I indicate that we may table an amendment on Report Stage.
- Select Committee on Jobs, Enterprise and Innovation: Companies Bill 2012: Committee Stage (5 Nov 2013)
Dara Calleary: It relates to section 8(4)(9) of the UK Companies Act 2006.