Michael McDowell (Dublin South East, Progressive Democrats)

Section 2 defines a director as including any person occupying the position of director, by whatever name called, any person who effectively directs or has a material influence over the business of the body corporate, any person in accordance with whose directions or instructions the directors of the body corporate are accustomed to act, unless the directors are accustomed so to act only on the basis of providing professional advice and, where the affairs of a body corporate are managed by its members, any of the members who exercises such functions of management. In effect, all persons who have a direct or a material influence over the business of a body corporate fall within the broad definition of director, even if they are not registered under the Companies Acts as being directors of the company.

Under section 21, the authority may require an applicant who is a body corporate to furnish information in respect of the character, financial position and competence of all persons who are covered by the definition of the term "director". These provisions will ensure that the authority will be able to obtain information on the character and competence of shadow directors and persons who de facto control the company.

In those circumstances, the obligation on the authority under section 22(3) to refuse to grant a licence in respect of the character of directors and its power to require information are quite sufficient to ensure that anybody who is effectively pulling the strings behind a body corporate will be fully identified and that if an applicant is acting as a front for someone else, he or she will be at risk of misleading the authority and committing an offence or, alternatively, of losing his or her licence if he or she has in any way misled the authority. It is sufficiently strong as it is.