Dublin Transport Authority Act 2008

113.

Articles of association of companies.

113.— (1) Section 11 of the Act of 1986 is amended by substituting for subsection (2) the following:

“(2) The articles of association of each company shall provide that—

( a) the number of directors (including the chairman) shall be not more than 9,

( b) the chairman and other directors shall be appointed and may be removed from office by the Minister,

( c) the remuneration of the chairman and other directors shall be determined by the Board, with the consent of the Minister and the Minister for Finance,

( d) no person shall be appointed or removed as auditor of the company without the approval of the Board, given with the consent of the Minister, and

( e) the company shall, within a period specified by the Board, set up machinery for the purposes of negotiation concerned with the pay and conditions of its staff and to this end consult with and make every reasonable endeavour to reach agreement with the trade unions concerned.

(2A) Where an appointment or removal is made under—

( a) subsection (2)( b), section 182(1) of the Companies Act 1963 does not apply, or

( b) subsection (2)( d), section 160 of that Act does not apply,

to the appointment or removal.”.

(2) CIÉ shall, as soon as may be, amend the articles of association of the 3 companies formed pursuant to section 6 of the Act of 1986 to give effect to the amendments effected by subsection (1).

(3) The Minister shall appoint persons as directors of the 3 companies formed pursuant to section 6 of the Act of 1986 who, in his or her opinion, have wide experience in relation to transport, commercial, financial, land use planning or environmental matters, the organisation of workers or administration.