National Asset Management Agency Act 2009

SCHEDULE 3

Amendments of Other Acts

PART 1

Amendment of Building Societies Act 1989

Item

Provision amended

Amendment

1

Section 2(1)

After the definition of “society”, insert—

“‘special investment shares’ shall be construed in accordance with section 18(1A);”.

2

Section 14(6)

Substitute “With the exception of any alteration to the rules that make changes necessary to or consequential on the issue of special investment shares, an alteration” for “An alteration”.

3

Section 17(3)

After paragraph ( a), insert—

“( aa) the acceptance of payments by way of subscription for special investment shares;”.

4

Section 18(1)( b)(i)

After “deferred”, insert “, special investment”.

5

Section 18(1)

After subsection (1), insert

“(1A) Special investment shares shall be issued only to the Minister for Finance or to such other person as he or she may nominate, and that Minister may specify the terms and conditions on which special investment shares may be issued, including terms and conditions—

( a) that entitle the holder of the shares to such voting rights on resolutions as the terms of issue provide in accordance with section 69(3A),

( b) that entitle the holder of the shares to appoint such number of directors of the society as the terms of issue provide in accordance with section 50(18), and

( c) that the Minister for Finance considers necessary in the context of the Minister’s agreement to subscribe for such shares and for the purposes of the Credit Institutions (Financial Support) Act 2008, including terms and conditions relating to—

(i) the capital status and priority of the shares,

(ii) the redemption, repurchase or other realisation of the shares,

(iii) the dividends, if any, to be paid on the shares, and

(iv) the transferability of the shares,

but nothing in this Act or the society ’s rules shall be construed as limiting or affecting such terms and conditions, or the enforceability of, or rights arising from, such terms and conditions.”.

6

After section 18, insert

Relationship framework.

18A. —(1)( a) The Minister for Finance may from time to time—

(i) specify in writing a relationship framework to govern the relationship between a building society that issues one or more special investment shares to the Minister for Finance or that Minister ’s nominee, and that Minister or nominee, and

(ii) amend or revoke any such relationship framework.

( b) Such a relationship framework shall recognise the separation of the building society concerned from that Minister or nominee and limit the extent of any intervention by that Minister or nominee in the conduct of the building society’s business to that necessary to protect the public interest.

( c) The relationship framework shall at all times comply with regulatory requirements.

(2) The building society concerned, the Minister for Finance and any nominee of that Minister shall act in accordance with any relationship framework specified under subsection (1).

(3) Parts 2 and 3 of the Competition Act 2002 shall not apply to the issue to the Minister for Finance, or that Minister ’s nominee, of one or more special investment shares.

(4) Section 7 of the Credit Institutions (Financial Support) Act 2008 shall not apply to the issue to the Minister for Finance, or that Minister ’s nominee, of one or more special investment shares.”.

7

Section 50(1)

Substitute “subsections (11), (16) and (18) and section 69(3A)( c)” for “subsections (11) and (16)”.

8

Section 50

Insert after subsection (17)

“(18) Where the terms and conditions of issue so provide, a member who holds special investment shares shall be entitled, from time to time, by notice in writing to the society, to appoint such number of directors of the society as may be specified in the terms of issue of such shares, to remove any director so appointed and to replace the person removed with another person.

(19) A provision in the memorandum or rules of a society shall not operate to

( a) prevent the appointment of directors pursuant to subsection (18), or

( b) have the effect of requiring a director appointed by a member holding special investment shares to be a member of the society, to hold shares in or a deposit with the society or to resign or retire from office other than in accordance with subsection (18).

(20) Where the terms and conditions of issue so provide, a member who holds special investment shares shall be entitled, by ordinary resolution, to remove a director before the expiration of his or her period of office notwithstanding anything in the rules or in any agreement between the society and the director. ”.

9

Section 69(1)( a)

Substitute

“( a) on a resolution other than a conversion resolution—

(i) all the members who at the end of the last financial year of the society before the date of the meeting or the postal ballot, as the case may be, had held continuously shares to the value of not less than €125 for the preceding period of 6 months and continue to hold such shares on the voting date, and

(ii) any member holding special investment shares; and ”.

10

Section 69(3)

Substitute “Subject to subsection (3A), on” for “On”.

11

Section 69

After subsection (3), insert

“(3A) At any time when special investment shares are in issue and their terms so provide—

( a) no resolution may be passed without the consent in writing of the member holding such shares,

( b) where the member holding such shares votes in favour of a resolution, that resolution shall be treated for all purposes as having been passed by a majority of the members entitled to vote on such resolution, and

( c) notwithstanding any other provision of this Act or any provision of the society’s rules—

(i) a resolution in writing signed by the member holding such shares shall be as valid and effective for all purposes as if the resolution had been passed at a general meeting of the society duly convened and held, and

(ii) a resolution mentioned in subparagraph (i), if described as a special resolution or conversion resolution, shall be deemed to be such a resolution. ”.

12

Section 70(2)

Substitute “Subject to section 69(3A), a resolution” for “A resolution”.

13

Section 71(1)

Substitute “Subject to section 69(3A), a resolution” for “A resolution”.

14

After section 71, insert

Resolutions for special investment shares.

71A. —(1) Where a building society proposes to issue special investment shares and its board of directors in good faith forms the opinion that the issue of such shares will assist in securing the financial position of the building society, the board of directors may, notwithstanding any provision in the society’s rules, propose a resolution to approve of the issue of such shares and a special resolution to alter the society’s memorandum and rules to give effect to all necessary and consequential changes relating to the issue of such shares.

(2) Where the resolution and special resolution mentioned in subsection (1) are to be considered at a meeting, then, notwithstanding any other provision of this Act or any provision of the rules, the board of directors of the society concerned may reduce the period of notice otherwise required to be given for the meeting to a period not shorter than 5 days, if that board is of the view that the circumstances warrant it.

(3) Where the resolution and special resolution mentioned in subsection (1) are to be voted on by postal ballot, then, notwithstanding any other provision of this Act or any provision of the rules, the board of directors of the society concerned may reduce the period of notice otherwise required to a period not shorter than 5 days before the date which the board specifies as the date for the postal ballot, if that board is of the view that the circumstances warrant it. ”.

15

Section 73(1)( b)

Substitute

“( b) of making ineffective a demand for a poll on any such question which is made by—

(i) not less than 10 members having the right to vote at the meeting, or

(ii) a member holding special investment shares. ”.

PART 2

Amendment of Central Bank Act 1942

Item

Provision amended

Amendment

1

Section 18B(2)

Delete subsection.

2

After section 18B, insert

Membership of Board and Regulatory Authority.

18BA. —(1) Nothing in this Act shall be read so as to prevent any member of the Board from being a member of the Regulatory Authority.

(2) Where more than half of the members of the Board are also members of the Regulatory Authority, then paragraph 2 of Schedule 1 shall apply as if it read ‘A quorum for all meetings of the Board is 7’.”.

3

After section 19A, insert

Decisions about certain issues involving Treaties governing European Communities and ESCB Statute.

19B. — Where the Board is considering a budgetary or funding issue relating to the Bank or the Regulatory Authority that may have implications for the independence of the Bank or the performance by the Governor of the functions conferred on the Governor and the Bank by or under the treaties governing the European Communities (within the meaning given by section 1 of the European Communities Act 1972) or the ESCB Statute—

( a) the Governor has the sole right to determine the issue, and

( b) the Governor’s decision is final.”.

4

Section 25(2)

Delete subsection.

5

Section 25(3)

Delete “otherwise than by virtue of being a member of the Regulatory Authority”.

6

Section 25(4)( b)

Substitute

“( b) in order to enable the Board or the Board and the Regulatory Authority to function effectively, or

( c) in order to facilitate a restructuring of the Board and the Authority so as to enable a closer working relationship between them.”.

7

Section 33E(1)

Substitute “The Regulatory Authority comprises no fewer than 8 and no more than 12 members” for “The Regulatory Authority comprises no fewer than 8 and no more than 10 members”.

8

Section 33E(1)( c)

Substitute “no fewer than 6 and no more than 10 are persons appointed by the Minister for Finance” for “no fewer than 6 and no more than 8 are persons appointed by the Minister for Finance”.

9

Section 33E

After subsection (1), insert

“(1A) Nothing in this Act shall be read so as to prevent any member of the Regulatory Authority from being a member of the Board.”.

10

Section 33I

After subsection (1), insert

“(1A) Where the Minister appoints or has appointed the Governor as a member of the Authority, then nothing in this Act shall be read so as to prevent the appointment of the Governor as its Chairperson.”.

11

Schedule 2, Part 1

At the end, insert

National Asset Management Agency Act 2009

Part 12

”.

12

Schedule 3, paragraph 5(3)( b)

Substitute

“( b) in order to enable the Regulatory Authority or the Authority and the Board to function effectively, or

( c) in order to facilitate a restructuring of the Authority and the Board so as to enable a closer working relationship between them.”.

PART 3

Amendment of Companies Act 1963

Item

Provision amended

Amendment

1

Section 216

After subsection (1), insert

“(2) The court shall not make an order for the winding up of a company unless—

( a) the court is satisfied that the company has no obligations in relation to a bank asset that has been transferred to the National Asset Management Agency or a NAMA group entity, or

( b) if the company has any such obligation—

(i) a copy of the petition has been served on that Agency, and

(ii) the court has heard that Agency in relation to the making of the order.

(3) In subsection (2) ‘bank asset’ and ‘NAMA group entity’ have the same respective meanings as in the National Asset Management Agency Act 2009.”.

PART 4

Amendments of Companies (Amendment) Act 1990

Item

Provision amended

Amendment

1

Section 2

After subsection (4), insert

“(5) The court shall not make an order under this section unless—

( a) the court is satisfied that the company has no obligations in relation to a bank asset that has been transferred to the National Asset Management Agency or a NAMA group entity, or

( b) if the company has any such obligation—

(i) a copy of the petition has been served on that Agency, and

(ii) the court has heard that Agency in relation to the making of the order.

(6) In subsection (5) ‘bank asset’ and ‘NAMA group entity’ have the same respective meanings as in the National Asset Management Agency Act 2009.”.

2

Section 4

After subsection (6), insert

“(7) The court shall not make an order under this section unless—

( a) the court is satisfied that the related company has no obligations in relation to a bank asset that has been transferred to the National Asset Management Agency or a NAMA group entity, or

( b) if the related company has any such obligation—

(i) a copy of the petition has been served on that Agency, and

(ii) the court has heard that Agency in relation to the making of the order.

(8) In subsection (7) ‘bank asset’ and ‘NAMA group entity’ have the same respective meanings as in the National Asset Management Agency Act 2009.”.

PART 5

Amendment of Finance Act 1970

Item

Provision amended

Amendment

1

Section 54

After subsection (7D), insert

“(7E) The Minister—

( a) may engage in such transactions of a normal banking nature with any person as he or she considers appropriate—

(i) in connection with the performance of his or her functions under the National Asset Management Agency Act 2009, and

(ii) for the purpose of the better management of any indebtedness incurred by the Minister under that Act,

and

( b) may for the purpose of those transactions issue such funds from the Exchequer as he or she considers appropriate.

The expenses and other costs incurred by the Minister in connection with or arising out of those transactions shall be charged on the Central Fund or the growing produce of that Fund. ”.

PART 6

Amendments of Landlord and Tenant (Amendment) Act 1980

Item

Provision amended

Amendment

1

Section 17(2)( a)(v)

Substitute “management, or” for “management.”.

2

Section 17(2)( a)

After subparagraph (v), insert

“(vi) the landlord (being the National Asset Management Agency) will require possession, within 5 years after the termination of the existing tenancy, for any purpose for which that Agency is entitled to acquire (by purchase or otherwise) property under the National Asset Management Agency Act 2009.”.

PART 7

Amendments of National Treasury Management Agency Act 1990

Item

Provision amended

Amendment

1

After section 4A, insert

“Further powers of NTMA.

4B. —(1) The Agency shall have all powers necessary or expedient for the performance of any function conferred on it by the National Asset Management Agency Act 2009.

(2) The performance by the Agency of a function under the National Asset Management Agency Act 2009 is not a function of the Agency under this Act.”.

2

Section 12

After subsection (3), insert

“(4) The audited accounts prepared in pursuance of this section shall include a record of any expenses incurred by the Agency in the performance of functions under the National Asset Management Agency Act 2009.”.

3

Schedule 1

After paragraph ( ge), insert—

“( gf) section 54(7E) (inserted by the National Asset Management Agency Act 2009) of the Finance Act 1970;”.

4

Schedule 1

After paragraph ( t), insert—

“( u) section 47 of the National Asset Management Agency Act 2009.”.

PART 8

Amendment of Planning and Development Act 2000

Item

Provision amended

Amendment

1

Section 40(3)

Substitute “In this section and sections 42 and 42A,” for “In this section and in section 42,”.

2

After section 42, insert

Power to extend appropriate period on application of NAMA.

42A. (1) Notwithstanding section 42, on application by the National Asset Management Agency to it in that behalf a planning authority shall, as regards a particular permission as and from the expiry of that permission, extend the appropriate period by such additional period not exceeding 5 years as the authority considers requisite to enable the development to which the permission relates to be completed provided that each of the following requirements is complied with:

( a) either—

(i) the authority is satisfied that

(I) the development to which the permission relates was commenced before the expiration of the appropriate period sought to be extended,

(II) substantial works were carried out pursuant to the permission during that period, and

(III) the development will be completed within a reasonable time,

or

(ii) the authority is satisfied that

(I) there were considerations of a commercial, economic or technical nature beyond the control of the applicant which substantially militated against either the commencement of development or the carrying out of substantial works pursuant to the planning permission, and

(II) there have been no significant changes in the development objectives in the development plan or in regional development objectives in the regional planning guidelines for the area of the planning authority since the date of the permission such that the authority would not, as a result of those changes, grant an application for permission for the development as being in material contravention of the proper planning and sustainable development of the area of the authority,

( b) the application is in accordance with such regulations under this Act as apply to it,

( c) any requirements of, or made under those regulations are complied with as regards the application, and

( d) subject to subsection (7), the application is duly made prior to the end of the appropriate period.

(2) ( a) Where an application is duly made under this section to a planning authority and any requirements of, or made under, regulations under section 43 are complied with as regards the application, the planning authority shall make its decision on the application as expeditiously as possible.

( b) Without prejudice to the generality of paragraph ( a), it shall be the objective of the planning authority to ensure that it shall give notice of its decision on an application under this section within the period of 8 weeks beginning on—

(i) in case all of the requirements referred to in paragraph ( a), are complied with on or before the day of receipt by the planning authority of the application, that day, and

(ii) in any other case, the day on which all of those requirements stand complied with.

(3) A decision to extend an appropriate period shall be made once and once only under this section and a planning authority shall not further extend the appropriate period.

(4) Particulars of any application made to a planning authority under this section and of the decision of the planning authority in respect of the application shall be recorded on the relevant entry in the register.

(5) Where a decision to extend is made under this section, section 40 shall, in relation to the permission to which the decision relates, be construed and have effect, subject to, and in accordance with, the terms of the decision.

(6) In satisfying itself under subsection (1)( a)(ii), a planning authority shall have regard to any guidelines issued by the Minister under section 28, notwithstanding that they were so issued after the date of the grant of permission in relation to which an application is made under this section.

(7) In relation to a permission where the expiry of the appropriate period occurs during the period beginning on or after 1 January 2009 and ending on or before 31 December 2011, NAMA may make an application to extend the appropriate period

( a) before the expiry of the appropriate period, or

( b) at any time during the period of 2 years beginning on the date of expiry of the appropriate period.”.

PART 9

Amendment of Stamp Duties Consolidation Act 1999

Item

Provision amended

Amendment

1

After section 108A, insert

National Asset Management Agency.

108B. —(1) In this section:

‘acquired bank asset’, ‘bank asset’ and ‘participating institution’ have, respectively, the meanings given by section 4(1) of the Act of 2009;

‘Act of 2009’ means the National Asset Management Agency Act 2009;

‘NAMA’ means the National Asset Management Agency;

‘NAMA-subsidiary’, in relation to an instrument referred to in subsection (3), means a body corporate which at the time of execution of the instrument is associated with NAMA in accordance with the provisions of section 79.

(2) ( a) Where NAMA directly owns any part of the ordinary share capital, within the meaning of section 79, of another body corporate (in this subsection referred to as the ‘first body corporate’), then NAMA shall be deemed to be associated with the first body corporate in accordance with the provisions of section 79.

( b) Where the first body corporate is associated, directly or indirectly, with another body corporate (referred to in this paragraph as the ‘second body corporate’) in accordance with the provisions of section 79, then NAMA shall be deemed to be associated with the second body corporate in accordance with the provisions of section 79.

(3) Stamp duty shall not be chargeable under or by reference to any Heading in Schedule 1 on an instrument

( a) for the sale, transfer, lease or other disposition of any property, asset or documentation to NAMA or a NAMA-subsidiary by NAMA, a NAMA-subsidiary or a participating institution,

( b) for the transfer, to a NAMA-subsidiary or a participating institution, of securities issued in accordance with the Act of 2009 for the purposes of section 47(2) ( b), 48(2)(b) or 49 of that Act,

( c) for the transfer to a NAMA-subsidiary by NAMA or a NAMA-subsidiary of securities issued in accordance with the Act of 2009 for the purposes of section 47(2)(a) or 48(2)(a) of that Act,

( d) for the transfer to a participating institution of a bank asset, security or other property by NAMA or a NAMA-subsidiary in connection with section 125 of the Act of 2009, or

( e) for the transfer or other disposition to NAMA or a NAMA-subsidiary of any property in settlement or part settlement of an acquired bank asset.

(4) Section 12(2) shall not apply to an instrument to which subsection (3) applies.

(5) This section applies as respects instruments executed on or after the establishment day (within the meaning of section 4 of the Act of 2009).”.

PART 10

Amendments of Taxes Consolidation Act 1997

Item

Provision amended

Amendment

1

Section 172A(1)( a), definition of “relevant distribution”

In subparagraph (i)(II), substitute “Commission,” for “Commission, or”.

2

Section 172A(1)( a), definition of “relevant distribution”

After subparagraph (i)(III), insert

“(IV) the National Asset Management Agency, or a company referred to in section 616(1)( g), and”.

3

After section 230A, insert

NAMA profits exempt from corporation tax.

230AA. —Notwithstanding any provision of the Corporation Tax Acts, profits arising to the National Asset Management Agency shall be exempt from corporation tax.”.

4

Section 246(3)

After paragraph ( e), insert—

“( ea) interest paid to—

(i) the National Asset Management Agency or a company referred to in section 616(1)( g),

(ii) the State acting through the National Asset Management Agency or through a company referred to in section 616(1)( g), or

(iii) the National Treasury Management Agency by the National Asset Management Agency or by a company referred to in section 616(1)( g),

( eb) interest paid by—

(i) the National Asset Management Agency,

(ii) a company referred to in section 616(1)( g), or

(iii) the State acting through the National Asset Management Agency, or through a company referred to in section 616(1)( g),

to a person who, by virtue of the law of a relevant territory, is resident for the purposes of tax in the relevant territory, except, in a case where the person is a company, where such interest is paid to the company in connection with a trade or business which is carried on in the State by the company through a branch or agency, ”.

5

Section 256(1), definition of “relevant deposit”, paragraph ( a)

After subparagraph (iiic), insert

“(iiid) the National Asset Management Agency,

(iiie) the State acting through the National Asset Management Agency, ”.

6

Section 396(1)

Substitute “Subject to section 396C, where in any accounting period” for “Where in any accounting period”.

7

After section 396B, insert

Relief from Corporation Tax for losses of participating institutions.

396C. ―(1)( a) In this section―

‘available losses’, in relation to an accounting period of a participating institution, means losses, carried forward from preceding accounting periods, for which relief is available under section 396(1) in that accounting period or succeeding accounting periods;

‘group company’, for an accounting period in relation to a participating institution (in this definition referred to as the ‘first-mentioned institution’), means a company which is a participating institution that has an accounting period that coincides with the accounting period of the first-mentioned institution where, throughout the accounting period of the first-mentioned institution—

( a) the company is a subsidiary of the first-mentioned institution,

( b) the first-mentioned institution is a subsidiary of the company, or

( c) both the company and the first-mentioned institution are subsidiaries of a third company;

‘participating institution’ and ‘subsidiary’ have the same meanings respectively as in section 4 of the National Asset Management Agency Act 2009;

‘relevant amount’ for an accounting period in relation to a participating institution means 50 per cent of the amount, if any, by which the aggregate of the trading income, if any, of the participating institution and its group companies for the accounting period exceeds the aggregate of the trading losses, if any, incurred by the participating institution and its group companies in that accounting period;

‘relevant limit’ in relation to an accounting period of a participating institution means an amount determined by the formula―

A X B

C

where

A is the relevant amount for the accounting period in relation to the participating institution,

B is the aggregate amount of the trading income, if any, of the participating institution for the accounting period before any relief for available losses, and

C is the aggregate amount of the trading income, if any, of the participating institution and its group companies for the accounting period before any relief for available losses.

( b) For the purposes of this section—

(i) an accounting period of a company coincides with an accounting period of another company if the first-mentioned accounting period begins on the same day and ends on the same day as the second-mentioned accounting period, and

(ii) references to trading income or trading losses are references to trading income or trading losses, as the case may be, arising

(I) to a company resident in the State, or

(II) through or from a branch or agency in the State of a company that is not so resident.

(2) Where for any accounting period a participating institution makes a claim under subsection 396(1) for relief in respect of available losses incurred, or deemed under subsection (3) to have been incurred, in a trade carried on by that institution, the amount of the losses which may be set off against trading income of the trade in that accounting period shall not exceed the relevant limit of the participating institution for that period.

(3) ( a) Subject to subsection (2) and paragraphs ( b) and ( c), where in relation to an accounting period—

(i) a participating institution has an amount of available losses (referred to in this subsection as the ‘excess available losses’) in respect of which it cannot obtain relief for that period, and

(ii) a group company in relation to that institution, having claimed all relief under section 396(1), if any, to which it would otherwise be entitled (including by reference to other claims made under this subsection), could obtain relief, or more relief, under section 396(1) for that accounting period if some or all of the excess available losses of the participating institution were deemed to have been incurred by the group company,

then, on the making of a claim in that regard by the group company, the participating institution may surrender to the group company an amount of those excess available losses that does not exceed the amount for which the group company could obtain relief for that accounting period, having claimed all other relief under section 396(1) to which it is entitled, and

(I) that group company shall be deemed for the purposes of section 396(1) to have incurred those losses and shall set off the amount so surrendered against its trading income for the accounting period, which income shall be treated as reduced by that amount, and

(II) the available losses of the surrendering company shall be deemed for all purposes of the Corporation Tax Acts to be reduced by the amount surrendered.

( b) More than one group company may make a claim under this subsection relating to the same participating institution and to the same accounting period of that institution but, whether by reference to this section or any other section of the Corporation Tax Acts or any combination thereof, relief shall not be given more than once in respect of an amount of available losses.

( c) A claim for relief under this subsection—

(i) shall be made in the return required to be made under section 951 for the accounting period of the group company which is claiming the relief,

(ii) shall require the consent of the participating institution notified to the inspector in such form as the Revenue Commissioners may require, and

(iii) shall be made within 2 years from the end of the accounting period to which the claim relates.

(4) ( a) Subject to subparagraph ( b), where the inspector ascertains that any relief claimed in accordance with this section is or has become excessive, he or she may make an assessment to corporation tax under Case I of Schedule D in the amount which in his or her opinion ought to be charged.

( b) Subparagraph ( a) is without prejudice to the making of an assessment under section 919(5)( b)(iii) and to the making of all such other adjustments by means of discharge or repayment of tax or otherwise as may be required where a company has obtained too much relief.

(5) This section has effect for accounting periods commencing on or after the passing of the National Asset Management Agency Act 2009.”.

8

Section 495(10)

Substitute

“(10) Subject to section 507, the company shall not at any time in the relevant period—

( a) control (or together with any person connected with it control) another company or be under the control of another company (or of another company and any person connected with that other company) unless such control is exercised by the National Asset Management Agency, or by a company referred to in section 616(1)( g), or

( b) be a 51 per cent subsidiary of any company other than the National Asset Management Agency or a company referred to in section 616(1)( g), or itself have a 51 per cent subsidiary,

and no arrangements shall be in existence at any time in that period by virtue of which the company could fall within paragraph ( a) or ( b).”.

9

Section 530(1)

After the definition of “meat processing operations”, insert:

“‘NAMA’ and ‘NAMA group entity’ have the same meanings, respectively, as they have in the National Asset Management Agency Act 2009;”.

10

Section 530(1), definition of “relevant contract”

After “of employment”, insert “, or a contract between NAMA and a NAMA group entity or a contract between a NAMA group entity and another NAMA group entity”.

11

Section 616(1)

After paragraph ( f), insert:

“( g) Notwithstanding paragraph ( b)—

(i) a company (in this paragraph referred to as the ‘first-mentioned company’) shall be an effective 75 per cent subsidiary of the National Asset Management Agency where that Agency directly owns any part of the ordinary share capital of that company, and

(ii) any other company which is an effective 75 per cent subsidiary of the first-mentioned company shall be an effective 75 per cent subsidiary of the National Asset Management Agency. ”.

12

Section 623(2)

Substitute “Subject to subsection (2A), this section applies where—” for “This section applies where—”.

13

Section 623

After subsection (2), insert

“(2A) ( a) This section does not apply to a bank asset where that asset is acquired on or after the establishment day by—

(i) NAMA, or

(ii) a company to which section 616(1)( g) relates from that Agency or a company to which that paragraph relates.

( b) In this subsection ‘bank asset’, ‘establishment day’ and ‘NAMA’ have the same meanings, respectively, as they have in the National Asset Management Agency Act 2009.”.

14

After section 644AA, insert

Treatment of profits or gains from land rezonings.

644AB. —(1) In this section—

‘basis period’ has the same meaning as in section 127(1);

‘company’ has the same meaning as in section 4;

‘construction operations’, in relation to land, means operations of any of the descriptions referred to in the definition of ‘construction operations’ in section 530(1);

‘development land-use’ means residential, commercial or industrial uses or a mixture of such uses;

‘distribution’ has the same meaning as in section 130(2);

‘non-development land-use’ means a land-use which is agricultural, open space, recreational or amenity use or a mixture of such uses;

‘qualifying land’ means land which is disposed of at any time in the course of a business, being land—

( a) disposed of to an authority possessing compulsory purchasing powers where the Revenue Commissioners are satisfied that the disposal would not have been made but for the exercise of those powers or the giving by the authority of formal notice of its intention to exercise those powers, or

( b) disposed of by a company referred to in section 616(1)( g);

‘rezoning’ means a change in the zoning of land in a development plan or local area plan made or varied on or after 30 October 2009 under Part II of the Planning and Development Act 2000 from non-development land-uses to development land-uses or from one development land-use to another development land-use including a mixture of such uses.

(2) This section applies to

( a) profits or gains arising from dealing in, or developing, land in the course of a business consisting of or including dealing in or developing land which is, or is regarded as, a trade within Schedule D or part of such a trade, or

( b) any gain of a capital nature arising directly or indirectly from the disposal of land which, by virtue of section 643, constitutes profits or gains chargeable to tax under Case IV of Schedule D,

to the extent to which the profits or gains are attributable to the rezoning of that land.

(3) Notwithstanding any provision to the contrary in the Corporation Tax Acts, but subject to this section, a company shall not be chargeable to corporation tax in respect of profits or gains to which this section applies and, accordingly, such profits or gains shall not be regarded as profits or gains of the company for the purposes of corporation tax.

(4) Notwithstanding any other provision of the Tax Acts and subject to subsections (6) and (7), to the extent to which profits or gains of a basis period for a year of assessment consist of profits or gains to which this section applies

( a) those profits or gains shall be chargeable to income tax for such year at the rate of 80 per cent, and

( b) those profits or gains shall be disregarded for all the purposes of the Tax Acts, other than those relating to the assessment, collection and recovery of income tax and of any interest or penalties on that tax.

(5) ( a) To the extent that a loss is attributable to the rezoning of land referred to in subsection (2), that loss—

(i) may be carried forward and may only be deducted from or set off against the amount of profits or gains to which this section applies for any subsequent year of assessment, and

(ii) in the case of a company, shall be disregarded for the purposes of the Corporation Tax Acts.

(b) Any relief under this subsection shall be given as far as possible against the profits or gains for the first subsequent year of assessment and, in so far as it cannot be so given, from the profits or gains for the next year of assessment and so on for succeeding years.

(6) Where an individual is chargeable to tax in accordance with subsection (4) in respect of profits or gains, the profits or gains shall not be included in reckonable income

( a) within the meaning of section 2(1) of the Social Welfare Consolidation Act 2005, or

( b) within the meaning of section 1 of the Health Contributions Act 1979,

for the purposes of those Acts or any regulations made under those Acts.

(7) For the purposes of the Tax Acts in computing the profits or gains to which this section applies, no account shall be taken, in determining those profits or gains, of that part, if any, of profits or gains which are attributable to

( a) construction operations on the land, or

( b) qualifying land.

(8) Where, in order to give effect to the provisions of subsections (2), (4) and (7), an apportionment of profits and gains, amounts receivable or expenses incurred is required to be made, such apportionment shall be made in a manner that is just and reasonable.

(9) Where a distribution is made by a company in part out of profits or gains to which this section applies and in part out of other profits or gains, then the distribution shall be treated as if it consisted of 2 distributions respectively made out of the profits or gains to which this section applies and out of other profits or gains.

(10) So much of any distribution as has been made out of profits or gains to which this section applies shall not be regarded as income for any purpose of the Income Tax Acts or be included in reckonable income

( a) within the meaning of section 2(1) of the Social Welfare Consolidation Act 2005, or

( b) within the meaning of section 1 of the Health Contributions Act 1979,

for the purposes of those Acts or any regulations made under those Acts.

(11) This section shall apply as respects the year of assessment 2010 and subsequent years of assessment. ”.

15

After section 649A, insert

Windfall gains from rezonings: rate of charge.

649B. —(1) In this section—

‘development land-use’ means residential, commercial or industrial uses or a mixture of such uses;

‘loss arising on rezoning’ means a loss realised on or after 30 October 2009 on a disposal of land to the extent to which that loss is attributable solely to a decrease in the market value of the land arising on a rezoning, and which loss has not otherwise been effectively relieved;

‘non-development land-use’ means a land-use which is agricultural, open space, recreational or amenity use or a mixture of such uses;

‘rezoning’ means a change in the zoning of land in a development plan or local area plan made or varied on or after 30 October 2009 under Part II of the Planning and Development Act 2000 from non-development land-uses to development land-uses or from one development land-use to another development land-use including a mixture of such uses.

‘windfall gain’ means any increase in the market value of land which is attributable to rezoning.

(2) This section applies to a relevant disposal, made on or after 30 October 2009, where the disposal consists of land that

( a) has been the subject of rezoning since its acquisition by the person making the disposal,

( b) was acquired from a connected person and the acquisition cost for the purposes of the Capital Gains Tax Acts was other than market value, where the rezoning took place during the ownership period of either person, or

( c) was the subject of a sequence of transfers between connected persons, if the rezoning took place during the period between the date of disposal and the latest date at which the acquisition cost, at any step in the sequence, was market value.

(3) Notwithstanding section 28(3), the rate of capital gains tax in respect of a chargeable gain, being the lesser of the gain arising on the disposal and the windfall gain, accruing to a person on a relevant disposal to which this section applies shall be 80 per cent.

(4) This section shall not apply to a disposal of land to which subsection (2) relates where

( a) the land is disposed of to an authority possessing compulsory purchasing powers, but only if the Revenue Commissioners are satisfied that the disposal would not have been made but for the exercise of those powers or the giving by the authority of formal notice of its intention to exercise those powers, or

( b) the disposal is a disposal by a company referred to in section 616(1)( g),

and, accordingly, the rate of capital gains tax in respect of a chargeable gain on a relevant disposal referred to in paragraphs ( a) to ( c) shall be the rate specified in section 28(3).

(5) Notwithstanding any provision to the contrary in the Capital Gains Tax Acts, any loss accruing on any disposal shall not be deducted from a chargeable gain to which this section applies except a loss arising on a rezoning.

(6) This section shall apply to relevant disposals made on or after 30 October 2009. ”.

16

Section 730D(2)( b)(v)

Delete “or”.

17

Section 730D(2)( b)(vi)

After “Court,” insert “or”.

18

Section 730D(2)( b)

After subparagraph (vi), insert

“(vii) the National Asset Management Agency,”.

19

Section 730E(3)( e)(v)

Delete “or”.

20

Section 730E(3)( e)(vi)

After “Court,” insert “or”.

21

Section 730E(3)( e)

After subparagraph (vi), insert

“(vii) the National Asset Management Agency,”.

22

Section 730E(3)( f)

Substitute “paragraph ( e)” for “subparagraph (i) to (v), or (vi) of paragraph ( e)”.

23

Section 739D(6)

After paragraph ( k), insert—

“( ka) is the National Asset Management Agency and has made a declaration to that effect to the investment undertaking,”.

24

Section 980

After subsection (11), insert

“(12) The enforcement of a debt security by the National Asset Management Agency or by a company to which section 616(1)( g) relates does not constitute consideration for the purposes of this section.

(13) Subsection (9) does not apply to the National Asset Management Agency or to a company to which section 616(1)( g) relates.

(14) This section does not apply to a disposal by a company that would be a company to which section 616(1)( g) relates if the reference in that section to a 75 per cent subsidiary were a reference to a 51 per cent subsidiary.

(15) For the purposes of this section, the enforcement of a debt security by the National Asset Management Agency or by a company to which section 616(1)( g) relates shall not be treated as a disposal of an asset.”.

25

Schedule 13

After paragraph 173, insert

“174. The National Asset Management Agency or a company to which section 616(1)( g) relates.”.

26

Schedule 15, Part 1

After paragraph 42, insert

“43. The National Asset Management Agency.”.

PART 11

Amendments of Value-Added Tax Act 1972

F33 [ ]

Annotations:

Amendments:

F33

Repealed (1.11.2010) by Value-Added Tax Consolidation Act 2010 (31/2010), s. 123 and sch. 8 part 1, commenced on enactment.