Stock Exchange Act, 1995

Revocation of authorisation.

24.—(1) The Bank may revoke the authorisation of an authorised member firm in all or any of the following circumstances, namely, where—

(a) a request is made to it in that behalf by the authorised member firm;

(b) an authorised member firm—

(i) has failed to operate as a member firm within 12 months of the date on which it was authorised under this Act; or

(ii) has failed to operate as a member firm for a period of more than six months; or

(iii) is being wound up.

(2) Without prejudice to the power of the Bank to revoke an authorisation under subsection (1) of this section, the Bank may apply to the Court in a summary manner for an order revoking the authorisation of an authorised member firm in any or all of the following circumstances, namely, where—

(a) it is expedient to do so in the interest of the proper and orderly regulation of approved stock exchanges or their member firms or in order to protect investors or in any or all of these circumstances;

(b) an authorised member firm has been convicted on indictment of any offence under this Act or any Act under which the Bank exercises statutory functions or any offence involving fraud, dishonesty or breach of trust;

(c) circumstances have materially changed since the granting of the authorisation such that, if an application for authorisation were made at the time of the application to the Court, a different decision would be taken in relation to the application for authorisation;

(d) the authorisation was obtained by knowingly or recklessly making false or misleading statements or by knowingly or recklessly using false or misleading information;

(e) an authorised member firm has failed to comply to a material degree with a condition or requirement of this Act;

(f) an authorised member firm no longer fulfils any or all of the conditions or requirements which were imposed when the authorisation was granted or which were subsequently imposed;

(g) an authorised member firm—

(i) no longer complies with capital or any other financial requirements specified by the Bank, from time to time, or

(ii) is not maintaining or is unlikely to be able to maintain adequate capital resources or other financial resources having regard to the nature and volume of its business;

(h) an authorised member firm becomes unable or, in the opinion of the Bank, is likely to become unable to meet its obligations to its creditors or suspends payments lawfully due;

(i) an authorised member firm has infringed to a material degree a code of conduct or rules of conduct, specified in or set out under section 38 of this Act;

(j) a director, manager or qualifying shareholder of an authorised member firm is no longer deemed by the Bank to fulfil the conditions of competence and probity required by section 18 of this Act to be a director or manager or qualifying shareholder of an authorised member firm;

(k) an authorised member firm has failed to comply with a condition or requirement or both imposed under this Act, and the circumstances are such that the Bank is of the opinion that the stability and soundness of the authorised member firm is or has been materially affected by such a failure;

(l) an authorised member firm has so organised its business or corporate structure such that the authorised member firm and, where appropriate, any related undertaking or associated undertaking, either collectively or individually, is no longer capable of being supervised to the satisfaction of the Bank under this Act.

(3) When the Bank proposes to revoke the authorisation of an authorised member firm or proposes to apply to the Court for an order to revoke the authorisation of a member firm, the following procedure shall apply, namely, the Bank shall serve notice on the authorised member firm of its intention and shall state its reasons in the said notice.

(4) Where an application is made to the Court under this section, the Court may make such interim or interlocutory orders as the circumstances may require.

(5) Persons (being persons who were authorised member firms) whose authorisation has been revoked (in this section referred to as “former authorised member firms”) shall continue to be responsible for arranging the discharge of all contracts entered into before announcement of the revocation of the authorisation, unless the Bank states otherwise.

(6) Where the authorisation of an authorised member firm is revoked and the former authorised member firm, if a company, is not being wound up, or, if constituted as an unincorporated body of persons, is not the subject of a dissolution order, then—

(a) the former authorised member firm shall continue to be subject to the duties and obligations imposed by this Act and any codes of conduct or rules of conduct or client money requirements or any other conditions or requirements imposed by the Bank under any section of this Act and by the rules of the approved stock exchange of which it is or was a member firm until all the liabilities, duties and obligations of the said member firm have been discharged to the satisfaction of the Bank,

(b) the former authorised member firm shall, as soon as possible after the revocation of the authorisation, notify the Bank and such other persons, if any, as the Bank indicates are to be notified of the measures being taken to discharge without undue delay the liabilities, duties and obligations of the said member firm, and

(c) in the case where—

(i) the former authorised member firm has notified the Bank in accordance with paragraph (b) of this subsection, and the Bank is of the opinion that the measures being taken or proposed to be taken for the purposes of this section are not satisfactory, or

(ii) the former authorised member firm has not so notified the Bank and the Bank is of the opinion that the former authorised member firm has failed to so notify as soon as possible after the authorisation is revoked, or

(iii) the Bank is of the opinion that the former authorised member firm has failed to take all reasonable stepsto notify persons which the Bank has indicated, under paragraph (b) of this subsection, are to be notified,

then, subject to subsection (10) of this section, the Bank may give a direction in writing to the former authorised member firm for such period, not exceeding six months, prohibiting the former authorised member firm so directed from any or all of the following, namely—

(I) creating any liabilities;

(II) dealing with or disposing of any assets or specified assets of the former authorised member firm in any manner;

(III) engaging in any transaction or class of transaction or specified transaction;

(IV) making payments;

without the prior authorisation of the Bank, and the Bank may further direct that former authorised member firm within two months of the initial direction to prepare and submit to it for its approval a scheme for the orderly discharge in full of the liabilities, duties and obligations concerned.

(7) Where the authorisation of a member firm is revoked and the former authorised member firm, if a company, is being wound up, or, if constituted as an unincorporated body of persons, is the subject of a dissolution order, then—

(a) the liquidator or receiver of the former authorised member firm shall, in addition to his duties and obligations in respect of the winding-up, be subject to the duties and obligations to which the former authorised member firm would be subject if it were an authorised member firm to which subsection (6) of this section relates and that subsection shall for the purposes of this section be construed accordingly,

(b) the liquidator or receiver of the former authorised member firm shall also be subject to all rules and regulations of the relevant stock exchange and any conditions or requirements imposed under this Act as if the liquidator or receiver were an authorised member firm, and

(c) notwithstanding paragraph (a) of this subsection, the Bank may, where authorisation is revoked and where the Bank considers it appropriate in the circumstances, remove, on giving notice in writing to the liquidator or receiver of the former authorised member firm, the duties and obligations imposed on the liquidator or receiver concerned to comply with paragraph (b) of subsection (6) of this section and may impose, in writing, on that liquidator or receiver such further duty or obligation as corresponds to that set out in paragraph (b) of that subsection.

(8) The Bank shall publish notice of revocation of an authorisation of an authorised member firm in the Iris Oifigiúil within 28 days of such revocation.

(9) A former authorised member firm shall cease to operate as a member firm and it shall be an offence for a former authorised member firm to operate as an authorised member firm.

(10) Where the Bank gives a direction under subsection (6) of this section, it may apply to the Court on being satisfied that the direction has not been complied with and the Court may confirm, vary or set aside the direction on such terms and for such period as the Court thinks fit.

(11) The Bank shall not exercise its powers under subsection (2) (j) of this section unless it has given an authorised member firm an opportunity to remove the director, manager or qualifying shareholder or otherwise deal with the concerns of the Bank in relation to the probity or competence of the person concerned within such period of time as the Bank may specify.

(12) An application under this section may be heard otherwise than in public.