Building Societies Act, 1989

Building Societies Act, 1989 Skip to content Disclaimer Feedback Helpdesk Gaeilge Léim go dtí an t-ábhar Séanadh Aiseolas Deasc chabhrach English Gaeilge English Produced by the Office of the Attorney General Táirgthe ag Oifig an Ard-Aighne Home Legislation Acts of the Oireachtas Statutory Instruments Pre-1922 Legislation Constitution External Resources Bills (Houses of the Oireachtas) Iris Oifigiúil / Official Gazette Revised Acts (LRC) Classified List of Legislation (LRC) Translations (acts.ie) Translations (Houses of the Oireachtas) Government Publications for Sale EU Law (EUR-Lex) FAQ Disclaimer Feedback Helpdesk Search Baile Reachtaíocht Achtanna an Oireachtais Ionstraimí Reachtúla Reachtaíocht Réamh-1922 Bunreacht Acmhainní Seachtracha Billí (Tithe an Oireachtais) Iris Oifigiúil Achtanna Athbhreithnithe (CAD) (An Coimisiún um Athchóiriú an Dlí) Liosta Rangaithe Reachtaíochta Aistriúcháin (achtanna.ie) Aistriúcháin (Tithe an Oireachtais) Foilseacháin Rialtais ar Díol Dlí AE (EUR-Lex) CCanna (Ceisteanna Coitianta) Séanadh Aiseolas Deasc chabhrach Cuardach TitleTeideal Year(s) or rangeBliain nó blianta nó raon TypeCineál All Legislation Acts Statutory Instruments Advanced SearchCuardach Casta HomeBaile ActsAchtanna 1989 Building Societies Act, 1989 Building Societies Act, 1989 Permanent Page URL View by SectionAmharc de réir Ailt View Full ActAmharc ar an Acht Iomlán Bill History Stair Bille Commencement, Amendments, SIs made under the Act Tosach Feidhme, Leasuithe, IRí arna ndéanamh faoin Acht Print Full ActPriontáil an tAcht Iomlán Number 17 of 1989 BUILDING SOCIETIES ACT, 1989 ARRANGEMENT OF SECTIONS PART I Preliminary and General Section 1. Short title and commencement. 2. Interpretation. 3. Regulations, directions, etc. 4. Regulations to remove difficulties. 5. Modification of Act to conform with changes in company and banking law. 6. Repeals and consequential provisions. 7. Service of notices. 8. Expenses. PART II Formation and Authorisation of Building Societies 9. Objects and general powers of a building society. 10. Formation, registration and incorporation. 11. Supplemental provisions relating to memorandum and rules. 12. Acts of a society. 13. Registered name. 14. Alteration of memorandum and rules. 15. Chief office of society. 16. Membership and liability of members. 17. Authorisation to raise funds. PART III Powers of a Building Society 18. Power to raise funds and borrow money. 19. Death of shareholder or depositor. 20. Premises. 21. Holding and developing land. 22. Housing loans. 23. Other loans. 24. Tiered interest rates. 25. Assessment of security for loans. 26. Sale or retention of mortgaged property. 27. Discharge of mortgage. 28. Investment in and support of bodies corporate, etc. 29. Financial services. 30. Bonds and sureties. 31. Conveyancing services. 32. Auctioneering services and other services relating to land. 33. Power to operate outside the State. 34. Power to hedge. 35. Prohibition on linking services. 36. Exercise of powers. PART IV Control and Supervision of Building Societies by Central Bank 37. Duty of the Central Bank as respects building societies. 38. Supply of mortgage finance. 39. Asset and liability ratios and structures. 40. Revocation of authorisation and giving of direction by Central Bank. 41. Inspections, information, etc. 42. Control of advertising. 43. Power of Court to prohibit certain contraventions of Act. 44. Disclosure of information. 45. Appointment of inspector and calling of special meeting. 46. Provisions supplemental to section 45. 47. Inspectors' reports and proceedings thereon. PART V Management of Building Societies 48. Directors. 49. Chief executive and secretary. 50. Directors: Appointment and retirement. 51. Directors: Supplementary provisions as to elections, etc. 52. Connected persons. 53. Disclosure by directors of interests in contracts. 54. Contracts of employment of directors. 55. Inspection of directors' service contracts. 56. Substantial property transactions involving directors and connected persons. 57. Restrictions on loans etc. to directors and connected persons. 58. Sanctions for breach of section 57. 59. Records of loans etc. falling within section 57. 60. Record and disclosure of certain business. 61. Particulars of directors' salaries etc. to be given in accounts. 62. Prohibition of tax-free payments. 63. Directors' names on business letters. 64. Disqualification of certain persons from acting as directors or auditors of or managing building societies. 65. Register of members. 66. Register of directors, etc. PART VI Meetings, Resolutions, Voting, etc. 67. Annual general meeting. 68. Notice of meetings. 69. Members' entitlement to vote on resolutions. 70. Special resolutions. 71. Conversion resolutions. 72. Proxies. 73. Right to demand a poll. 74. Members' right to propose and circulate resolutions. 75. Postal ballots. PART VII Accounts and Audit 76. Accounting records, systems of business control and keeping of title deeds. 77. Annual accounts. 78. Directors' report. 79. Summary financial statement. 80. Display of statement. 81. Signing of balance sheet. 82. Documents to be laid before annual general meeting. 83. Appointment and removal of auditors. 84. Resolutions relating to appointment and removal of auditors. 85. Resignation of auditors. 86. Requisitioning of general meeting of society by resigning auditor. 87. Qualifications for appointment as auditor. 88. Auditors' report, right of access to books and to attend general meeting. 89. Duties of auditor. 90. Penalty for false statements to auditors. PART VIII Disputes and Complaints 91. Settlement of disputes. 92. Investigation of complaints. PART IX Savings Protection 93. Deposit at Central Bank. 94. Protection of shareholders' and depositors' funds. PART X Amalgamations and Transfers of Engagements 95. Amalgamation of societies. 96. Transfer of engagements. 97. Statement for members relating to proposed amalgamation or transfer of engagements. 98. Confirmation of amalgamation or transfer. 99. Compensation for loss of office and bonuses to members. PART XI Conversion to Public Limited Company 100. Interpretation of this Part. 101. Conversion of a society to a public limited company. 102. Protective provisions. 103. Conversion statement. 104. Confirmation and registration of conversion scheme by Central Bank. 105. Petition to High Court against conversion scheme. 106. Registration of society as a company. 107. Consequential provisions on conversion of society. 108. Conversion regulations. PART XII Winding up, etc. 109. Winding up. 110. Cancellation of registration. 111. Liability of officers of society to penalty where proper accounting records not kept. 112. Personal liability of officers of society where proper accounting records not kept. PART XIII Miscellaneous 113. Financial year of a society. 114. Liability of officer. 115. Court's power to grant relief to an officer of a society. 116. Provisions as to evidence. 117. Form of registers, records, etc. 118. Exemption from stamp duty. 119. Offences. 120. Furnishing false information, etc. 121. Judgments against a society. 122. Public file of a society. 123. Subsidy by Minister in respect of interest on housing loans made by a society. 124. Savings and transitional provisions. 125. Transfer of functions to Central Bank. 126. Amendments to the Bankers' Books Evidence Acts, 1879 and 1959, and the Bills of Exchange Act, 1882. 127. Recognition of building society accounts. FIRST SCHEDULE Enactments Repealed SECOND SCHEDULE Provisions applicable as respects the memorandum and rules THIRD SCHEDULE Supplementary provisions in relation to authorisation FOURTH SCHEDULE Supplementary provisions in relation to revocation of an authorisation FIFTH SCHEDULE Supplementary provisions in relation to a direction by the Central Bank under Section 40 Acts Referred to Age of Majority Act, 1985 1985, No. 2 Arbitration Act, 1954 1954, No. 26 Arbitration Act, 1980 1980, No. 7 Auctioneers and House Agents Act, 1947 1947, No. 10 Auctioneers and House Agents Act, 1967 1967, No. 9 Bankers' Books Evidence Act, 1879 42 & 43 Vict., c. 11 Bankers' Books Evidence (Amendment) Act, 1959 1959, No. 21 Bills of Exchange Act, 1882 45 & 46 Vict., c. 61 Building Societies Act, 1976 1976, No. 38 Building Societies (Amendment) Act, 1980 1980, No. 31 Building Societies (Amendment) Act, 1983 1983, No. 25 Building Societies (Amendment) Act, 1986 1986, No. 36 Central Bank Act, 1942 1942, No. 22 Central Bank Act, 1971 1971, No. 24 Companies Act, 1963 1963, No. 33 Conveyancing Act, 1881 44 & 45 Vict., c. 41 Currency Act, 1927 1927, No. 32 European Communities Act, 1972 1972, No. 27 Housing (Miscellaneous Provisions) Act, 1979 1979, No. 27 Housing Act, 1988 1988, No. 28 Industrial Credit Act, 1933 1933, No. 25 Land Act, 1984 1984, No. 24 Petty Sessions Ireland Act, 1851 14 & 15 Vict., c. 93 Registration of Title Act, 1964 1964, No. 16 Registry of Deeds Act, 1707 6 Anne, c.2 Registry of Deeds (Ireland) Act, 1832 2 & 3 Will. 4. c.87 Solicitors Act, 1954 1954, No. 36 Succession Act, 1965 1965, No. 27 Number 17 of 1989 BUILDING SOCIETIES ACT, 1989 AN ACT TO MAKE FURTHER AND BETTER PROVISION WITH RESPECT TO BUILDING SOCIETIES AND TO PROVIDE FOR RELATED MATTERS. [12th July, 1989] BE IT ENACTED BY THE OIREACHTAS AS FOLLOWS: PART I Preliminary and General Short title and commencement. 1.—(1) This Act may be cited as the Building Societies Act, 1989. (2) This Act shall come into operation on such day or days as may be fixed by order or orders of the Minister, either generally or with reference to a particular purpose or provision, and different days may be so fixed for different purposes and different provisions. Interpretation. 2.—(1) In this Act, unless the context otherwise requires— “Act of 1963” means the Companies Act, 1963 ; “Act of 1971” means the Central Bank Act, 1971 ; “alteration”, in relation to the memorandum or rules of a building society, includes any addition to or variation of the memorandum or rules, the rescission of any provision of the memorandum or rules, whether with or without the substitution of one or more than one provision in the memorandum or rules for any provision so rescinded, and cognate words shall be construed accordingly; “adoptable powers” means powers which, under any provision of this Act, must, in order to be exercisable, be adopted by the society and “adopt” or “adopted” means adopt or adopted by agreement on the formation of the society or subsequently by a special resolution; “the annual accounts” has the meaning assigned to it by section 77 ; “associated body” means a body in which the society holds shares or corresponding membership rights under section 28 ; “authorisation” means authorisation under section 17 ; “bank” means the holder of a licence under section 9 of the Act of 1971; “building society” means a building society incorporated or deemed by section 124 (2) to be incorporated under this Act; “Central Bank” means the Central Bank of Ireland; “commission” includes any gift, bonus, fee, payment or other benefit; “the Companies Acts” means the Companies Act, 1963 and every enactment which is to be construed with it as one Act; “contravention” includes failure to comply; “conversion resolution” has the meaning assigned to it by section 71 ; “Court” means the High Court; “deposit” includes loan and cognate expressions shall be construed accordingly; “dispose” and “disposition”, in relation to any property, include the granting of any interest in or right over it; “director” includes any person occupying the position of director, by whatever name called; “functions” includes powers and duties; “house” includes any building or part of a building used or suitable for use as a dwelling and any outoffice, yard, garden, or other land appurtenant thereto or usually enjoyed therewith and “housing” shall be construed accordingly; “housing loan” means a loan within the meaning of section 22 ; “member”, in relation to a society, means a member within the meaning of section 16 ; “Minister” means the Minister for the Environment; “mortgage” includes charge; “officer”, in relation to a building society or other body corporate, means a director, chief executive or secretary, by whatever name called, and, in relation to any offence, also includes any person who purports to act as an officer of the body; “prescribed” means prescribed by regulations made under this Act; “the public file”, in relation to a building society, has the meaning assigned to it by section 122 ; “repealed enactments” means the enactments repealed by section 6 ; “society” means a building society; “special resolution” has the meaning assigned to it by section 70 ; “subsidiary” has the same meaning as it has in the Companies Acts; “summary financial statement” has the meaning assigned to it by section 79 . (2) In this Act in any reference to a person's shareholding in a society the value of the person's shares shall be taken as the amount standing to his credit in respect of payments made by him on the shares and interest credited to them by way of capitalisation. (3) In this Act a reference to a Part, section, or Schedule is to a Part, section, or Schedule of this Act, unless it is indicated that reference to some other enactment is intended. (4) In this Act a reference to a subsection, paragraph or subparagraph, is to the subsection, paragraph or subparagraph of the provision in which the reference occurs, unless it is indicated that reference to some other provision is intended. (5) In this Act a reference to an enactment shall be construed as a reference to that enactment as amended, adapted or extended by or under any subsequent enactment including this Act or regulations made under this Act. (6) In this Act a reference to any provision of this Act shall, where appropriate, be construed as a reference to that provision as modified by regulation. Regulations, directions, etc. 3.—(1) Regulations may be made by the appropriate authority, being the Minister, the Minister for Finance, the Minister for Justice or the Central Bank— (a) for the general purposes or for any particular purpose of this Act, or (b) prescribing any matter referred to in this Act as prescribed or to be prescribed, or in relation to any matter referred to as the subject of regulations. (2) Regulations under this Act may apply either generally or by reference to a specified class or classes of societies, loans, assets, liabilities or powers of societies, or to a specified time or times, or during a specified period or periods or by reference to any other matter as the appropriate authority may consider appropriate. (3) Without prejudice to any specific provision of this Act, any regulations thereunder may contain such incidental, consequential, transitional or supplementary provisions (including provisions for the purpose of effecting the transition from the repealed enactments to this Act) as may appear to the appropriate authority to be necessary or proper for any purpose of this Act or in consequence of, or to give full effect to, any provision of this Act. (4) Every regulation made under this Act shall be laid before each House of the Oireachtas as soon as may be after it is made and, if a resolution annulling the regulation is passed by either House within the next 21 days on which that House has sat after the regulation is laid before it, the regulation shall be annulled accordingly, but without prejudice to the validity of anything previously done thereunder. (5) The Central Bank may specify matters or give a direction in relation to any provision of this Act or of regulations made thereunder which provides for the specifying of such matters or the giving of such directions by it to a society and the following provisions shall apply— (a) such specification or direction shall be given by an officer of the Central Bank duly authorised for that purpose, (b) the provisions of subsections (2) and (3) shall, subject to any necessary modifications, apply to such specifications or directions as they apply to regulations but a specification or direction may also apply to an individual society. Regulations to remove difficulties. 4.—If, in any respect, any difficulty arises in bringing any provision of this Act into operation or in relation to the operation of any such provision, the Minister may by regulations do anything which appears to him to be necessary or expedient for removing that difficulty, for bringing that provision into operation, or for securing or facilitating its operation, and any such regulations may modify any provision of this Act so far as may be necessary or expedient for carrying such provision into effect for the purposes aforesaid but no regulations shall be made under this section in relation to any provision of this Act after the expiration of 3 years commencing on the day on which the relevant provision of this Act came into operation. Modification of Act to conform with changes in company and banking law. 5.—(1) If, on any modification of the enactments in force relating to companies or banks, it appears to the Minister to be expedient to modify the provisions of this Act for the purpose of assimilating the law relating to building societies to the law relating to companies or banks, the Minister may by regulations made with the consent of the Minister for Finance make such modifications of any provisions of this Act as he thinks appropriate for that purpose. (2) The power conferred by subsection (1) includes power to modify the relevant provisions of this Act so as to— (a) confer power to make orders, regulations, or other instruments; (b) provide for the charging of fees but not any charge in the nature of taxation. (3) Regulations under this section may— (a) make consequential amendments to or repeals of other provisions of this Act; (b) make such transitional or saving provisions as appear to the Minister to be necessary or expedient. (4) In this section “modification” includes any addition and, as regards modifications of the enactments relating to companies or banks, any modification whether effected by any future Act or by a statutory instrument made after the passing of this Act under an Act whenever passed. Repeals and consequential provisions. 6.—(1) Subject to subsections (2), (4) and (5), the enactments specified in column (2) of the First Schedule are hereby repealed to the extent specified in column (3) of the Schedule. (2) Subject to subsection (3), Part III of the Building Societies Regulations, 1987 (S.I. No. 27 of 1987) as amended by the Building Societies Regulations (Amendment) Regulations, 1987 (S.I. No. 339 of 1987) shall continue in force, as if made by the Central Bank under section 11 (2) and with the substitution of “Central Bank” for “Registrar”, in relation to— (a) loans made prior to the commencement of section 22 on the security of a mortgage of freehold or leasehold estate or interest in a house, and (b) housing loans made on or after the said commencement. (3) Rule I of the First Schedule to the said Regulations (redemption of loans) shall not apply to a housing loan, made on or after the commencement of section 22 , in respect of which the mortgage or loan agreement provides that the rate of interest may not be changed or may only be changed at intervals of not less than one year. (4) A society that, immediately before the repeal of section 3 of the Building Societies (Amendment) Act, 1986 , is entitled, by virtue of that section and regulations thereunder, to make loans to members for the purpose of carrying out improvement works to a dwelling shall continue to be entitled to make such loans as if that section had not been repealed until, but only until— (a) the date on which the memorandum of the society takes effect in accordance with section 124 (8), or (b) the date on which the power to make loans under section 23 (1) (e) becomes exercisable by the society, whichever is the earlier. (5) Notwithstanding the repeal of the Building Societies Act, 1976 , sections 20, excepting subsections (9) and (11), and 21 of that Act, shall continue to apply in relation to the exercise by a building society of any function to which an authorisation under section 17 relates pending the coming into force of Part IX . Service of notices. 7.—(1) Where a notice, direction or other document is authorised or required by or under this Act or regulations made thereunder to be served on a person, it shall, unless otherwise specified in this Act, be addressed to him and shall be served on or given to him in one of the following ways— (a) where it is addressed to him by name, by delivering it to him; (b) by leaving it at the address at which he ordinarily resides or, in a case in which an address for service has been furnished, at that address; (c) by sending it by ordinary prepaid post addressed to him at the address at which he ordinarily resides or, in a case in which an address for service has been furnished, at that address; or (d) in the case of an officer of a building society, by sending it to him by ordinary prepaid post addressed to him at the address of the chief office of the society. (2) Any such document may— (a) in the case of a building society or any other body corporate, be served on the secretary of the society or the body corporate; (b) in the case of a partnership, be served on any partner; and (c) in the case of an unincorporated association other than a partnership, be served on any member of its governing body. Expenses. 8.—(1) The expenses incurred by the Minister and the Minister for Justice in the administration of this Act shall, to such extent as may be sanctioned by the Minister for Finance, be paid out of moneys provided by the Oireachtas. (2) The expenses incurred by the Minister for Finance in the administration of this Act shall be paid out of moneys provided by the Oireachtas. (3) The expenses incurred by the Central Bank in the administration of this Act shall be paid out of the general fund of the Bank. PART II Formation and Authorisation of Building Societies Objects and general powers of a building society. 9.—(1) A building society may have as its objects the undertaking of any of the activities permitted by or under this Act and shall have as one of its objects the raising of funds for making housing loans. (2) A society shall have the powers conferred by or under this Act and any incidental powers that are necessary for the achievement of its objects subject to— (a) compliance with any requirement that, for a power to be exercisable by a society, it must be adopted by the society; and (b) the exercise by the Central Bank of its functions under this Act, the Currency and Central Bank Acts, 1927 to 1971, or regulations made under any such Act. Formation, registration and incorporation. 10.—(1) A building society is formed under this Act on compliance by the persons forming it with the requirements of this Act in relation to the formation of a society and is incorporated under this Act on this issue of a certificate of incorporation. (2) Any 10 or more persons not disqualified under section 64 may form a society by— (a) agreeing on the objects of the society and on the extent of its powers in a memorandum the provisions of which comply with the requirements for the time being of Part I of the Second Schedule ; (b) agreeing on rules for the regulation of the society which comply with the requirements of Part II of the Second Schedule and any regulations for the time being made under section 11 (2); and (c) delivering to the Central Bank 3 copies of the memorandum and rules, each copy signed by not less than 10 of those persons and by the intended secretary. (3) Where copies of the memorandum and rules are delivered to the Central Bank in accordance with subsection (2), the Bank, if— (a) it is satisfied that the memorandum and rules are in conformity with this Act and any regulations made thereunder and that the name of the proposed society is not undesirable, (b) it has no reason to believe that the society will not be authorised under section 17 , and (c) it is satisfied that registration would not be prejudicial to the orderly and proper regulation of building societies generally, shall register the memorandum and rules and issue the society with a certificate of incorporation. (4) Whenever the Central Bank decides to refuse to register a memorandum and rules it shall, within 6 months of the date of delivery of the rules and memorandum or of the date of receipt of such other information as it may require, whichever is the later, notify the signatories of the memorandum and the rules of its decision and of its reasons for it, and an appeal may be made to the Court against the decision within one month of the receipt of the Bank's decision by not less than 10 such persons. (5) Where the Central Bank decides to register the memorandum and rules delivered to it under subsection (2) it shall retain and register one copy, return another copy to the secretary of the society together with a certificate of incorporation, keep another copy together with a copy of the certificate of incorporation in the public file of the society and notify the incorporation to the Minister and the Minister for Finance. (6) From the date of its incorporation a society shall be a body corporate (with the name contained in its memorandum and rules) having perpetual succession and a seal and the power to hold land. (7) A certificate of incorporation given under this section by the Central Bank shall be sufficient evidence until the contrary is shown that all the requirements of this Act in respect of registration and of matters precedent and incidental thereto have been complied with and that the society is a society duly registered and incorporated under this Act. Supplemental provisions relating to memorandum and rules. 11.—(1) The provisions of the memorandum and rules of a building society, as read with the provisions of this Act and such regulations made thereunder as are in force for the time being, are binding upon— (a) the society, every member and officer of the society; and (b) all persons claiming on account of a member or under the rules; and all such members, officers, and persons shall be taken to have notice of those provisions. (2) The Central Bank may, in the interests of the orderly and proper regulation of building societies, by regulation— (a) make further provision as respects the form and content of the memorandum and such provision may amend, extend or rescind any provision of Part I of the Second Schedule ; (b) prescribe rules in respect of any of the matters in Part II of the Second Schedule or any of the following matters as respects housing loans or loans of the type referred to in section 6 (2) (a)— (i) the prohibiting or restricting of the charging of redemption fees; (ii) the making available to a member to whom a loan is to be made of the report made under section 25 relating to the value of the security for the loan; (iii) removing or restricting the right of a society to require a member to effect and keep effected insurance on the security for a loan with an insurer directed by the society or through the agency of the society or of any intermediary directed by the society; (iv) precluding or restricting a society from requiring a member to pay its costs of legal investigation of title to the security; (v) the arranging by a society through an insurer or intermediary nominated by it for the provision of mortgage protection insurance. (3) Rules prescribed under subsection (2) (b) shall, with effect from one month after the commencement of the regulations, be part of the rules of any society to which they are declared to be applicable by the regulations, notwithstanding any provision of the rules of the society. (4) Where the memorandum of a society registered before the commencement of regulations under subsection (2) (a) is not, in the opinion of the Central Bank, in accordance with any regulations under that subsection the Bank shall notify the society of its opinion within 6 months after the commencement of the regulations and in such a case the society shall forthwith take all necessary action to alter its memorandum accordingly within such time as the Bank may direct. (5) If a society fails to comply with a notification by the Central Bank under subsection (4) the powers conferred on the Bank by section 40 shall become exercisable in relation to the society or the Bank may apply to have the society wound up under section 109 . (6) A society shall supply to any person requiring them a copy of its memorandum and rules for such fee as may, from time to time, be fixed by the Central Bank. (7) In this section “redemption fee” means, in relation to a loan, any sum in addition to principal and any interest due on such principal (without regard to the fact of the redemption of the loan) at the time of redemption of the whole or part of the loan. Acts of a society. 12.—(1) Any act or thing done by a building society, which if the society had been empowered to do the same would have been lawfully and effectively done, shall, subject to section 11 (1), be effective in favour of any person relying on such act or thing who dealt with the society in good faith notwithstanding that the society had no power to do such act or thing. (2) The Court may, on the application of a member, the Central Bank or any person having a material interest, restrain a society from doing any act or thing which it has no power to do. Registered name. 13.—(1) The words “building society” or the words “cumann foirgníochta” shall be included in the name of a society. (2) A person, not being a building society and not being a public utility society in existence at the commencement of this section, shall not use in reference to itself or himself a name, title or descriptive expression containing the words “building society” or the words “cumann foirgníochta” or any translation, variant or derivative of those words. (3) A society shall not use any name or title other than its registered name. (4) A society shall— (a) paint or affix its name in a conspicuous position in easily legible letters on the outside of each of its offices or places of business, (b) have its name engraved in legible characters on its seal, (c) mention its name in all notices, letters, cheques, receipts or other documents purporting to be issued or sent by or on behalf of it, and (d) include in all its letters the number with which it is registered and the address of its chief office. (5) The use by a society, in addition to its registered name, of an abbreviated version of that name shall not be in breach of the provisions of this section. (6) Where, in the opinion of the Central Bank, a society incorporated before the commencement of this section is registered or a society, on its first registration or on its registration by a new name, is registered (through inadvertence or otherwise) by a name which, in the opinion of the Bank, is undesirable, the Bank may require the society to change its name by giving it notice to that effect. (7) Where notice is given under subsection (6) to a society, it shall be allowed such period, not being less than one month, as the Central Bank may direct to comply with the notice and, in the event of the society's failure to comply with the notice in that period, the powers conferred on the Bank by section 40 shall become exercisable in relation to the society or the Bank may apply to have the society wound up under section 109 . Alteration of memorandum and rules. 14.—(1) A building society may by special resolution (and only by special resolution) alter its memorandum or its rules. (2) A society so altering its memorandum or rules shall deliver to the Central Bank 3 copies of the alteration signed by 3 members and the secretary, together with a letter signed by the secretary confirming that a special resolution has been passed approving the alteration. (3) Where copies are delivered to the Central Bank in accordance with subsection (2) and— (a) it is satisfied that— (i) the memorandum and rules as so altered are in conformity with this Act and any regulations made thereunder, (ii) registration would not be prejudicial to the orderly and proper regulation of building societies generally, and (iii) where the alteration involves a change of name, the changed name is not undesirable, and (b) in the case of a society that has not been authorised under section 17 , it has no reason to believe that the society will not be authorised under that section, it shall retain and register one copy, return another copy to the secretary together with a certificate of registration, and keep another copy together with a copy of the certificate of registration in the public file of the society. (4) An alteration under this section shall not have effect until registered under subsection (3) or until such later date following registration as may be specified in the special resolution unless the Central Bank otherwise directs. (5) Where the Central Bank refuses to register under subsection (3) a copy of an alteration delivered to it under subsection (2), it shall, within 2 months of the receipt by it of the copies, notify the society of its decision and of its reasons for it, and an appeal may be made to the Court against the decision within one month of the receipt of the Bank's decision. (6) An alteration of the memorandum or rules shall not affect any subsisting right or obligation of a society or of any member or other person concerned, or render defective any legal proceedings by or against the society, and any legal proceedings commenced by or against it under its former memorandum or rules may be continued by or against it under its altered memorandum or rules. Chief office of society. 15.—(1) A building society shall, as from the date of its incorporation, have an office in the State (to be known as its chief office) to which all communications and notices may be addressed. (2) Notice of any decision to change the location of the chief office and of the date on which it will become effective shall, within 7 days of the decision, be sent by the society to the Central Bank which shall register the notice and keep a copy of the notice in the public file of the society. Membership and liability of members. 16.—(1) Every person holding one or more shares in a building society shall be a member of the society. (2) Subject to its rules, a society may allow a person to whom a housing loan is made or to whom a loan secured by the mortgage of freehold or leasehold estate or interest has been made under the repealed enactments, to be a member without holding a share in the society, and the liability of such a member shall be no greater than it would be if the rules treated him as being, by reason of the making of the loan, the holder of a share in the society. (3) Two or more persons may jointly hold shares in a society. (4) The liability of a member of a society in respect of any share in the society on which no loan has been made shall be limited to the amount actually paid and in arrear on the share and, in respect of any share on which a loan has been made, shall be limited to the amount payable thereon under any mortgage or other security or under the rules of the society. (5) A person who is not of full age within the meaning of the Age of Majority Act, 1985 , may be admitted as a member of a society the rules of which do not prohibit such admission and can give all necessary receipts, but while he is not of such age he shall not be entitled to vote, hold any office in the society or nominate or join in nominating a person for election as a director of the society. (6) Where two or more persons jointly hold shares in a society, the following provisions shall apply— (a) the person whose name first appears in the records of the society in relation to shares jointly held shall be the representative joint holder; (b) except where the rules of a society otherwise provide, any notice or other document required by this Act to be sent by a society to the holders of shares in the society shall be deemed to have been sent to the joint holders if it is sent to the representative joint holder; (c) where under this Act a member of a society may vote at a meeting or under a postal ballot by virtue of being a holder of shares in the society and such person is a joint holder of such shares, the person entitled to exercise the rights conferred by sections 68 , 69 and 72 to 74 shall, notwithstanding anything in those sections, be the representative joint holder; (d) in the register required to be kept under section 65 the entry of that one of the joint holders who is the representative joint holder shall indicate that fact; (e) for the purposes of Parts X and XI , the shares shall be deemed to be held by the representative joint holder alone, and a joint holder of the shares (other than a representative joint holder) shall not be regarded as a member of the society for the purposes of those Parts; (f) the representative joint holder, but not the other joint holders, shall have the right to join in making an application under section 45 and any reference in that section to the total membership shall be construed accordingly; (g) paragraph (b) shall not operate so as to prevent any of the joint holders from obtaining from the society, on demand, a copy of its annual accounts or summary financial statement; (h) the joint holders shall be entitled to choose the order in which they are named in the records of the society. (7) Where a loan, being a loan made under the repealed enactments secured by the mortgage of freehold or leasehold estate or interest or a housing loan, is made by a society to two or more persons jointly, the following provisions shall apply— (a) the person whose name first appears in the records of the society in relation to such a loan shall be the representative joint borrower; (b) except where the rules of a society otherwise provide, any notice or other document required by this Act to be sent to borrowers shall be deemed to be sent to the joint borrowers if it is sent to the representative joint borrower; (c) where under this Act a borrower may vote at a meeting of the society or under a postal ballot and such a person is a joint borrower the person entitled to exercise the rights conferred by sections 68 , 69 , 72 and 73 shall, notwithstanding anything in those sections, be the representative joint borrower; (d) in the register required to be kept under section 65 the entry of that one of the joint borrowers who is the representative joint borrower shall indicate that fact; (e) for the purposes of Part XI , the rights of the joint borrowers as borrowing members of the society shall be treated as the rights of the representative joint borrower alone and a joint borrower (other than a representative joint borrower) shall not be regarded as a borrowing member of the society for the purposes of that Part; (f) paragraph (b) shall not operate so as to prevent any of the joint borrowers from obtaining from the society, on demand, a copy of its annual accounts of summary financial statement; (g) the joint borrowers shall be entitled to choose the order in which they are named in the records of the society. Authorisation to raise funds. 17.—(1) Except to the extent permitted by subsection (3), a building society or a person acting or purporting to act on its behalf shall not raise funds, or advertise for or otherwise solicit deposits or subscriptions for shares unless there is in force an authorisation granted by the Central Bank or deemed to be granted under this section. (2) A society which, immediately before the repeal of that section, had permission to advertise under section 19 of the Building Societies Act, 1976, is deemed to have been granted an authorisation under this section and any restriction imposed on the permission shall apply as if it were a condition on the authorisation. (3) Authorisation is not required for— (a) the acceptance of payments by way of subscription for deferred shares unless the aggregate of the payments exceeds £250,000 or such higher amount as may be specified by the Central Bank; (b) the acceptance of payments for amounts due in respect of shares which represent interest on, or the repayment of, loans made to the holders of shares; or (c) borrowing from another society or a bank or from an officer of the society, if the society has obtained the prior consent in writing of the Central Bank. (4) On an application duly made by a society for authorisation under this section, the Central Bank may, as it thinks proper and having regard to section 37 — (a) if it is satisfied that— (i) the society has qualifying capital of an amount that is not less than the prescribed minimum, (ii) the chairman and members of the board of directors, the chief executive and secretary are each fit and proper persons to hold their respective offices in the society, and (iii) the board of directors, with the chief executive and secretary, have the capacity and intention to direct and manage the affairs of the society with prudence, integrity and adequate professional skills, grant an authorisation; (b) grant an authorisation subject to such conditions as will make it so satisfied or as it otherwise considers necessary; or (c) refuse to grant an authorisation. (5) The conditions of an authorisation may be revoked, amended or added to and conditions may be imposed by the Central Bank in relation to an authorisation granted or deemed to have been granted under this section where the Bank so thinks proper. (6) Without prejudice to the generality of subsections (4) and (5), conditions may relate to any matter which the Central Bank considers relevant and may in particular— (a) impose limitations on the issue of shares or debt instruments, the acceptance of deposits or the employment of assets; (b) require the society to take specified steps with regard to the conduct of the business of any subsidiary or other associated body; (c) require the removal of any director or other officer; (d) relate to any activities of the society or a subsidiary or other associated body; or (e) require the society to take certain steps or to refrain from adopting or pursuing a particular course of action or to restrict the scope of its business in a particular way. (7) The provisions of the Third Schedule shall have effect for the purposes of this section. (8) If a society raises, advertises for or solicits any funds without having an authorisation under this section, the Central Bank may make an application to the Court under section 109 for the winding up of the society. (9) The grant of an authorisation to a society by or under this section shall not constitute a warranty as to the solvency of the society to which it is granted and the State or the Central Bank, without prejudice to section 94 , shall not be liable in respect of any losses incurred through the insolvency of a society to which an authorisation is deemed granted under this section or granted by the Bank. (10) In this section— “deferred shares” means shares that— (a) are not redeemable or are redeemable only in circumstances approved by the Central Bank, (b) bear rights to participate in distributions of interest, profits or assets only after the claims of other shareholders are met, (c) are issued on terms that they will be used in full to meet any loss or deficit in the funds of a society before the funds of other shareholders are called upon, and (d) are issued in accordance with such other requirements as may be specified by the Central Bank for such shares; “the prescribed minimum”, in relation to qualifying capital, is £250,000 or such other sum as may be prescribed by the Central Bank in regulations made after consultation with the Minister; “qualifying capital”, in relation to a society applying for authorisation, means— (a) the aggregate of the nominal value of the deferred shares issued and paid up at the date of the application and the amount of the reserves as shown in the last balance sheet of the society less any accumulated deficit as so shown; or (b) where there is no such balance sheet, the aggregate of the nominal value of the deferred shares issued and paid up at the date of the application, such shares being held by not less than 10 members of whose number at least 10 each hold shares to the value of £10,000 or more. PART III Powers of a Building Society Power to raise funds and borrow money. 18.—(1) Subject to section 17 , a building society may raise funds including, with the approval of the Central Bank, funds in a currency other than the currency of the State, to be used for the objects of the society— (a) by the issue of shares of one or more than one denomination, either with or without accumulating interest, and may repay such funds, and (b) by borrowing money and accordingly receiving deposits from any person. (2) A repayment of funds under subsection (1) (a) may not be made to a shareholder (other than at his request) between the date on which he has indicated his intention to propose a resolution or a special resolution or to support a nomination at a meeting of the society and the date of the meeting. (3) (a) Subject to paragraph (b), a society's aggregate liabilities under subsection (1) (b) shall not at any time exceed its aggregate liabilities under subsection (1) (a). (b) Where, in the circumstances of a society, the Central Bank considers it expedient to do so, it may grant to the society a dispensation from paragraph (a), to such extent and on such terms as it thinks proper. (4) A society shall not issue shares under subsection (1) (a) to which voting rights do not attach. (5) A society may give security for money borrowed, including (subject to any regulations under subsection (6), the approval of the Central Bank and the terms of the mortgage) the security of mortgages held by the society. (6) The Minister may, with the consent of the Minister for Finance and after consultation with the Central Bank, make regulations in relation to the transfer, sale or assignment of mortgages held by a society. (7) If a society contravenes subsection (3) the powers conferred on the Central Bank by section 40 shall become exercisable in relation to the society but exceeding the limit shall not affect the validity of transactions effected in excess of it. (8) A society shall notify the Central Bank of all loans received by it from other societies in such a manner as may be specified by the Bank. Death of shareholder or depositor. 19.—(1) Where a shareholder in or a depositor with a building society dies and has in the funds of the society a sum of money, the sum or part of it, not exceeding such amount as may from time to time be fixed by the Central Bank after consultation with the Minister for Finance for the purposes of this section, may be paid by the society, without representation within the meaning of the Succession Act, 1965 , having been granted in respect of the estate of the deceased person, to the person who appears to the society to be entitled to receive it, whether as personal representative of the deceased person or otherwise, upon the society's being satisfied by evidence contained in a statutory declaration of the occurrence of the death and of the entitlement of the person, by or on whose behalf the sum is claimed, to the receipt thereof. (2) Where a payment is made under this section by a society to a person who is not the executor of the deceased person concerned, the society shall, as soon as may be, give to the President of the High Court particulars in writing of the payment. (3) Where a society duly makes a payment under this section, the payment shall be valid and effectual with respect to any demand against the funds of the society from any person making a claim as regards the estate of the deceased person concerned but the person claiming shall have his remedy for the amount of the payment against the person to whom the payment was made. Premises. 20.—(1) A building society may acquire or provide itself with premises for the purpose of— (a) conducting its business, or (b) enabling a subsidiary or other associated body of the society to conduct the business of the society or of that body from the premises. (2) If the premises are acquired or provided for the purpose of the business of a society, a subsidiary or other associated body, the society may acquire or otherwise provide itself with and hold the premises notwithstanding that part only of the premises is or will be required for that purpose. (3) A society— (a) may dispose of the whole or part of any premises held under this section, and (b) if no part of the premises comes to be or, as the case may be, is any longer occupied for the business of the society, a subsidiary or other associated body, shall, subject to subsection (4), sell its estate or interest in the premises as soon as it is practicable to do so without undue loss. (4) Subsection (3) (b) does not require a society to sell any premises if the society may hold it under section 21 and elects to do so by a resolution of the board of directors. Holding and developing land. 21.—(1) Subject to section 36 , a building society may acquire, hold, dispose of, and develop or participate in developing land where the land is to be used— (a) for residential purposes and purposes ancillary or incidental thereto, or (b) for other commercial purposes. (2) A society which is not for the time being entitled to exercise the powers referred to in this section may acquire, hold and dispose of land which is, or is to be, used for residential purposes if the purpose of the acquisition and holding of the land is to enable the society to make loans on the security of equitable interests in the land in circumstances authorised by the Central Bank. (3) A society shall dispose of land held under this section if the Central Bank so directs. (4) The powers referred to in paragraphs (a) and (b) of subsection (1) are separate powers, each of which, if available to a society, must, in order to be exercisable, be adopted by the society in accordance with section 36 . (5) Premises held under section 20 may, either on application by a society or at the discretion of the Central Bank, be treated in their entirety and regardless of their use as land held under this section for the purposes of the exercise of the Bank's functions under section 39 . Housing loans. 22.—(1) A building society may make to members loans (referred to in this Act as “housing loans”) including, with the approval of the Central Bank, loans in a currency other than the currency of the State, on the security of a mortgage of a freehold or leasehold estate or interest in a house for the purpose of enabling the member to provide or improve the house or to purchase the said estate or interest. (2) The power to make housing loans includes power to make them on such terms as may be approved by the Central Bank even if the amount due to the society may exceed the value of the security at any time after the loan has been made and, where the amount due to the society in respect of capital exceeds the amount of the loan, any reference in this Act to the repayment of the loan includes reference to payment of the excess. (3) Subject to subsection (2), a loan made to a member under this section shall be made on terms such that the capital element of the mortgage debt shall not exceed the value of the security. (4) A society shall not make a loan under this section on the security of any freehold or leasehold estate or interest which is subject to a prior mortgage unless the prior mortgage is in favour of the society. (5) (a) The Central Bank may, by regulations, specify charges or descriptions of charges which in its opinion would not materially affect the security and “prior mortgage” in subsection (4) shall not include any charge so specified. (b) Pending the making of regulations by the Central Bank under paragraph (a) “prior mortgage” shall not include any of the charges specified in the Building Societies (Amendment) Act, 1983 , or in section 4 (2) of the Land Act, 1984 , notwithstanding the repeal of both by this Act. (6) Nothing in this section shall be construed as precluding a society from accepting additional security for further securing a housing loan as the society may determine. Other loans. 23.—(1) Subject to this section, a building society may make loans, including, with the approval of the Central Bank, loans in a currency other than the currency of the State, other than housing loans, of the following categories— (a) loans fully secured by the mortgage of freehold or leasehold estate or interest; (b) loans to members, before the mortgage has been created, not exceeding the amount which the society has agreed to lend by way of a housing loan; (c) loans fully secured by one or more securities or guarantees of such description as are from time to time specified by the Central Bank; (d) loans to be applied in or towards payment of the deposit for the purchase of freehold or leasehold estate or interest that will secure a loan by way of mortgage but such a loan may not exceed 15 per cent., or such other percentage as may be prescribed by the Central Bank, of the amount to be paid for the purchase of the estate or interest; (e) loans, whether unsecured or secured to any extent, to an individual for the provision or improvement of accommodation for himself or his family; and (f) loans, including loans on overdraft or other facility accounts, whether unsecured or secured to any extent, to any person. (2) The power to make loans under subsection (1) is subject to— (a) section 36 in the case of loans under paragraphs (e) and (f) of that subsection, and (b) any limit which may be specified by the Central Bank in relation to— (i) the amount of a loan under any of the categories referred to in subsection (1), (ii) the amount outstanding at any time, to a person or persons acting in concert, on a loan or loans of a particular category or combination of categories, by reference to such matters as the Bank considers appropriate. (3) A society shall take all reasonable steps to ensure that the mortgage referred to in paragraph (b) of subsection (1) is created as soon as may be after the making of a loan under the said paragraph. Tiered interest rates. 24.—(1) A building society shall not charge a tiered interest rate— (a) on a loan made under the repealed enactments, unless a tiered interest rate was lawfully charged on the date of the repeal; or (b) on a housing loan made under this Act, unless a tiered rate is charged from the day on which the mortgage securing the loan is created, the charging of a tiered rate is specifically mentioned in the mortgage and is acknowledged in writing by the member in a form to be specified by the Central Bank. (2) In this section— (a) “tiered interest rate” means the rate of interest on a loan where the rate— (i) is determined by reference to the amount of the loan made or to the amount outstanding at any time on foot of the loan, or to the income of the member to whom the loan is made, as the case may be, and (ii) is greater than the lowest rate of interest applicable at the time to loans of the same type made by the society to members generally, and (b) “a loan made under the repealed enactments” means a loan made by the society to a member on the security of a mortgage of a freehold or leasehold estate or interest in a house. Assessment of security for loans. 25.—(1) A building society shall make such arrangements for assessing the adequacy of the security for loans to be secured by the mortgage of freehold or leasehold estate or interest (referred to in this section as “security”) as may be reasonably expected to ensure that— (a) an assessment will be made on the occasion of each loan whether or not any previous assessment was made with a view to further loans, (b) each assessment will be made by a person holding office in or employed by the society who is competent to make the assessment and is not disqualified under this section from making it, (c) each person making the assessment will have furnished to him a written report on the value of the security and any factors likely to affect its value made by a person who is competent to value, and is not disqualified under this section from making a report on, the security in question, but the arrangements need not require each report to be made with a view to a particular assessment so long as it is adequate for the purpose of making the assessment. (2) The following persons are disqualified from making a report on the value of a security under this section, that is to say— (a) an officer or employee of the society who makes assessments of the adequacy of securities for loans or authorises the making of loans; (b) where the society has made, or undertaken to make, to any person a payment for introducing to it an applicant for the loan, that person; (c) where the loan is to be made following a disposition of the security, any person having a financial interest in the disposition and any director, other officer or employee of his or of an associated employer; and (d) where the loan is to be made following a disposition of the security, any person receiving a commission for introducing the parties to the transaction involving the disposition and any director, other officer or employee of his. (3) In relation to any security which is to secure a loan following its disposition, the following persons are disqualified from making an assessment of the security or authorising the making of the loan, that is to say— (a) any person, other than the society making the loan, having a financial interest in the disposition and any director, other officer or employee of his or of an associated employer; and (b) any person receiving a commission for introducing the parties to the transaction involving the disposition and any director, other officer or employee of his. (4) An officer, solicitor, surveyor or valuer of a society or other person engaged by a society in making reports on the value of securities or in connection with the assessment of the adequacy of securities or the authorisation of the making of loans shall not accept any commission for or in connection with any loan made or proposed to be made by the society. (5) Any person who, being disqualified from doing so— (a) makes a report on a security for a loan, (b) makes an assessment of the adequacy of a security for a loan, or (c) authorises the making of a loan, and, in the case of a person making a report, does so knowing or having reason to believe that the report will be used or is likely to be used for the purposes of a loan, shall be guilty of an offence. (6) For the purpose of this section any 2 employers are associated if one is a body corporate of which the other (directly or indirectly) has control or if both are bodies corporate of which a third person directly or indirectly has control; and the expression “associated employer” shall be construed accordingly. (7) In this section a person shall be taken to have a financial interest in the disposition of any security if, but only if, he would, on a disposition of that security, be entitled (whether directly or indirectly, and whether in possession or not) to the whole or part of the proceeds of the disposition. Sale or retention of mortgaged property. 26.—(1) Where any estate or inter …