STRUCTURE:THE PROVISIONS of the Bill contain details on how the new agency will operate. In terms of corporate structure, Nama will resemble a typical semi-State body.
A seven-member board will be appointed by the Minister and the chief executive officers of the agency and the National Treasury Management Agency (NTMA). Board members will be required to have “expertise and experience at a senior level” in one or more of these specific areas: finance and economics; law, valuation and risk management.
Board members will generally be appointed for a five-year period, although the Minister will initially appoint two members for a period of three years and three members for a four-year period.
No appointed member is eligible to serve more than two consecutive terms. Board members will be required to disclose any interest he or she has in any matter that may be considered relevant by the board. The Minister will decide on remuneration.
The Minister will nominate one of the board members as chairman, who will hold the term for five years. He will also appoint the chief-executive officer in consultation with the head of the NTMA and the chairperson.
The responsibilities of the chief executive will be to “manage and control the administration and business of Nama”. He or she will also be responsible for its financial accounts. The chief executive of the agency and the chief executive of the NTMA will be ex officio members of the board.
The draft legislation also outlines the agency’s relationship with the NTMA. The NTMA is required to provide “such business and support services and systems as the board determines”.
More specifically, it will provide personnel to the new agency, and any staff member transferred to the agency will have to provide a statement of his or her interests to prevent conflict of interest.
The NTMA, in consultation with the agency, will draw up guidelines on misconduct and procedures for investigation and suspension of any staff member. The legislation also permits the agency to employ, on a contract basis, advisers or “service providers” which it considers to be necessary.
This may include resources from the National Building Agency or other agencies. In terms of finance and accounting practices, the agency will have the power to borrow with and without the guarantee of the Minister, although the Minister will only sanction funds up to €10 billion. It will be required to file annual statements.
The Minister will specify information to be included in the accounts, including all debt securities issued by the agency. The agency will file an annual report to the Minister and both Houses of the Oireachtas and the Minister may also require it to provide any other report on any other matter, on a confidential basis. It will submit accounts to the Comptroller and Auditor General within four months of the end of each financial year.
The chief executive and chairman will report to the Committee of Public Accounts or Oireachtas committees when requested. In the event of the Minister advancing funds to Nama, the agency will repay these funds.
It may, after consultation with the Minister, use surplus funds to redeem and cancel debt securities issued, after which any remaining surplus will be credited to the central fund. At its dissolution, its assets will be transferred to the Minister or paid to the exchequer.
