Finance minister Brian Lenihan blitzed London television studios and newspaper offices last week vowing to slam the door shut on what he calls Irish "crony capitalism". He intends to present fresh proposals to cabinet this week that will block off all sorts of corporate governance escape routes, leaving Ireland with a kind of Celtic Sarbanes-Oxley.
Unfortunately it may be more a case of slamming stable doors shut after what happened at Anglo Irish and other banks in 2008.
Irish board directors have operated on the basis of a certain complacent chumminess for years, and in some cases this even morphed into downright incestuousness. Before the current economic crisis everyone, even institutional shareholders and governments, seemed relatively sanguine about the practice of directors endlessly populating each other's boards. Apparently not any more.
The other dangerous Irish board disease, of having one person holding the posts of chief executive and chairman in tandem, is also being targeted by Lenihan, as is the pattern of former chief executives slipping seamlessly into the chairman's role upon leaving the CEO post, like Sean FitzPatrick.
Lenihan says all of these quaint traditions/dangerous corporate governance deficiencies (delete as appropriate) are at an end. But Lenihan will meet fierce resistance from some quarters, with opponents likely to tell him the reason there are so many cross-directors spread throughout Irish business is that the Irish corporate gene pool is very small and talented people are hard to find.
Based on the toxic exposures built up by our six largest financial institutions, which had vast boards populated by all sorts of high achievers, this assertion is very questionable. The Irish board of the future needs more members of the awkward squad, preferably from outside Irish board land, and fewer rubber-stampers who play golf at the same club as the chief executive.
The excellent corporate governance report from accountants Grant Thornton, published earlier this year, included some simple but undeniable conclusions about Irish boards and so-called crony capitalism.
Firstly it destroyed the often-voiced argument that nobody really wants to be on the board of an Irish plc, that it's more trouble than it's worth and tends to put busy and reluctant business people in a spotlight they could do without.
Well, if that's the case, it seems almost miraculous that Bank of Ireland managed last year to scrape up 17 brave souls to sit on its board, despite the bank having to navigate its way through the biggest banking crisis since the 1930s. AIB somehow coaxed 16 reluctant directors to sit on its board, presumably again against their will.
The problem is not getting suitably qualified directors, it's more a case of certain directors spreading themselves too thin and companies not looking beyond a narrow clique of people whose qualification can sometimes be a friendship with an existing board director or some kind of hazy business relationship, current or past, with the firm.
Leaving those issues aside, often it's simply about some people taking on too much board responsibility.
For example, nobody thought it unusual that Sean FitzPatrick sat on all of the following boards last year: Aer Lingus, Smurfit Kappa, Anglo Irish Bank, Gartmore Irish Growth Fund and Greencore. Accountant Bernard Somers found himself sitting on AIB, DCC, Independent News & Media and Irish Continental Group during 2008. Kieran McGowan, the former IDA boss, was another serial board director, although he did vacate the premises of Irish Life & Permanent (IL&P) in November 2008.
Of course having a lot of board seats doesn't, in itself, mean the director doesn't have something to offer, but Grant Thornton's report asks a slightly different question: "It raises the question as to whether an independent director can be effective in terms of the time they are able to commit to each company, when they act for a number of listed companies at the same time".
Busy directors seems a rather innocuous problem when placed beside the revelations about directors' loans at Anglo Irish and the "circular" transactions between that bank and Irish Life & Permanent uncovered over recent months. But the question is a valid one.
It is also sobering to think that seven Iseq companies last year had chairmen who were previously the chief executive. This is a breach of the Combined Code and can only be sanctioned if major shareholders are consulted beforehand. The rationale is simple: the ex-CEO cannot be "sufficiently independent" to serve as an effective chairman. At least that's the assertion of respected corporate governance experts.
Let's hope Lenihan drafts a set of watertight regulations that no longer allow listed companies to breach the codes with impunity. Lenihan's record in the area is a little patchy, however. For example, last year, under his banking reforms, we had the almost surreal situation where banks themselves were allowed to select whom they wanted on their boards from a government panel – this was despite the same institutions picking up a government guarantee amounting to over €400bn.
Maybe there is a danger here of placing too much emphasis on law and stock exchange codes and corporate governance best practice. As the Grant Thornton report said: "The only real sanction available to shareholders dissatisfied with a company's corporate governance is to sell their shares".
Based on 2008 at least, this is precisely what many of them have done.
Emmet hit the nail on the head.
The nepotism has to go. Nepotism is the disease that has bankrupted this country and destroyed us forever. People are in denial. But that is what has happened.
The second major disease is the class prejudice factor that is rampant in Ireland, and especially on Dublin's south east side. We still have address code discrimination in Ireland. Basically D4 directors do not want directors of managers who come outside their frame of reference. So people who come from boarding schools are still preferred to be put running these companies. A degree from Trinners in something like Geography is also a great plus for starting a degree in banking in Ireland.
I have already voted with my feet. I do not have any dealings with any of the D4 financial institutions. If the shareholders want to restore the value of their savings, then they are going to have to make the boards far more meritocratic. That means directors selected on ability rather than membership of golf or rugger clubs. The nonsense has to end. Until this is resolved, my business is taken elsewhere.
It's not just the shareholders that are walking away. This customer walked away years ago, and has no intention of going back to sustain arrogance as a paying proposition. The arrogance has to go. Good people with good educations from ordinary backgrounds can do the job much better - though traditionally they gave up trying and left for North America instead. The most capable people in Ireland are always driven out, by this culture of nepotism and rampant class based prejudice.
The time has come for meritocracy. Otherwise Ireland will become another Wales or Yorkshire.