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Company Law Reform Bill [HL]

moved Amendment No. A147AA:"Page 302, line 32, leave out ““may”” and insert ““must””" The noble Lord said: In moving Amendment No. A147AA, I shall speak to a group of amendments—Amendments Nos. A147AB, A147AC and A154D. It would be helpful if I could also speak to Amendments Nos. 147AD and A154ZA, which are the next two on the groupings list. As I explained to the officials before our proceedings began, I think that we have amendment fatigue. We want these amendments to be grouped and I believe that separate debates on them would waste the time of the Committee and that of the noble and learned Lord the Attorney-General, so, if I may, I shall deal with those as we go on. This group of amendments concerns the addition of a new clause after Clause 626. All the amendments are consequential. The amendments are the result of representations from a major City fund management group. As drafted, the Bill delegates to the panel all power to create the rules relating to the establishment and operation of the appeal board. Is it appropriate to leave all rule-making to the panel alone? After all, the appeal board is the body which will adjudicate on the panel’s decisions which will have proved to be controversial. There must be an argument for some distance to be established between the panel and its appeal board. As a comparison, nobody suggests that it would be appropriate for the Charity Commission to nominate the members of the Charity Appeal Tribunal or to lay down its procedures. Instead, the Lord Chancellor chooses the members of the tribunal and makes rules about the practices and procedures to be followed. That the Bill simply states that the appeal board must be an ““independent tribunal”” is insufficient. It would be better if it set out some broad parameters within which the panel could make rules. This would guarantee not only the actual independence of the tribunal but also the appearance of independence, which is a vital aspect of judicial offices in a democracy. These amendments could buttress significantly the position of the panel. By their very nature, the cases which reach the appeal board will have been fiercely contested and the decision taken by the panel controversial. In such cases, it is surely to the panel’s advantage to have an appeal board which, beyond peradventure, is seen to be completely independent. It is to no one’s advantage, least of all the panel’s, for anybody to be able to make a suggestion of a stitch-up. The amendments seek to lay out a framework for this independence, while leaving the detailed rule creation to the panel. The new clause to be inserted addresses the key issues of: the number of members of the appeal board; who appoints them; the timetable for appeals; the powers of the board; and the binding nature of its decisions. It is intended that these provisions will enable the panel to create rules within which a clearly independent appeal board can sit and function crisply, promptly and with authority. Amendments Nos. A147AD, A154ZA and A154D, referring to the appeal process, make it clear that an appeal to the board is explicitly envisaged before panel decisions can become final. I beg to move.