---

Company Law Reform Bill [Lords]

I do not think that it does. As I said at the outset, a director’s duty is to the company and therefore to its members—its shareholders. A company’s annual report or business review is primarily for its members, but it is also something that would-be investors or outside groups can read, and so form judgments about what the company is doing. The hon. Lady illustrates why we must make sure that the Bill makes it clear to whom a director is responsible. If we do not have that clarity, all sorts of difficulties will arise, both in getting directors to make sensible decisions and in achieving our objective. Clause 399 will provide much more openness and transparency than is available at present, and will also meet requirements other than those specified under clause 158. I believe that we have struck the right balance. It is inconceivable that what large public companies publish in their business reviews will not be very widely studied.