---

Companies Bill [Lords]

With this it will be convenient to discuss the following amendments: No. 413, in page 121, line 24, leave out ‘or another person (or both)’. No. 414, line 25, leave out subsection (4). No. 415, line 33, at end insert— ‘(6) A derivative claim under this Chapter may only be brought if the directors have been requested by a member of the company to bring a claim in respect of an act or omission specified in subsection (3) and have not agreed to the request after the expiry of a reasonable period from service of the request.’. No. 416, in page 123, line 8, clause 263, at end insert ‘, or ‘(d) that the directors have decided not to pursue the claim, unless the court considers that there is a substantial risk that in reaching their decision they acted in breach of their duties to the company, or (e) that the claim is one which the company in general meeting could validly decide not to pursue, unless the court considers that there is a substantial risk that a decision not to pursue the claim would only be taken as a result of votes cast by members with a personal interest, direct or indirect, in the decision, or (f) that pursuing the claim would not be in the interests of the company.’. No. 417, line 8, at end insert ‘, or ‘(d) that the directors have decided not to pursue the claim, unless the court considers that there is a substantial risk that that transaction constitutes a fraud on the minority of members of the company, or (e) that the claim is one which the company in general meeting could validly decide not to pursue, unless the court considers that there is a substantial risk that a decision not to pursue the claim would only be taken due to the majority of the shares being in control of those with a direct or indirect interest in the transaction.’.