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Companies Bill [HL]

My Lords, when we first met in Grand Committee on this Bill on 30 January, after Second Reading on 11 January, it was the first of 13 Grand Committee sittings during which we discussed no fewer than 1,926 amendments, made a short 700 changes to the Bill and, along the way, caused the collapse of the traditional methodology used by the Public Bill Office for numbering amendments—another first for this Bill. I had no foreknowledge of the prescience of the remark that I made in that first Committee meeting. I said: "““A journey of a thousand miles begins with a single amendment””.—[Official Report, 30/1/06; col. GC 1.]" If that was the right quotation for then, the appropriate one for today must be: "““Once more unto the breach, dear friends””." And what a breach it is: we have a Bill now with three volumes instead of two and 1,264 clauses instead of 885, and it still requires us to consider 1,029 amendments in a single sitting. I readily accept that in part the increase, and some 600 of the amendments, are as a result of the Government taking on board our advice on consolidation when the Bill first passed through this House. I thank the Minister for that and for his helpful letter of 30 October explaining the background. I also thank the Bill team for making that final push to transfer so many more clauses from previous Companies Acts into this one. The huge number of amendments with which we now have to deal as a result of this consolidation may be making these later stages of the Bill rather more unwieldy than is usual. The name change may have confused some people; nevertheless, history will show that the effort was worthwhile. As a final piece in the jigsaw, for which I am sure that this House will be grateful, perhaps the Minister could explain what will be left behind in the 1985, 1989 and 2004 Acts. What is planned to happen to those areas? When does he hope that we will finally complete the repeal of those three Acts? So much for what the Bill consists of: the next question worrying industry, commerce and practitioners is when it will all happen. The Minister’s colleague in the other place, Margaret Hodge, sent us all a letter dated 16 August. She wrote: "““In both Houses, Committee members examining the Company Law Reform Bill … asked a number of questions about how the Bill will apply to existing companies. I intend to publish the enclosed paper this week, which sets out both our general approach to transitional issues and a possible timetable for commencement of the bill’s provisions … We have sought views on these issues by mid-September so that we are able to inform Parliament in October of the outcome at Report stage in the Commons.""I should emphasise that this will be the first opportunity for interested parties to comment on transitional issues. We shall consult further formally on the full range of transitional arrangements after Royal Assent. We shall do this well before commencement of the bill’s provisions. We hope it will be possible to commence the majority of the Bill’s provisions on1 October 2007””." At some time today, it would be helpful to the House and the country if the noble Lord could update us on progress on that proposal. To be specific: first, what has been the general reaction to consultation? Secondly, since inevitably much of this is an enabling Bill, when does he expect to publish draft regulations? Thirdly, and most importantly, are the Government still sticking to their implementation target of1 October 2007? Finally, and unfortunately, much as I would like to stand here and make a wholly positive speech, I regret that I have to say that despite the enormous number of constructive and very welcome amendments that we are considering today, there are some which quite frankly should not be there. After such a long consultation period with so many days in Committee both in this House and in another place, it is extraordinary that the Government have attempted at a very late stage to bounce through an amendment without proper scrutiny or debate. This would be regrettable but perhaps not serious if it was an issue on which there was a large measure of consensus, but that is not the case. The matter of reporting on the supply chain in the business review is a controversial issue that has sparked huge controversy and debate in the media over the past couple of weeks. At the opening meeting of the Grand Committee on 30 January, the Minister opened with some fairly disobliging remarks about my party and myself. He said: "““Before I turn to the first amendment, I had hoped that we could debate this Bill on a relatively non-partisan basis. We all share a common objective of updating and modernising company law, and wherever possible deregulating. This Bill has been drafted on the basis of a great deal of expert advice and the widest possible consultation. Large sections of the Bill are highly technical. I had the hope that we could all work together to produce a Bill that provides the best possible conditions for the success of British industry … I do not believe in politics-free politics, but I do believe that politicians should keep their attention firmly fixed on what is best for the economy and for the country””.—[Official Report, 30/1/06; cols. GC 1-2.]" I hope he will forgive me if I say that the way he and his colleagues have dealt with the supply chain matter runs counter to everything he said then. My honourable friends in the other place have had it far worse than we have. We at least have had two and a half weeks in which to consult interested parties before tabling amendments; our colleagues did not even have two and a half days. This Government have become renowned for their dismissive attitude towards Parliament and the principles of well considered and well written legislation. For this to be so clearly illustrated in such a flagrant way is extraordinary. It is hard to accept that having to consider 1,029 amendments in a single day will lead to a Bill which, in the Minister’s words, will, "““provide the best possible conditions for the success of British industry””.—[Official Report, 23/5/06; col. 794.]" This helter-skelter finish to our proceedings will, I fear, inevitably lead to unforeseen problems. The issues identified in the report from the Delegated Powers and Regulatory Reform Committee are probably only the beginning. The Government will have much to answer for. We on this side approach this final stage of the Bill as we have approached all the stages. We ask of each amendment: is it deregulatory, is it comprehensible, does it think small first, and does it provide the right balance between risk and reward to encourage men and women of the highest quality to work in British industry and commerce? We look forward to seeing how this latest set of amendments measures up to these yardsticks.