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Companies Bill [HL]

My Lords, I beg to move that the House do agree with the Commons in their Amendments Nos. 759 to 777. I speak also to Amendment No. 995. This group of amendments is a further part of the restatement exercise. Clause 675, Schedule 3, which it introduces, and the amendments that we are dealing with now are all concerned with what are known in jargon as squeeze-out and sell-out rights. Squeeze-out and sell-out are designed to address the problems of, and for, residual minority shareholders following a successful takeover bid. These concepts are not new; they have long been part of UK companies legislation. Provisions in respect of them are currently to be found in Part XIIIA of the Companies Act 1985. This clause and Schedule 3 had two main purposes in seeking to amend Part XIIIA of the 1985 Act. The first was to bring existing squeeze-out and sell-out rights entirely into line with Articles 15 and 16 of the takeovers directive, which introduces EU-wide rules on these matters for the first time. Secondly, we wished to implement a number of recommendations from the Company Law Review relating to squeeze-out and sell-out. The present amendments would restate Part XIIIA—on takeover offers—of the Companies Act 1985 in a clearer and simpler form. In doing so, the restated provisions would absorb those changes proposed to Part XIIIA now to be found at Clause 675 of and Schedule 3 to the Bill. I hope that these amendments will be supported. Moved, That the House do agree with the Commons in their Amendments Nos. 759 to 777.—(Lord McKenzie of Luton.) On Question, Motion agreed to.