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Corporate Manslaughter and Corporate Homicide Bill

moved Amendment No. 19: 19: After Clause 1, insert the following new Clause— ““Offence by holding company (1) In the case of a corporation which is found guilty of corporate manslaughter, any holding company of such a corporation shall be guilty of an offence if the holding company failed to take all reasonable steps to prevent such a corporation from committing the offence. (2) A corporation that is guilty of an offence under this section shall be liable on conviction on indictment to a fine. (3) An offence under this section is indictable in Scotland only in the High Court of Justiciary. (4) For the purposes of this section ““holding company”” has the meaning set out in section 736 of the Companies Act 1985 (c. 6) (interpretation).”” The noble Lord said: The amendment is in my name and that of my noble friend Lord Hunt. It would introduce a new clause which is designed to bring holding companies into the operation of the Bill. The Minister might be able to reassure me that this is already the case, but I await with interest what he has to say. The present situation, as I understand, it is that, if a breach takes place, an individual company is liable under Clause 1. This is not necessarily always appropriate given the complex arrangements of some corporate groups. The Bill makes a completely arbitrary distinction whereby liability is limited to the individual companies which operate within the larger groups. While we would accept that there are some cases where the holding companies share none of the responsibilities of the corporations carrying out the work, it is not a reason to exempt holding companies from the offence. Indeed, in the case of a wholly owned subsidiary, for example, the operation of the trading company and its investor are very much aligned. For example, the board of the holding company may be the mirror image of the subsidiary company. It would be appropriate that it could oversee all activity carried on in its name. The crucial passage of the amendment is that which states that the link of the holding company to the offence is established where a company has, "““failed to take all reasonable steps to prevent””" its subsidiary committing an offence. Even under the amendment, the holding company would therefore remain at one remove from the offence. I hope that that is a fairly clear explanation of the amendment and that it will receive a positive response from the Minister. I beg to move.