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Companies Acts (Pre-Consolidation Amendments) Order 1984

Volume 447: debated on Thursday 2 February 1984

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3.44 p.m.

rose to move, That the draft order laid before the House on 21st December be approved.

The noble and learned Lord said: My Lords, this draft order is the first legislative step towards the consolidation of the Companies Acts. It has been considered by the Joint Committee on Statutory Instruments, which made no comment. The immediate purpose of the order is to make such amendments to the Companies Acts as are desirable to enable a satisfactory consolidation of the whole or the greater part of the Companies Acts to be produced. The power to make these amendments derives from Section 116 of the Companies Act 1981 and is exercisable only on the basis of recommendations by the Scottish Law Commission and the Law Commission acting jointly. A report by the Law Commissions making joint recommendations was presented to Parliament in December, when the draft order was laid. The report explains the need for and the effect of each amendment. If the order is made, the amendments will come into force simultaneously with the coming into force of the consolidation Acts.

This draft order marks the start of a consolidation process which may be described as monumental. The legislation will comprise one very large Bill—some 600 pages and 700 clauses—together with an insider dealing Bill, a business names Bill and a consequential provisions Bill. We plan to introduce all these Bills by Easter under the normal procedures for consolidation Bills. Our target date for entry into force is 1st January 1985.

I commend this draft order as a necessary preliminary to the consolidation and I beg to move the Motion standing in my name on the Order Paper.

Moved, That the draft order laid before the House on 21st December be approved—( Lord Mackay of ClasItfern.)

My Lords, the House will be grateful to the noble and learned Lord for his short explanation of the series of provisions comprised in the draft order. These have been under careful examination not only by the legal bodies involved, but also by the profession to which I have the honour to belong. We have no observation to make upon them other than to thank the noble and learned Lord for bringing them here this afternoon. It would be helpful, however, if the noble and learned Lord could give any indication about whether the forthcoming consolidation that he has mentioned will be made in one volume or in two or three volumes, even though it may be part of the same consolidation measure. The noble and learned Lord will appreciate that 600 clauses, presumably with an index, will occupy a formidable amount of space and, I would imagine, consume a formidable amount of forest.

My Lords, may I join the noble Lord, Lord Bruce of Donington, in a short speech thanking the Government for being so quick in their action on the consolidation of the Companies Acts? The professions and industry will very much welcome the progress that has so far been made in consolidating these many Acts. As a member of the Select Committee on Consolidation, I look forward to seeing this matter reaching us as soon as possible.

My Lords, does the welcome news that the Government are proceeding with the consolidation of company law indicate the equally welcome thought that, for a short time, there will be a cessation of new company legislation? Those of us concerned in industry have had to cope with almost annual Companies Bills, which imposes a considerable administrative strain on companies. If the bringing forward of this Motion and the proceedings to consolidation indicate that there is to be a year or two of peace on this front, it will be extremely good news.

My Lords, I am grateful for the welcome that has been given to this order. It would be right to say that this consolidation marks an important landmark in the development of statutory company law, but I tear that it will not be easy for me to prophesy how long a pause will follow thereafter.

I thought I had answered the question of the noble Lord, Lord Bruce of Donington, in my original statement when I said that the intention was that the consolidation would consist of one very long Bill of 600 pages and 700 clauses together with the insider dealing Bill, the business names Bill and a consequential provisions Bill. The noble Lord will know from what he indicated that the Government consulted widely upon the proper form of the consolidation and there was an interesting discussion about it, but the balance of opinion was in favour of the consolidation taking this form.

On Question, Motion agreed to.