Session 2014 - 15
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Other Bills before Parliament


 
 

Public Bill Committee:                               

202

 

, continued

 
 

(b)    

determining which periods are assessment periods in respect of

 

undertaking A;

 

(c)    

calculating the headcount of staff, turnover and balance sheet

 

total of undertaking A.

 

(8)    

The small and micro business regulations may provide that an

 

undertaking of such description as may be prescribed is not a small

 

business or a micro business even if it falls within the relevant definition.

 

(9)    

In this section—

 

“micro business size conditions”, “small business size conditions” and

 

“undertaking” have the same meanings as in section 30;

 

“prescribed” means prescribed in the small and micro business regulations.”

 

Member’s explanatory statement

 

This new clause sets out the permitted content of regulations under amendments 22 and 23

 

supplementing the definitions of “small” and “micro” business. This includes provision about

 

calculating staff headcount, turnover and balance sheet totals, aggregating data of connected

 

undertakings, assessment periods, anti-avoidance and exceptions.

 


 

Toby Perkins

 

Mr Iain Wright

 

Ian Murray

 

NC4

 

To move the following Clause—

 

“Government impact on small business performance: duty to report

 

(1)    

The Secretary of State must provide for the making of an annual report to each

 

House of Parliament setting out steps the Government has taken to support British

 

small and medium-sized businesses over the previous 12 months.

 

(2)    

The statement mentioned in subsection (1) must be made no more than 10 sitting

 

days before, or after, the end of each financial year following the coming into

 

force of this Act.”.

 

Member’s explanatory statement

 

Clause 14 gives the Secretary of State a duty to report on progress towards achieving the objective

 

in clause 13. This new clause builds on this principle by creating a new duty on the Secretary of

 

State to report to Parliament on what the Government has done to support British small and

 

medium-sized businesses.

 


 

Toby Perkins

 

Mr Iain Wright

 

Ian Murray

 

Debbie Abrahams

 

NC5

 

To move the following Clause—

 

“Companies: dealing with suppliers

 

(1)    

The Secretary of State may make regulations—


 
 

Public Bill Committee:                               

203

 

, continued

 
 

(a)    

imposing a limit on the number of days after receipt of a supplier’s

 

invoice a company can seek to challenge that invoice;

 

(b)    

prohibiting the practice of a company seeking to change the payment

 

terms of a supplier company unilaterally; and

 

(c)    

prohibiting a company from requiring a supplier company to make a

 

payment in order to join that company’s list of suppliers.

 

(2)    

The regulations may make provision for a prescribed breach by a prescribed

 

description of person of a requirement or prohibition imposed by the regulations

 

to be an offence punishable on summary conviction—

 

(a)    

in England and Wales by a fine;

 

(b)    

in Scotland or Northern Ireland, by a fine not exceeding level 5 on the

 

standard scale.

 

(3)    

The regulations may specify the size of company and supplier company to which

 

they will apply.

 

(4)    

Before making regulations under this section the Secretary of State must consult

 

such persons as the Secretary of State considers appropriate.

 

(5)    

Regulations under this section are subject to the affirmative resolution procedure.

 

(6)    

For the purposes of this section—

 

“company” has the meaning given by section 1(1) of the Companies Act

 

2006;

 

“prescribed” means prescribed by the regulations.”.

 

Member’s explanatory statement

 

This new clause gives the Secretary of State new regulation-making powers to impose a limit on

 

the number of days after the receipt of a supplier’s invoice a company may challenge that invoice,

 

to prohibit companies from seeking to change the payment terms of a supplier company

 

unilaterally or requiring supplier companies to pay to join that company’s list of suppliers.

 


 

Matthew Hancock

 

Jo Swinson

 

NC6

 

To move the following Clause—

 

“Shadow directors: provision for Northern Ireland

 

(1)    

In Article 5(1) of the Insolvency (Northern Ireland) Order 1989 (S.I.

 

1989/2405 (N.I. 19)) (interpretation), in the definition of “shadow

 

director”, for the words from “(but” to the end substitute “, but so that a

 

person is not deemed a shadow director by reason only that the directors

 

act—

 

(a)    

on advice given by that person in a professional capacity;

 

(b)    

in accordance with instructions, a direction, guidance or advice

 

given by that person in the exercise of a function conferred by or

 

under a statutory provision;

 

(c)    

in accordance with guidance or advice given by that person in

 

that person’s capacity as a Minister of the Crown (within the

 

meaning of the Ministers of the Crown Act 1975)”.

 

(2)    

In Article 2(2) of the Company Directors Disqualification (Northern

 

Ireland) Order 2002 (S.I. 2002/3150 (N.I. 4)) (interpretation), in the

 

definition of “shadow director”, for the words from “(but” to the end


 
 

Public Bill Committee:                               

204

 

, continued

 
 

substitute “, but so that a person is not deemed a shadow director by

 

reason only that the directors act—

 

(a)    

on advice given by that person in a professional capacity;

 

(b)    

in accordance with instructions, a direction, guidance or advice

 

given by that person in the exercise of a function conferred by or

 

under a statutory provision;

 

(c)    

in accordance with guidance or advice given by that person in

 

that person’s capacity as a Minister of the Crown (within the

 

meaning of the Ministers of the Crown Act 1975)”.”

 

Member’s explanatory statement

 

The new clause replicates in the relevant Northern Ireland legislation the changes made by

 

amendment 146 to the definition of “shadow director” in the Insolvency Act 1986 and the

 

Company Directors Disqualification Act 1986.

 


 

Matthew Hancock

 

Jo Swinson

 

NC7

 

To move the following Clause—

 

“Funding for free of charge early years provision

 

(1)    

In section 13A of the Childcare Act 2006 (supply of information: free of

 

charge early years provision)—

 

(a)    

in subsection (3), after “provision” insert “or for funding related

 

to free of charge early years provision”;

 

(b)    

in subsection (6), after “provision” insert “or for funding related

 

to free of charge early years provision”.

 

(2)    

In section 13B of that Act (unauthorised disclosure of information

 

received under section 13A), in subsection (2)(b), after “provision” insert

 

“or for funding related to free of charge early years provision”.”

 

Member’s explanatory statement

 

This amendment allows disclosure of tax credit and social security information to the Secretary of

 

State and English local authorities for determining eligibility for funding related to free early years

 

childcare provision. Disclosure for this purpose is also included as an exception to the existing

 

offence of unauthorised disclosure.

 


 

Matthew Hancock

 

Jo Swinson

 

NC8

 

To move the following Clause—

 

“Sections 110 to 113: further amendments

 

Schedule (Abolition of requirements to hold meetings; opted-out creditors)—

 

(a)    

makes amendments relating to sections 110 to 113, and

 

(b)    

removes requirements to hold a general meeting of a company when the

 

company’s affairs are fully wound up.”


 
 

Public Bill Committee:                               

205

 

, continued

 
 

Member’s explanatory statement

 

This amendment replaces clause 114. That clause provides a “Henry VIII” power to introduce the

 

changes now being made through NS1. The Schedule abolishes requirements to hold meetings and

 

makes provision in respect of creditors who opt out of receiving correspondence.

 


 

Mr Iain Wright

 

Ian Murray

 

Toby Perkins

 

NC9

 

Parliamentary Star    

To move the following Clause—

 

“Duty to keep register updated

 

(1)    

The Secretary of State may by regulations make provision prescribing the steps

 

to be taken by Companies House to ensure that the information on PSC registers

 

or, as the case may be, the central register is as accurate, reliable and up to date

 

as possible.

 

(2)    

Regulations under this section are subject to the affirmative resolution

 

procedure.”

 


 

Andrew Griffiths

 

NC10

 

Parliamentary Star    

To move the following Clause—

 

“Definition of tenancy: restriction

 

For the purposes of Part 4 of this Act, and the avoidance of doubt, franchise

 

agreements accredited by the British Franchise Association shall be excluded

 

from the definition of “tenancy” mentioned in section 61, subsection (2).”

 



 
 

Public Bill Committee:                               

206

 

, continued

 
 

New Schedules

 

Matthew Hancock

 

Jo Swinson

 

NS1

 

To move the following Schedule—

 

“Abolition of requirements to hold meetings; opted-out creditors

 

Part 1

 

Company insolvency

 

Introductory

 

1          

The Insolvency Act 1986 is amended in accordance with this Part of this

 

Schedule.

 

Company voluntary arrangements

 

2          

In section 2(2) (nominee’s report on company’s proposal), for paragraphs (aa)

 

and (b) substitute—

 

“(b)    

whether, in his opinion, the proposal should be considered by

 

a meeting of the company and by the company’s creditors, and

 

(c)    

if in his opinion it should, the date on which, and time and

 

place at which, he proposes a meeting of the company should

 

be held.”

 

3    (1)  

Section 3 (summoning of meetings) is amended as follows.

 

      (2)  

In subsection (1)—

 

(a)    

for the words from “that” to “summoned” substitute “under section

 

2(2) that the proposal should be considered by a meeting of the

 

company and by the company’s creditors”;

 

(b)    

for the words from “directs)” to the end substitute “directs)—

 

(a)    

summon a meeting of the company to consider the

 

proposal for the time, date and place proposed in the

 

report, and

 

(b)    

seek a decision from the company’s creditors as to

 

whether they approve the proposal.”

 

      (3)  

In subsection (2), for the words from “shall” to the end substitute “shall—

 

(a)    

summon a meeting of the company to consider the proposal

 

for such time, date and place as he thinks fit, and

 

(b)    

seek a decision from the company’s creditors as to whether

 

they approve the proposal.”

 

      (4)  

For subsection (3) substitute—

 

“(3)    

A decision of the company’s creditors as to whether they approve the

 

proposal is to be made by a qualifying decision procedure.

 

(4)    

Notice of the  qualifying decision procedure must be given to every

 

creditor of the company of whose claim and address the person

 

seeking the decision is aware.”

 

      (5)  

For the heading substitute “Consideration of proposal”.

 

4    (1)  

Section 4 (decisions of meetings) is amended as follows.

 

      (2)  

For subsection (1) substitute—


 
 

Public Bill Committee:                               

207

 

, continued

 
 

“(1)    

This section applies where, under section 3—

 

(a)    

a meeting of the company is summoned to consider the

 

proposed voluntary arrangement, and

 

(b)    

the company’s creditors are asked to decide whether to

 

approve the proposed voluntary arrangement.

 

(1A)    

The company and its creditors may approve the proposed voluntary

 

arrangement with or without modifications.”

 

      (3)  

In subsection (3) for “A meeting so summoned shall not” substitute “Neither

 

the company nor its creditors may”.

 

      (4)  

In subsection (4)—

 

(a)    

for “a meeting so summoned shall not” substitute “neither the

 

company nor its creditors may”;

 

(b)    

omit “the meeting may approve”;

 

(c)    

after “such a proposal or modification” insert “may be approved”.

 

      (5)  

In subsection (5) for “each of the meetings” substitute “the meeting of the

 

company and the qualifying decision procedure”.

 

      (6)  

In subsection (6) for “either” substitute “the company”.

 

      (7)  

After subsection (6) insert—

 

“(6A)    

After the company’s creditors have decided whether to approve the

 

proposed voluntary arrangement the person who sought the decision

 

must—

 

(a)    

report the creditors’ decision to the court, and

 

(b)    

immediately after reporting to the court, give notice of the

 

creditors’ decision to such persons as may be prescribed.”

 

      (8)  

In the heading, for “meetings” substitute “the company and its creditors”.

 

5    (1)  

Section 4A (approval of arrangement) is amended as follows.

 

      (2)  

In subsection (2)—

 

(a)    

in paragraph (a) for “both meetings summoned under section 3”

 

substitute “the meeting of the company summoned under section 3 and

 

by the company’s creditors pursuant to that section”;

 

(b)    

in paragraph (b) for “creditors’ meeting summoned under” substitute

 

“company’s creditors pursuant to”.

 

      (3)  

In subsections (3), (4)(a) and (6)(a) for “creditors’ meeting” substitute

 

“company’s creditors”.

 

6    (1)  

Section 5 (effect of approval) is amended as follows.

 

      (2)  

In subsection (2)—

 

(a)    

in paragraph (a) for “creditors’ meeting” substitute “time the creditors

 

decided to approve the voluntary arrangement”;

 

(b)    

in paragraph (b)(i) for the words from “at that” to “it)” substitute “in

 

the qualifying decision procedure by which the creditors’ decision to

 

approve the voluntary arrangement was made”.

 

      (3)  

In subsection (4)(a) after “4(6)” insert “and (6A)”.

 

7    (1)  

Section 6 (challenge of decisions) is amended as follows.

 

      (2)  

In subsection (1)(b) for “either of the meetings” substitute “the meeting of the

 

company, or in relation to the relevant qualifying decision procedure”.

 

      (3)  

After subsection (1) insert—

 

“(1A)    

In this section—


 
 

Public Bill Committee:                               

208

 

, continued

 
 

(a)    

the “relevant qualifying decision procedure” means the

 

qualifying decision procedure in which the company’s

 

creditors decide whether to approve a voluntary arrangement;

 

(b)    

references to a decision made in the relevant qualifying

 

decision procedure include any other decision made in that

 

qualifying decision procedure.”

 

      (4)  

In subsection (2)—

 

(a)    

in paragraph (a) for “either of the meetings” substitute “the meeting of

 

the company or in the relevant qualifying decision procedure”;

 

(b)    

in paragraph (aa) for “at the creditors’ meeting” substitute “in the

 

relevant qualifying decision procedure”.

 

      (5)  

In subsection (3)(a) after “4(6)” insert “and (6A)”.

 

      (6)  

In subsection (3)(b)—

 

(a)    

for “creditors’ meeting” substitute “relevant qualifying decision

 

procedure”;

 

(b)    

for “the meeting” substitute “the relevant qualifying decision

 

procedure”.

 

      (7)  

In subsection (4), for “one or both” substitute “any”.

 

      (8)  

In subsection (4)(a), for “in question” substitute “of the company, or in the

 

relevant qualifying decision procedure,”.

 

      (9)  

In subsection (4)(b)—

 

(a)    

for “further meetings” substitute “a further company meeting”;

 

(b)    

for “, a further company or (as the case may be) creditors’” substitute

 

“and relating to the company meeting, a further company”.

 

    (10)  

In subsection (4), after paragraph (b) insert—

 

“(c)    

direct any person—

 

(i)    

to seek a decision from the company’s creditors

 

(using a qualifying decision procedure) as to whether

 

they approve any revised proposal the person who

 

made the original proposal may make, or

 

(ii)    

in a case falling within subsection (1)(b) and relating

 

to the relevant qualifying decision procedure, to seek

 

a decision from the company’s creditors (using a

 

qualifying decision procedure) as to whether they

 

approve the original proposal.”

 

    (11)  

In subsection (5) for “for the summoning of meetings to consider” substitute

 

“or (c) in relation to”.

 

    (12)  

In subsection (6)—

 

(a)    

after “meeting” insert “or relevant qualifying decision procedure”;

 

(b)    

in paragraph (a) after “(4)(b)” insert “or (c)”.

 

    (13)  

In subsection (7)—

 

(a)    

the words from “a decision” to the end become paragraph (a);

 

(b)    

in that paragraph (a), after “at a” insert “company”;

 

(c)    

after that paragraph (a) insert “, and

 

(b)    

a decision of the company’s creditors made in the

 

relevant qualifying decision procedure is not

 

invalidated by any irregularity in relation to the

 

relevant qualifying decision procedure.”

 

8          

In section 7(2)(a) for “given at one or both of the meetings summoned under”

 

substitute “of the voluntary arrangement by the company or its creditors (or

 

both) pursuant to”.


 
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