Session 2014 - 15
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Notices of Amendments: 13 November 2014                  

828

 

Small Business, Enterprise and Employment Bill, continued

 
 

(ii)    

a person nominated by the landlord or by a person who is group

 

undertaking in relation to the landlord;”

 

Member’s explanatory statement

 

See amendment 40.

 

Secretary Vince Cable

 

57

 

Clause  67,  page  49,  line  3,  leave out subsection (1) and insert—

 

“(1)    

Subject to subsection (2), regulations under this Part are subject to affirmative

 

resolution procedure.”

 

Member’s explanatory statement

 

This amendment provides that all regulations under the Part, other than regulations under section

 

61(1)(c), are subject to affirmative resolution procedure.

 

Secretary Vince Cable

 

58

 

Clause  67,  page  49,  line  5,  at end insert—

 

“( )    

If a draft of an instrument containing regulations under section (Power to grant

 

exemptions from Pubs Code) would, apart from this subsection, be treated for the

 

purposes of the Standing Orders of either House of Parliament as a hybrid

 

instrument, it is to proceed as if it were not such an instrument.”

 

Member’s explanatory statement

 

This amendment provides that any regulations made under the power to exempt from the Pubs

 

Code which would otherwise be subject to the hybrid instrument procedure in the House of Lords

 

will not be so subject.

 

Secretary Vince Cable

 

59

 

Clause  116,  page  93,  line  13,  leave out “one creditor makes” and insert “the

 

prescribed proportion of the creditors or (as the case may be) of the contributories make”

 

Member’s explanatory statement

 

This is to overturn an Opposition amendment made at committee.

 

Secretary Vince Cable

 

60

 

Clause  123,  page  101,  line  38,  leave out from beginning to “House” in line 39 and

 

insert “Regulations under this paragraph may not be made unless a draft of the statutory

 

instrument containing the regulations has been laid before Parliament and approved by a

 

resolution of each”

 

Member’s explanatory statement

 

This amendment changes the regulation making power inserted by clause 123 from negative to

 

affirmative resolution procedure.

 

Secretary Vince Cable

 

61

 

Clause  147,  page  137,  line  14,  leave out paragraph (d) and insert—

 

“(d)    

imposing duties, in connection with a qualifying exit payment, on—

 

(i)    

the exit payee,

 

(ii)    

the responsible authority, and

 

(iii)    

the subsequent authority;”

 

Member’s explanatory statement

 

This amendment clarifies clause 147 to show that regulations under clause 146 allow for duties in

 

connection with qualifying exit payments to be placed on the exit payee, the authority that made


 
 

Notices of Amendments: 13 November 2014                  

829

 

Small Business, Enterprise and Employment Bill, continued

 
 

the payment and the authority that re-engaged the exit payee as an employee, contractor or office

 

holder.

 

Secretary Vince Cable

 

62

 

Clause  147,  page  137,  line  17,  at end insert—

 

“( )    

for preventing the exit payee from becoming an employee or a contractor,

 

or a holder of a public sector office, as mentioned in subsection (1) until

 

the arrangements required by virtue of paragraph (e) have been made;”

 

Member’s explanatory statement

 

This amendment adds provision to enable an exit payee to be prevented from being re-engaged by

 

a public sector authority, as an employee, contractor or office holder, until after arrangements for

 

repaying the exit payment have been made.

 

Secretary Vince Cable

 

63

 

Clause  147,  page  137,  line  19,  at end insert—

 

“( )    

In subsection (3)(d)(iii) the “subsequent authority” means—

 

(a)    

in relation to an exit payee who becomes an employee or a contractor, the

 

public sector authority of which the exit payee becomes an employee or

 

a contractor, or

 

(b)    

in relation to an exit payee who becomes a holder of a public sector

 

office, the authority which is responsible for the appointment.”

 

Member’s explanatory statement

 

This amendment is linked to amendment 61. It explains that the “subsequent authority” is the

 

authority that re-engaged the exit payee as an employee, contractor or office holder.

 

Secretary Vince Cable

 

64

 

Clause  147,  page  137,  line  20,  leave out “subsection (1)” and insert “this section”

 

Member’s explanatory statement

 

This amendment is consequential on amendments 62 and 63. It ensures that subsection (4) of

 

clause 147 applies in relation to all the references to contractors in the clause as amended.

 

Secretary Vince Cable

 

65

 

Schedule  3,  page  149,  line  40,  leave out “negative” and insert “affirmative”

 

Member’s explanatory statement

 

This amendment changes the regulation-making power under section 790B(1)(b) from negative to

 

affirmative resolution procedure.

 

Secretary Vince Cable

 

66

 

Schedule  3,  page  150,  leave out lines 8 to 11

 

Member’s explanatory statement

 

This amendment removes section 790C(4), which is deemed unnecessary in light of provision made

 

in relation to joint holders of shares or rights in new paragraph 9A of Schedule 1A (as inserted by

 

amendment 78).

 

Secretary Vince Cable

 

67

 

Schedule  3,  page  150,  line  14,  leave out from second “they” to “is” in line 16 and

 

insert “do not hold any interest in the company except through one or more other legal


 
 

Notices of Amendments: 13 November 2014                  

830

 

Small Business, Enterprise and Employment Bill, continued

 
 

entities over each of which they have significant control and each of which”

 

Member’s explanatory statement

 

This amendment clarifies that an individual is “non-registrable” in relation to the company only

 

if their interest in the company is held solely through one or more relevant legal entities over which

 

they have significant control.

 

Secretary Vince Cable

 

68

 

Schedule  3,  page  150,  leave out lines 21 to 24

 

Member’s explanatory statement

 

This amendment removes section 790C(6). Provision made in section 790C(6) is now contained

 

within the new subsection inserted by amendment 70.

 

Secretary Vince Cable

 

69

 

Schedule  3,  page  150,  line  42,  leave out from “if” to “is” in line 44 and insert “it

 

does not hold any interest in the company except through one or more other legal entities

 

over each of which it has significant control and each of which”

 

Member’s explanatory statement

 

This amendment clarifies that a relevant legal entity is “non-registrable” in relation to the

 

company only if its interest in the company is held solely through one or more other relevant legal

 

entities over which it has significant control.

 

Secretary Vince Cable

 

70

 

Schedule  3,  page  151,  line  3,  at end insert—

 

“( )    

For the purposes of subsections (5) and (10)—

 

(a)    

whether someone—

 

(i)    

holds an interest in a company, or

 

(ii)    

holds that interest through another legal entity,

 

    

is to be determined in accordance with Part 1A of Schedule 1A;

 

(b)    

whether someone has significant control over that other legal entity, is to

 

be determined in accordance with subsections (2) and (3) and Part 1 of

 

Schedule 1A, reading references in those provisions to the company as

 

references to that other entity.”

 

Member’s explanatory statement

 

This amendment provides that sections 790C(2) and (3) and Schedule 1A determine whether

 

someone holds an interest in a company, whether they hold that interest through another legal

 

entity, and whether they have significant control over that entity.

 

Secretary Vince Cable

 

71

 

Schedule  3,  page  151,  line  25,  after “Regulations” insert “under subsection (9)(d)

 

are subject to affirmative resolution procedure.

 

( )    

Subject to subsection (14), regulations”

 

Member’s explanatory statement

 

This amendment provides that regulations made under section 790C(9)(d) will be subject to the

 

affirmative rather than negative resolution procedure.


 
 

Notices of Amendments: 13 November 2014                  

831

 

Small Business, Enterprise and Employment Bill, continued

 
 

Secretary Vince Cable

 

72

 

Schedule  3,  page  168,  line  38,  leave out from “X” to “more” in line 39 and insert

 

“holds, directly or indirectly,”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

73

 

Schedule  3,  page  168,  line  40,  leave out from “Y” to end of line 41

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

74

 

Schedule  3,  page  169,  line  2,  leave out “is entitled” and insert “holds the right”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

75

 

Schedule  3,  page  169,  line  4,  leave out from “Y” to end of line 6

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

76

 

Schedule  3,  page  169,  leave out lines 19 to 30

 

Member’s explanatory statement

 

This amendment removes paragraphs 7 and 8 from Part 1 of Schedule 1A. Provision made in these

 

paragraphs is now contained within new paragraphs 9A and 9B of Part 2 of Schedule 1A inserted

 

by amendment 78.

 

Secretary Vince Cable

 

77

 

Schedule  3,  page  169,  line  30,  at end insert—

 

“Part 1A

 

Holding an interest in a company etc

 

Introduction

 

8A         

This Part of this Schedule specifies the circumstances in which, for the

 

purposes of section 790C(5) or (10)—

 

(a)    

a person (“V”) is to be regarded as holding an interest in a company

 

(“company W”);

 

(b)    

an interest held by V in company W is to be regarded as held through

 

a legal entity.

 

Holding an interest

 

8B  (1)  

V holds an interest in company W if—

 

(a)    

V holds shares in company W, directly or indirectly,


 
 

Notices of Amendments: 13 November 2014                  

832

 

Small Business, Enterprise and Employment Bill, continued

 
 

(b)    

V holds, directly or indirectly, voting rights in company W,

 

(c)    

V holds, directly or indirectly, the right to appoint or remove any

 

member of the board of directors of company W,

 

(d)    

V has the right to exercise, or actually exercises, significant influence

 

or control over company W, or

 

(e)    

sub-paragraph (2) is satisfied.

 

      (2)  

This sub-paragraph is satisfied where—

 

(a)    

the trustees of a trust or the members of a firm that, under the law by

 

which it is governed, is not a legal person hold an interest in company

 

W in a way mentioned in sub-paragraph (1)(a) to (d), and

 

(b)    

V has the right to exercise, or actually exercises, significant influence

 

or control over the activities of that trust or firm.

 

Interests held through a legal entity

 

8C  (1)  

This paragraph applies where V—

 

(a)    

holds an interest in company W by virtue of indirectly holding shares

 

or a right, and

 

(b)    

does so by virtue of having a majority stake (see paragraph 15) in—

 

(i)    

a legal entity (“L”) which holds the shares or right directly, or

 

(ii)    

a legal entity that is part of a chain of legal entities such as is

 

described in paragraph 15(1)(b) or (2)(b) that includes L.

 

      (2)  

Where this paragraph applies, V holds the interest in company W—

 

(a)    

through L, and

 

(b)    

through each other legal entity in the chain mentioned in sub-

 

paragraph (1)(b)(ii).”

 

Member’s explanatory statement

 

This amendment inserts new Part 1A to Schedule 1A. Part 1A specifies what is meant by holding

 

an interest in a company, including through a relevant legal entity, for the purposes of determining

 

under section 790C whether a person is or is not “registrable”.

 

Secretary Vince Cable

 

78

 

Schedule  3,  page  169,  line  34,  at end insert—

 

“Joint interests

 

9A         

If two or more persons each hold a share or right jointly, each of them is treated

 

for the purposes of this Schedule as holding that share or right.

 

Joint arrangements

 

9B  (1)  

If shares or rights held by a person and shares or rights held by another person

 

are the subject of a joint arrangement between those persons, each of them is

 

treated for the purposes of this Schedule as holding the combined shares or

 

rights of both of them.

 

      (2)  

A “joint arrangement” is an arrangement between the holders of shares (or

 

rights) that they will exercise all or substantially all the rights conferred by

 

their respective shares (or rights) jointly in a way that is pre-determined by the

 

arrangement.

 

      (3)  

“Arrangement” has the meaning given by paragraph 17.”

 

Member’s explanatory statement

 

This amendment inserts provisions in relation to joint interests and joint arrangements to Part 2

 

of Schedule 1A for the purpose of interpreting that Schedule.


 
 

Notices of Amendments: 13 November 2014                  

833

 

Small Business, Enterprise and Employment Bill, continued

 
 

Secretary Vince Cable

 

79

 

Schedule  3,  page  170,  line  1,  after “capital” insert “—

 

(a)    

a reference to holding shares in that entity is to holding a right to share

 

in the capital or, as the case may be, profits of that entity;

 

(b)    

 

Member’s explanatory statement

 

This amendment clarifies what is meant by a reference to holding shares in a legal entity that does

 

not have a share capital.

 

Secretary Vince Cable

 

80

 

Schedule  3,  page  170,  line  11,  after “rights” insert “—

 

(a)    

a reference to exercising voting rights in the entity is to be read as a

 

reference to exercising rights in relation to the entity that are

 

equivalent to those of a person entitled to exercise voting rights in a

 

company;

 

(b)    

 

Member’s explanatory statement

 

This amendment clarifies what is meant by a reference to exercising voting rights in a legal entity

 

that does not have general meetings where matters are decided by the exercise of voting rights.

 

Secretary Vince Cable

 

81

 

Schedule  3,  page  170,  line  35,  leave out from “person” to “if” in line 36 and insert

 

“holds a right “indirectly” ”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

82

 

Schedule  3,  page  170,  line  38,  leave out from “(a)” to “that” and insert “holds”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

83

 

Schedule  3,  page  170,  line  43,  leave out from “which” to “that” in line 44 and insert

 

“holds”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

84

 

Schedule  3,  page  171,  line  17,  leave out from beginning to end of line 19 and

 

insert—

 

“Shares held by nominees

 

15A      

A share held by a person as nominee for another is to be treated for the

 

purposes of this Schedule as held by the other (and not by the nominee).


 
 

Notices of Amendments: 13 November 2014                  

834

 

Small Business, Enterprise and Employment Bill, continued

 
 

Rights treated as held by person who controls their exercise

 

16  (1)  

Where a person controls a right, the right is to be treated for the purposes of

 

this Schedule as held by that person (and not by the person who in fact holds

 

the right, unless that person also controls it).

 

      (2)  

A person “controls” a right if, by virtue of any arrangement between that

 

person and others, the right is”

 

Member’s explanatory statement

 

This amendment provides that where a share is held by a nominee on behalf of a person, the share

 

is treated as held by that person. Where a right held by a person is controlled by another person,

 

the right is treated as held by that other person.

 

Secretary Vince Cable

 

85

 

Schedule  3,  page  172,  leave out lines 30 to 41

 

Member’s explanatory statement

 

This amendment removes paragraphs 21 and 22 of Schedule 1A. Provision made in paragraphs

 

21 and 22 is now dealt with in the new paragraphs inserted by amendments 78 and 84.

 

Secretary Vince Cable

 

86

 

Schedule  3,  page  173,  leave out line 10

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

87

 

Schedule  3,  page  174,  line  25,  leave out “is entitled to exercise” and insert “holds”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

88

 

Schedule  3,  page  174,  line  26,  leave out “is entitled to appoint or remove a

 

majority” and insert “holds the right to appoint or remove any member”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 77.

 

Secretary Vince Cable

 

89

 

Schedule  3,  page  174,  line  29,  leave out “entitlement” and insert “right”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 

Secretary Vince Cable

 

90

 

Schedule  3,  page  174,  line  31,  leave out from “is” to “and” in line 33 and insert “by

 

virtue of paragraph 15A or 16 of that Schedule, treated for the purposes of that Schedule

 

as held by a person other than the person who in fact holds the interest, both the holder”

 

Member’s explanatory statement

 

This amendment is consequential on amendment 84.

 


 
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