PROVIDING
INFORMATION
TO
PARLIAMENT
49. On 25 May 2000 the Chairman of the Company notified
the Shareholder that the Board members would have to "consider
their personal positions" if the Government did not provide
indemnity against wrongful trading actions brought against them
by creditors. The Company told our predecessors that the indemnity
had been sought by the Board at a time when they had received
£10 million less than they had asked for from the Millennium
Commission to close what they had then perceived to be the solvency
gap, and they were anxious that they had been left in a position
of some exposure. On 21 June the Department's Accounting Officer
informed the Chairman that the Government would indemnify each
of the Directors of the Company in respect of any personal civil
liability which was incurred in the execution or purported execution
of his Board functions, save where the person had acted dishonestly,
in bad faith or recklessly. This was on the basis that the Directors
could have recourse to the Government indemnity only if their
personal liabilities could not be met by the Company's Directors
and Officers insurance policy.[59]
50. Government Accounting covers Parliamentary reporting
procedures for contingent liabilities, including indemnities.
Indemnities should not be given until 14 days after a Minute on
a specific case is laid before Parliament. Liabilities arising
in the normal course of a department's business are not covered
by the Parliamentary reporting arrangements unless:
- they arise as a result of a specific guarantee,
indemnity or statement of comfort; or
- expenditure at a later date may be of such a
nature or size that Parliament should be given notice.
Government Accounting also states "that the
test is what Parliament can be expected to regard as normal course
of business in the light of the activities it has authorised".[60]
51. Our predecessors asked the Department why there
had been a delay between the indemnity being sought and given
to the Company's Directors, why they had not informed Parliament
under the usual arrangements for notifying contingent liabilities
and why they had not sought the advice of the Committee or the
Comptroller and Auditor General. They stated that they did not
consider that they had been giving an indemnity, but had been
confirming that an existing indemnity, which Parliament had approved,
automatically applied as it did for all non-departmental public
bodies. Before issuing the indemnity they had consulted the Treasury.[61]
52. The Treasury informed our predecessors that a
Contingent Liability Minute which they had laid before Parliament
in December 1998 had set out a proposed general indemnity to the
board members of non-departmental public bodies, and that they
had taken the view that it would be unnecessary to report to Parliament
each time specific indemnities were subsequently given to board
members. They said that the indemnity to the directors of the
New Millennium Experience Company had accorded with the December
1998 Minute and had therefore been viewed by the Treasury as a
re-affirmation and clarification of an existing commitment of
the Government to the directors rather than as imposing any potential
new claim on the Government. Accordingly, when the Company's directors
requested the indemnity given to them in June 2000, the Treasury
had concluded that a further Minute was unnecessary. The Department
agreed with the Treasury's view.[62]
53. As Parliament had not been informed of the indemnity
given to the Company's Directors our predecessor Committee sought
advice from Speaker's Counsel and the Comptroller and Auditor
General. Speaker's Counsel advised that he "would be very
surprised to discover that the giving of an indemnity to directors
of a Company to protect them against the personal consequences
of their breach of statutory duties was regarded as normal business
practice". The Comptroller and Auditor General, in his advice
to the Committee, noted the contents of the Treasury Minute, but
observed that:
- the indemnity was only given as a result of Directors
voicing their concern about their personal positions rather than
as a general exercise to give indemnities to board members of
all non-departmental public bodies;
- the Department could only give support based
on Exchequer funds, since only lottery distribution bodies had
powers to offer lottery funds, which was the first time that Exchequer
funds had been committed to the Dome;
- the circumstances in which the indemnity was
given had been far from the Department's "normal course of
business" and no comparable cases were apparent;
- expenditure at a later date ".. may be of
such a nature ¼"
that Parliament should have been given notice.[63]
54. The Treasury recognised that the Minute of December
1998 could be regarded as an unusual example of the reporting
of a contingent liability, in that it covered indemnities to the
directors of several hundred separate bodies and indemnities which
would be given in the future to the directors of new non-departmental
public bodies. While this approach had the advantage of not imposing
on Parliament several hundred notifications, the Treasury recognised
that is was open to the objection that some of the indemnities
may be ones that Parliament may have expected to be drawn specifically
to its attention, perhaps because of the nature of the potential
liability or the circumstances in which it had been issued. The
Treasury therefore undertook to review the reporting arrangements
with a view to issuing guidance on the categories of indemnities
which should be reported to Parliament, and to consult the National
Audit Office in drawing up the guidance.[64]
Conclusions
55. The circumstances in which Parliament should
be notified of individual contingent liabilities are set out in
"Government Accounting". The indemnity which the Department
extended to the Directors of the Company in June 2000 represented
such a liability, which also opened up for the first time the
risk of voted money rather than lottery money being used in relation
to the Dome project. In our view the indemnity was outside the
normal course of business, and exposed the public purse to expenditure
of such a nature and size that Parliament should have been notified,
especially as the indemnity was a response to the Company's emerging
financial difficulties and there was the real prospect of it being
called.
56. The Department and the Treasury did not see a
need to report the indemnity to Parliament because they considered
that an indemnity was already in place as a result of the Treasury
Minute of December 1998 which permits non-departmental public
bodies to offer indemnities to their directors as they are appointed.
If that is so, we find it surprising that no reference to such
an existing indemnity was made in the letter which the Department
sent to the Directors.
57. Changes in financial controls which properly
rest with Parliament, but which Parliament has been content to
see exercised by the Treasury, require the positive agreement
of this Committee. The Treasury agreed to review the reporting
arrangements with a view to issuing guidance on the categories
of indemnities that should be reported separately to Parliament.
It will be important to ensure that indemnities are not treated
as routine when they are issued or extended in response to anticipated
financial difficulties, or where a significant risk of a major
call on voted funds is known to exist.
THE
STAFF
AT
THE
DOME
58. At the start of the year of operation the Company
had 2175 staff, and the Company told our predecessors that it
had fallen to 1627.[65]
Exit polls of visitors had shown that 86 per cent were satisfied
with the services provided by the Dome's hosts.[66]
Asked what would happen to the staff at the end of the operation,
the Company said that they had started an outplacement operation
at the Dome and that they expected to have at least 75 per cent
of the staff, and hopefully 90 per cent, with jobs by the time
they left on 31 December.[67]
Conclusion
59. Visitors to the Dome have expressed a high level
of satisfaction with the service provided by the Dome's staff,
which is all the more commendable in view of the Dome's well publicised
difficulties.
5 C&AG's Report, paras 5, 26-27, 1.14-1.15 Back
6 ibid,
paras 26-27 Back
7 C&AG's
Report Back
8 ibid,
paras 26-27 Back
9 Qs
2, 125-126; C&AG's Report, paras 27, 1.16 Back
10 Qs
204-205 Back
11 C&AG's
Report, para 27 Back
12
ibid, paras 3, 1.20, 3.22; and Figure 1, p7; Ev, Appendix 3, p58 Back
13 C&AG's
Report, para 3.2 Back
14 Q142 Back
15 C&AG's
Report, paras 16-17 Back
16
ibid, paras 16, 18 Back
17 Qs
70, 102, 228 Back
18 New
Millennium Experience Company Limited, Annual Report and Financial
Statements for the year ended 31 December 2000 Back
19 Qs
144, 206 Back
20 Qs
40-41, 43, 48, 76 Back
21 C&AG's
Report, paras 3.6, 3.24 Back
22 Q129 Back
23 Q64 Back
24 C&AG's
Report, paras 3.31-3.32 Back
25 Qs
131-133, 253 Back
26 C&AG's
Report, paras 3.19, 3.21 Back
27 Q310 Back
28 C&AG's
Report, para 3.21 Back
29 Q313 Back
30 C&AG's
Report, paras 3.23-3.24 Back
31 ibid,
para 3.23 Back
32 ibid,
Figure 3, p20 Back
33 Qs
64, 248; C&AG's Report, para 3.30 Back
34 Qs
251-252; C&AG's Report, para 3.14 Back
35 C&AG's
Report, para 3.16; Qs 50, 52, 55; Ev, Appendix 5, p47 Back
36 Ev,
Appendix 5, p47; C&AG's Report, para 3.17 Back
37 C&AG's
Report, para 1.2 Back
38 An
Accounting Officer is required to seek a written Direction if
instructed, in this case by the Millennium Commission, to pursue
a course of action that she or he would not feel able to defend
to the Committee of Public Accounts as representing value for
money. Back
39 C&AG's
Report, paras 1.3, 2.34-2.35 Back
40 Qs
15, 69-70; C&AG's Report, para 2.36 Back
41 C&AG's
Report, paras 1.4-1.5 Back
42 C&AG's
Report, paras 9, 2.60 Back
43 ibid,
paras 2.61-2.62 Back
44 Q7;
C&AG's Report, para 2.64 Back
45 Qs
7, 36-37 Back
46 Qs
6, 279 Back
47 C&AG's
Report, para 9 Back
48 Q7 Back
49 Q13 Back
50 Q17 Back
51 C&AG's
Report, para 20 Back
52 Q22 Back
53 Q12 Back
54 C&AG's
Report, para 29 Back
55 Qs
80, 204 Back
56 Q137 Back
57 Qs
139-140 Back
58 Qs
196, 198-199 Back
59 Q7;
C&AG's Report, para 2.44 Back
60 Government
Accounting. Back
61 Qs
24, 28-29 Back
62
Ev, Appendix 3, pp 35-40 Back
63 Ev, Appendix
1, pp 33-34 Back
64 Ev, Appendix
2, pp 35-40 Back
65 Q319 Back
66 C&AG's
Report, para 3.15 Back
67 Q320 Back