Government sticks with controversial Companies Bill

Only one last-minute change to the Companies Bill was secured by the GC100, the body of FTSE 100 general counsel, and other business interest groups in a meeting with the industry minister ahead of tonight’s (2 November) debate in the House of Lords.

The GC100, the Confederation of British Industry (CBI) and other groups met with minister Margaret Hodge on Monday (30 October) to demand an explanation as to why last-minute disclosure clauses were added to the Companies Bill without warning.

Nick Folland, general counsel of media group emap and GC100 board member, said: “Fundamentally, the government isn’t changing its mind. It changed a very specific point.”

The government’s amendments required businesses to disclose otherwise confidential information about their supply chains. The disclosure amendment was designed to encourage corporate social responsibility but the GC100, CBI and other groups worried that the wording was too vague and would encourage burdensome procedures.

Although the meeting with Hodge ended with no changes being agreed to, by 31 October the Department of Trade and Industry (DTI) announced that it would allow company directors not to disclose information that would be “seriously prejudicial”.

Directors may now use their discretion whether or not to include information on supply chains.

“For plenty of companies, this won’t be a big deal,” said Folland, “but many will have to take legal advice as to whether what they’re including is appropriate or not.”

Lord Sainsbury, also present at Monday’s meeting, will clarify the government’s position in tonight’s debate in the House of Lords. If the Lords passes the bill, it needs only royal ascent before becoming law. It will be the most far-reaching overhaul in company law in decades.

As well as the added content, the interest groups took issue with the fact that there had been no consultation prior to Hodge announcing the amendments in parliament.

“They accepted that the changes had come about last-minute,” said Folland, “but the feeling in the room was that we had not been consulted fully. If we had, perhaps we would have come up with something better.”