COMPANIES (PARTICULARS AS TO DIRECTORS) BILL. (Hansard, 8 June 1917)

§ Sir J. RUTHERFORD
As regards this Bill, I should like to be informed whether 566 Clause 3 is wide enough to cover debenture holders. It is possible that a company might be formed of which the directors were mere nominees of the debenture holders. I think also that Clause 2 might have been extended to a number of genuine British firms. The Board of Trade in that Clause have the power to exempt certain firms under certain conditions. I think it might be extended so that it should include a description of the business. I would like to put these two definite questions to the Solicitor-General: (1) Whether Clause 3 covers debenture holders, because there may be a company formed with British directors who may be merely the nominees of a debenture holder, who may be an alien or anything else you like; and (2) whether the Clause which gives the Board of Trade power to exempt certain firms cannot be extended to include a description of the business 1 I am informed that it is quite a common thing in a certain class of company for the real power to be in the hands of the debenture holders.

§ Mr. KING
This Bill, I suppose, is an extension of the Registration of Business Names Act, 1916. We have heard a great deal of how badly that Act is working and how much disappointment and muddle there has been about it. I know one case where a firm had to register and where there were difficulties as to certain facts in connection with the articles of partnership and they wrote before the appointed day to the new offices which have been set up in Russell Square. For several weeks, long after they were liable under the Act to be fined, they got no reply. I understand that is a very common experience. Therefore, I think before we pass this Bill, which will put additional work on the Department which is carrying on the registration of business names, we ought to have some statement as to whether the office which was set up to do that work is now working and in proper order. It did not get into proper working order early and there were delays, doubts and difficulties. I think we ought to know, when we are bringing a new set of facts and figures, that the office is in working order, and that we are not adding more confusion and muddle to what was admittedly confusion and muddle at the first. If there is not going to be any reply from the Government, I shall be justified in moving the Adjournment, of the Debate. There ought to be a reply to two moderate speeches.

§ The SOLICITOR - GENERAL (Sir Gordon Hewart)
With regard to the question that was asked upon Clause 3, as I understand it, the debenture holder as such is not affected. But he certainly comes within the Clause II the directors are accustomed to act in accordance with his directions or instructions.

§ Sir J. RUTHERFORD
Will you accept an Amendment?

§ Sir G. HEWART
My hon. Friend asks whether an Amendment would be accepted so as to cover him. If the view which I have just expressed is correct, an Amendment would be superfluous. If it is necessary we will consider the matter. With regard to the second point as to the description of the business, that could easily be got from the Memorandum and Articles of Association. But it does not constitute a permanent part of the name which establishes the identity of the company. With respect to the question put by the hon. Member (Mr. King), I do not understand that there is any intention to impose any extra work upon that Department.