§ A.—(1),It on application made to it by any company or other person, the tribunal to be established for the purposes of this Section is satisfied—
- (a) that the applicant is an owner of transferred interests and that those transferred interests formed a substantial part of the applicant's resources;
- (b) that steps have been taken for the enforcement of a liability of the applicant to make a payment, or for the enforcement of a security upon property of the applicant, and that the taking of those steps is attributable to the passing of this Act or to matters arising in consequence thereof;
- (c) that the applicant will be in a position, so far as can reasonably be foreseen, to meet his liabilities as they fall due, or, in the case of liabilities arising in connection with transfered interests, on satisfacton of a right of his to compensation attributable to those interests or to interim income; and
- (d) that it will be for the benefit of the applicant and of the persons entitled to enforce liabilities of his, or to enforce securities upon his property, as a whole, that the enforcement thereof should be controlled;
§ (2) Whilst a direction under this Section is in force none of the rights or remedies for the exercise of which leave is required under Section one of the Courts (Emergency Powers) Act, 1943, shall be exercised against the applicant or his property (whether or not that Act remains in force for the time being), except with the leave of the appropriate court within the meaning of that Act.
§ (3) The tribunal may, at the time of giving a direction under this Section or thereafter at any time whilst the direction remains in force, specify, and from time to time vary or revoke, conditions subject to which the direction is to operate for the time being (including, without prejudice to the generality of this provision, conditions requiring, or prohibiting, or limiting the amount of, payments to any particular creditors or class of creditors, or, where the applicant is a company, prohibiting, or limiting the amount of, dividends to be paid by the company), and on breach of any such condition the direction shall cease to be in force.
§ (4) The tribunal may at any time revoke a direction under this Section, and any such direction not previously revoked shall cease to be in force at the expiration of six months from the date when the compensation for the transferred interests of the applicant is fully satisfied.
§ (5) The tribunal may, and shall if so required by the appropriate court, furnish for the assistance of that court on any application made to it for leave to exercise any of the rights or remedies mentioned in Subsection (2) of this Section a report of the tribunal's reasons for giving a direction under this Section or for the imposition of conditions under Subsection (3) of this Section and generally as to the circumstances relevant to the direction.431
§ (6) Provision shall be made by regulations for the establishment of a tribunal for the purposes of this Section, having as its chairman a barrister or solicitor of not less than seven years' standing, and having included amongst the members thereof an accountant having the prescribed qualifications and a person having wide experience in commercial or financial matters, and the regulations may, without prejudice to the generality of this Subsection, include provision—
- (a) for the charging of fees for meeting the cost of remuneration or allowances to members of the tribunal and its expenses."
- (b) for regulating any matters relating to the practice and procedure of the tribunal, including provision as to parties and their representation;
- (c) for awarding costs of proceedings before the tribunal, determining the amount thereof and the enforcement of awards thereof;
§ Mr. Shinwell
I beg to move, "That this House doth agree with the Lords in the said Amendment."
This long Clause is inserted in order to redeem a promise that was made in the House on the Report stage. It is an interim measure, and does not affect ultimate rights of compensation. Members will recall that when we were discussing this matter there was some question of consulting responsible persons outside, with commercial and financial experience, as to the right procedure to be adopted. That has been done. This Clause, therefore, is the result of consultation with those financial experts. The desire is to prevent creditors, or companies, or trustees for debenture holders, from seeking to enforce their full rights on the ground that their interests were imperilled simply as the result of nationalisation, even although they would be duly paid the interest on the sinking fund which was due to them, and although their capital would be perfectly safe.
The Clause gives to a company which can satisfy a commercial tribunal that there is no reasonable doubt as to their solvency, interim protection against enforcement of the liabilities of the kind mentioned. I am advised that the proposed Clause has been well received in financial circles, and is regarded as a commonsense measure for dealing with inevitable difficulties immediately following nationalisation. It is not for me to quarrel with these financial experts. I 432 gave a promise that this would be done, now we have had those consultations, and it seems to me that we are bound to take the advice of people who are more knowledgeable on these subjects than many of us can pretend to be.
§ 5.15 p.m.
§ Captain Crookshank
The hon. Member for Nuneaton (Mr. Bowles) is not here, so I can safely say that I think it is desirable that this new Clause should be inserted in the Bill. I would, however, like to ask a question on the machinery of the Clause. In Subsection (2) there appear some very strange words:Whilst a direction under this Section is in force none of the rights or remedies for the exercise of which leave is required under Section 1 of the Courts (Emergency Powers) Act, 1943, shall be exercised against the applicant or his property (whether or not that Act remains in force for the time being) …If that Act has lapsed it seems queer to refer to it. The Minister takes power, very properly, in Subsection (6) to establish a tribunal. The Subsection states:Provision shall be made by regulations … (a) for the charging of fees for meeting the cost of remuneration or allowances to members of the tribunal and its expenses.That can only mean that no remuneration, no allowances, and none of the expenses of the tribunal can be raised, except as a result of fees. According to Clause 51 of the Bill, and the Money Resolution which governs it with regard to various expenses, the tribunal is not covered. So far as I can make out, the Minister has no power to pay any remuneration or allowances, except what he can get out of fees. That being so, he may get into a deadlock. The tribunal may be set up, certain expenses incurred, and if only one or two cases come before it, and the fees are nothing like adequate to cover expenses, what will the Minister do? He has no statutory power to do anything. I do not know whether the right hon. Gentleman can make an Amendment at this stage which would cover that point.
Once again, I would like to call attention to the words in Subsection (6, a), where it speaks of remuneration or allowances," and once more to ask the Government to give their draftsmen clear instructions as to remuneration and expenses. There was a good deal of talk about it on the Committee stage, in connection with the Board, and councils and 433 various other bodies which were to have allowances. The Minister cannot be aware of it, because he is much too busy to follow what is happening in other Measures, but if he will look at the Government Amendments to the Civil Aviation Bill, which we shall consider tomorrow on the Report stage, he will find one which says that remuneration means allowances. In that Bill, that is the meaning given to the word, "remuneration," but in this Bill we find there can be remuneration or allowances.
In the other Bill, "remuneration" means allowances. It is too stupid for words. I hope the Government draftsmen or the Treasury, as the coordinating Department, will take the matter in hand and clear up in all these Bills what is meant by remuneration, allowances, and expenses properly incurred in the discharge of the job. I would like to have an assurance from the Minister that he will be able to pay them if we pass this new Clause, which—I see the hon. Member for Nuneaton has returned to the Chamber—is one of which we approve, without necessarily committing ourselves to saying that it is good, or thanking another place for inserting it.
§ Mr. Shinwell
I speak again by leave of the House. As regards the first point raised by the right hon. and gallant Member for Gainsborough (Captain Crook-shank), I am advised that this provision is common form, and has appeared in other Bills. The reference to the Courts (Emergency Powers) Act is intended only as an example in order to show that things of this kind must be taken into account. As regards the second point, the charging of fees, the tribunal is established for the purpose of protecting certain interests, and it is the usual procedure to raise fees from the persons concerned in order to provide for the expenses that are likely to be incurred. It may well be that there will be few cases coming before the tribunal, and if that is so the ordinary law of supply and demand will no doubt operate, and the fees will go up proportionately as the number of cases diminishes. I am advised—I can speak only as I am advised on these highly legalistic matters, about which I make no pretentions to knowledge—that this is quite common form, and as the right hon. and gallant Gentleman has indicated his approval, perhaps he will now agree to the new Clause.
§ Captain Crookshank
Will the Minister give an assurance about getting the Government draftsmen to look into the drafting in regard to remuneration, allowances and expenses?
§ Mr. Shinwell
I have been very agreeable throughout the proceedings, but when it comes to asking the Government draftsmen to look at the drafting again, after they have looked at it so often and so many complications have emerged from a close study of these matters, I am rather afraid that any further inspection might lead to further complications.
§ Mr. H. Macmillan
I think the Minister has given us a very good explanation of the points raised by my right hon. and gallant Friend the Member for Gains-borough (Captain Crookshank). Perhaps he was a little disingenuous in his remarks about the payment of the tribunal, because it is clear, to those who followed the Bill in Committee, what has happened. Under the Financial Resolution and Clause 51 it was arranged that the expenses should be paid out for these tribunals. Since then, in the last stage of the Bill, a new tribunal has been thought of. Had it been thought of before, it would have been included in the Financial Resolution and Clause 51 as one of the objects for which the Minister was empowered to pay out public money. Coming in at the end of the race, it does not take its place among the tribunals or operations for which the Minister is empowered to raise money. Therefore, it has to take potluck and to live on fees. It is like Bardell v. Pickwick; it will get the fees out of Pickwick. That is the position. If it had been thought of before, it would have been put into the Financial Resolution and Clause 51.