§ 7.30 p.m.
§ Mr. Gaitskell
I beg to move, in page 16, line 23, to leave out "and," and to insert:(ii) all agreements between any authorised undertakers and any railway undertakers for the supply of electricity to the railway undertakers for the purposes of haulage or traction, and all transmission lines used wholly or mainly for the purpose of giving a supply to any railway undertakers for the purposes of haulage or traction; andThe proviso to Subsection (4) of this Clause specifies certain assets and categories of assets which shall vest in the Central Authority/not an area board. They include such things as generating stations. We propose to add to those particular types of assets agreements for the supply of electricity to railway undertakers. We provide in Clause 43 that the Central Authority shall be responsible for the supply of current to the railways, and it 289 is appropriate that the Central Authority should take over agreements to supply the railways with electricity.
§ Amendment agreed to.
§ The Solicitor-General
I beg to move, in page 17, line 33, at the end, to insert:(d) for any reference (however worded and whether express or implied) to the directors or any director of the body there were substituted, as respects anything falling to be done on or after the vesting date, a reference to such person as the appropriate Board may direct;(e) for any reference (however worded and whether express or implied) to any officer of the body there were substituted, as respects anything falling to be done on or after the vesting date, a reference to such person as the appropriate Board may appoint or, in default of appointment, to the officer of the Board who corresponds as nearly as may be to the first mentioned officer.Subsection (7) of this Clause deals with the adaptation of agreements which are transferred from electricity undertakings to electricity boards. The Subsection did not contain the necessary machinery for transferring the word, "director," to the appropriate officer in the board, and this Amendment seeks to remedy that omission.
§ Amendment agreed to.
§ The Solicitor-General
I beg to move, in page 17, line 37, to leave out from "any," to "and" in line 38. and to insert:services under the appropriate Board to be selected by that Board, which are reasonably equivalent services.During the Committee stage Members opposite took exception to the word, "comparable," and suggested that the word "equivalent," would be clearer. We adopt that suggestion in this Amendment.
§ Lieut.-Colonel Elliot
We regard this Amendment as an advance. but it still remains the case that the services can be selected by the board. The Minister has said that the protection of the subject still remains, but there is no doubt that a great monopoly is being set up which will have power to select for itself services which it regards either as reasonably comparable, or, in the words of the Amendment, "reasonably equivalent." This is an example of the dangers to which the ordinary citizen will be exposed working 290 under a system in the creation of which, according to the Government, this Bill is only the forerunner.
§ Amendment agreed to.
§ Further Amendment made: In page 17, line 39, leave out "two," and insert"four."—[ The Solicitor-General.]
§ The Solicitor-General
I beg to move, in page 18, line 6, to leave out Subsection (8), and to insert:(8) Other documents, not being enactments, which refer, whether specifically or generally, to any such body, shall be construed in accordance with the provisions of the last foregoing Subsection, so far as applicable.This Amendment is designed to meet a criticism which was advanced by Members opposite in Standing Committee, when the Subsection was objected to on the ground that the drafting was obscure. We have tried to simplify it in this new Subsection.
§ Lieut.-Colonel Elliot
Nobody will deny that this Amendment makes a considerable improvement. If anything was necessary to show the advantage of Opposition criticism this Amendment is an example.
§ Amendment agreed to.
§ Colonel Crosthwaite-Eyre
I beg to move, in page 19, line 1, to leave out paragraph (c).
When this Clause originally came before the House the only director who could claim for compensation because of cessation of office, or any other cause, was a managing director. During the Committee stage, two Amendments were accepted by the Government. The first was that directors whose duties were substantially those of an employee could claim, and the other was that any director who had liability in respect of fees earned, or expenses incurred before the vesting date, could claim. It may be argued by the Government that these are concessions for which Members on this side of the House should be grateful, but I would make it clear that both these Amendments were merely playing with a situation which we knew would result in the gravest possible consequences.
In proposing to leave out this paragraph, we are trying to bring directors into the same category as all other persons employed in electricity companies. By Clause 49, any person whose contract 291 is taken over by a new corporation may receive compensation in accordance with regulations to be issued by the Minister. We are seeking to ensure that directors shall have an equal chance with others working in the industry of having their claims considered. We are not seeking in any way to make directors a privileged class. The Minister has admitted on many occasions that directors are a class of which the nation may be proud, and we are asking that their services to industry shall be treated in the same way as those of other people who have played their part in this vital service to the community.
I am afraid that the inclusion of this paragraph in the Bill is merely due to political prejudice on the part of Members opposite. That is the only reason for its retention, so far as I can see. I' have tried to study the background which governs the Government's attitude towards directors, and I need only remind the House of what the Minister said last night. Talking about directors, he said:Have they in mind the chairman of the board of an existing supply company who has attacked this Bill, who has declared that its provisions are dangerous and fatal to the future of electricity supply in the country? If they have in mind such a person, I say quite frankly that, whatever hon. Members may think about it, if I have to appoint electricity boards it would be quite improper to appoint to such boards a person who was definitely opposed to the nationalisation of the industry."—[OFFICIAL REPORT, 23rd June, 1947; Vol. 439, c. no.]It may well be that people are opposed to the nationalisation of the industry, but the Minister must appreciate that such people may be very good servants to the industry, in the sense that, although they may think nationalisation to be against the best interests of the industry; they are prepared to serve the new authority, now the decision has been taken, as they have done in the past. A statement like that can only lead Members of this House to have the initial impression that the Minister is against anybody who happens to have the word "director" attached to his name.
I think that that impression is more than substantiated when one considers what the Minister said in Committee. I admit that the right hon. Gentleman arrived rather late on the occasion in question and did not have the benefit of 292 having heard all the arguments and, particularly, the very reasonable arguments put forward by his Parliamentary Secretary. I should like to recall to the House just what the Minister said when he was refusing this Amendment upstairs:Of course, it is not a satisfactory answer to the hon. Gentleman"—meaning my hon. Friend the Member for Northwich (Mr. J. Foster)—He says the reason we are doing this is because some directors have stood up to me. They may have appeared to have been standing up to me but in effect what they are doing is to stand up for themselves.I do ask the Minister whether perhaps tonight he would like to reflect on that statement, and whether he really feels it to be true. Does he really believe that the directors of an industry which he has praised many times in this House deserve what he has said about them? If I may, I should like to continue to quote the Minister's remarks on that occasion. He went on to say:They are quite satisfied with the present dispensation; of course they are. They have been doing very well out of it, and naturally they resent this proposed new dispensation.Can the Minister produce any evidence to substantiate that charge? Can he really say that any director in the electrical industry, although he may "oppose nationalisation, is determined to wreck this proposal in order to satisfy his own ends? I doubt it very much, but if he can the sooner he makes that evidence available to this House the better. He went on to say:Let us see what these directors are. There are many discarded politicians who have become directors of all sorts of undertakings.To which my hon. Friend, the Member for Kingston-upon-Thames (Mr. Boyd-Carpenter) very rightly interjected, "Ben Smith," an interjection which the Minister left alone, going on to say:There are hon. Members on the other side who are guinea-pig directors of companies. I do not know whether they do a full time job of work, but if they do, let them get up and say so; let them tell us what they do."—[OFFICIAL REPORT, Standing Committee E, 27th March, 1947; c.467-8.]I have quoted those extracts from the Minister's remarks because I think that they show beyond any reasonable doubt that the Minister is not considering directors as a particular class who have helped in the industry which he himself has said repeatedly in this House has done well by the country, but is allowing his own 293 prejudice against directors as a class to override his judgment. If I may say so this Amendment, if it were carried, would reflect his calmer thoughts rather than his political statements either in the Committee or on the Floor of the House.
I should like to ask the Minister to consider for a moment the terms of Clause 49. Under that Clause any agreement which is taken over by the board is subject to such regulations as the Minister may make concerning the terms of compensation that may be awarded to anyone whose services are dispensed with. Can he inform the House why directors should not be included under this Clause? The Clause is permissive, and he may make any directions he likes. If he really and sincerely believes, as he appears to from the extracts I have quoted, that there are guinea pig directors, he is perfectly able under Clause 49 to make whatever restrictive conditions he likes to make sure that such directors shall not obtain any benefits. But if, as we say on this side of the House, these directors who are engaged in the industry at the moment are worthy of compensation, then if their services are dispensed with surely in the most elementary terms of justice they should be included in Clause 49.
§ Mr. Speaker
I would remind the hon. and gallant Gentleman that there are Amendments on the Order Paper to Clause 49. We cannot discuss them on Clause 14 since one cannot anticipate a discussion. Otherwise, quite frankly, I shall be obliged not to call the later Amendments.
§ 7 45 P.m.
§ Colonel Crosthwaite-Eyre
I apologise if I have trespassed, Mr. Speaker, but no doubt you are aware that Clause 49 in its general implications was used very widely upstairs during the previous stage of this Bill, and I hope that I was in Order in referring to it in the same general way without prejudice to any subsequent Amendments.
§ Mr. Speaker
The hon. and gallant Gentleman is on a very delicate line because we cannot discuss Amendments to a Clause which we have not yet reached. There are Amendments down to Clause 49 and I hope that we shall have an adequate discussion on them.
§ Colonel Crosthwaite-Eyre
I wished to introduce Clause 49 only in its most general terms and merely to say that I should like directors to be included in its provisions. I thought that that was permissible, but if I have trespassed on later Amendments, Mr. Speaker, I apologise.
I should like to ask the Minister just whom he intends to penalise under this provision. He has talked a great deal about guinea-pig directors, and as far as I can understand what he said in Committee and elsewhere his objection to the removal of this Clause is that in his opinion no director of an electricity company has ever done anything which deserved any credit from the country as a whole. I would ask him whether he is aware of the large number of directors, who—although they are not full-time directors and therefore do not come under this Clause—by part-time service through a holding company and through its subsidiaries do in fact qualify, not under the Clause but in practice, for any compensation that the Ministry may like to declare.
I should like to ask him also if he has considered the question of professional experts. Where a large scheme of hydro-electrical development is going forward it may be necessary for a company to engage a professional expert who understands as far as possible the latest practice in these matters. What would happen to him? He will not be a full-time director; he will certainly not be a director whose terms of employment correspond to those of an employee. He will recieve no compensation, although he may very well have given up the whole of his practice in order to take part in this development of the electrical industry. Why should he be debarred from coming in?
In particular, I should like to ask the Minister about these people who have been managers or have held some equivalent position in the industry but who, through old age or ill health, are no longer able to hold those positions. They are promoted to be members of the board so that their services may be maintained and so that their knowledge may be kept available to the company. The Minister is upsetting all that. In spite of his natural desire to help his colleagues, I hope he will consider these cases. They are cases of very considerable personal importance, even if he does not think so. For myself I would rest my case on what was said by 295 an hon. Member on the other side—the hon. Member for Reading (Mr.Mikardo)— which was as follows:Surely every member of the Committee will agree that it is right to give compensation to those men at present engaged in the industry, irrespective of what they are called, who are doing a job of work and that it is wrong to give compensation to those who are not doing a job of work, irrespective of what they are called. In this matter the word 'director' should neither confer privileges nor be made the subject of hostile discrimination."— [OFFICIAL REPORT, Standing Committee E. 27th March, 1947; c. 462.]That is all we are asking of the Minister tonight, and I believe that the views of the hon. Member for Reading—with whom I often disagree—are on this occasion far more representative of what this House feels than what the Minister has said on previous occasions.
We are only asking the Government to do what this House has always done through centuries of legislation—to ensure that whenever we interfere with private enterprise, whenever we interfere with the rights of the individual, that individual has the right to compensation and to have his case heard. That is what we ask, and on that I rest my case. I ask the Minister to abandon his prejudices and to allow directors, as any other class of individual, to have their case heard, and if they be worthy of compensation to receive it.
§ Mr. J. Foster
I beg to second the Amendment.
I think the relevance of Clause 49 is this. Clause 13 provides that certain contracts shall vest in the new authority, and under Clause 49 compensation is provided for all those contracts which vest in the new authority. Therefore, if the Subsection is left out, the contracts with the directors will vest, and Clause 49 will operate to ensure that directors will receive compensation. That is the position under the Bill. When the matter was considered in Committee, besides the observations of the hon. Member for Reading (Mr. Mikardo), who said that a person who does a full job of work should get compensation, something was said by the Parliamentary Secretary to that effect. He said that if a director worked he should have his contract. The Amendments which the Government accepted in Committee did go a certain way, but they did not go far enough. They did include two cases which would otherwise have caused 296 grave injustice, namely, the case of the director who was performing the services of an employee and the other case to which my hon. Friend has referred, but they still left out the director who performs a full time-job in different companies and who performs a valuable service.
It is, I would submit cheap politics to gibe at directors and, the moment the word "director" is mentioned, to do as the right hon. Gentleman the Minister does, and pretend that they are only guinea pigs, that they are harming the industry, and will sabotage the new authority when it is brought into being. That is very cheap politics. What is undoubtedly the fact, and it has been admitted on both sides of the House, is that a great number of directors do an honest and decent job, provide the direction of these companies in a responsible manner, and perform a useful service. Now you can have a full-time director in various companies. His whole day may be occupied in directing various parts of the industry, yet he will get no compensation. Why? Because a sort of political Aunt Sally has been set up that directors are no good. I cannot help suspecting that it is because some directors have shown a good deal of courage in opposing the right hon. Gentleman; they have opposed him, and now they have to pay the penalty.
Hon. Members opposite are very apt to think that any opposition to them is either impertinent, subversive, or a bad example to foreigners. They have not learnt—all Governments are alike in that respect—that people who oppose can do so quite sincerely and, having perhaps lost their position, can then pitch in and try to help the country. But no, they have to be punished for opposing, and directors have been singled out by the right hon. Gentleman as the persons who have led the opposition outside this House to the nationalisation proposals. Therefore, in view of the extensive programme of nationalisation, it is to be seen that what happens to people who oppose is that they are to be punished and not properly compensated.
In my submission, the right hon. Gentleman should act in accordance with the principle expressed in Committee by the Parliamentary Secretary and the hon. Member for Reading, who said that the 297 person who does a full job should be compensated. Certain persons who do a full job are not being compensated under this Clause. In another argument, if I remember rightly, the Parliamentary Secretary said that there would be no services under the new authority comparable to those of directors. I do not agree with him, but assuming that what he says is partly correct, surely people who are made redundant and who have been doing a full job should be compensated for their services. It is only justice, and the right hon. Gentleman having accepted these two Amendments, I do urge him to complete the picture by saying that he accepts the principle that a man who does a full job of work should be compensated.
§ Mr. Shinwell
The hon. and gallant Member for the New Forest and Christ-church (Colonel Crosthwaite-Eyre) was good enough to inform me before the Debate began that he intended to quote from some of my speeches in the Committee and outside, and I gathered from what he said that he was about to make a devastating attack. I told him that I did not mind in the least as long as he did not take up too much time, as I was anxious to get the Bill through. However, I make no complaint; I am bound to say that I did not detect anything in the nature of a devastating attack. On the contrary, I thought he was very mild. An attempt has been made by the hon. and gallant Member who moved the Amendment and by the seconder to create prejudices, yet at the same time they asked me to divest myself of prejudices. I have no difficulty at all; I can take an impartial view, strange as it may appear to the other side, for it is one thing the other side cannot do. What is the case they present? In dealing with it I shall ignore all the innuendoes and insinuations which I detected in the speech of the hon. and gallant Member for the New Forest and Christchurch, because they have got nothing to do with the case. What are they asking? They are asking that directors without exception no matter who they are, of private electricity supply companies should be compensated on the transfer of their undertakings to the British Electricity Authority.
§ Colonel Crosthwaite-Eyre rose—298
§ Colonel Crosthwaite-Eyre
Yes. I thought I had made that clear, and I am grateful to the right hon. Gentleman for allowing me to intervene. All we are asking is that directors, like any other class, should be eligible for compensation as provided by the Clause.
§ Mr. Shinwell
Directors without exception—directors as a class—should be eligible for compensation. Then we have to discriminate when it comes to whether or not they are to receive compensation? Presumably the hon. and gallant Member has in view the setting up of a tribunal for the purpose—or leaving it to the Minister, although I do not expect they would agree to leave it to the Minister— [HON. MEMBERS:"NO."]—especially after what they have said about the Minister. Let us see exactly what this means. They have quoted my speeches and the speeches of my hon. Friend the Parliamentary Secretary in Committee, but they refrained from quoting their own. I will repair the omission, but I will not take up as much time as the hon. Members did. The hon. and gallant Member who moved the Amendment said in the course of his speech in Committee that one of the charges permitted should be for ex gratia payments to directors or others who had served the companies. I said that if that were done it would be possible to pay substantial sums —mark you, substantial sums—either to directors or to other persons, even if those persons were subsequently transferred to the British Electricity Authority. That is to say, they would get the best of both worlds—they would receive compensation and in addition would be found good jobs in the British Electricity Authority.
I made an offer to the hon. Gentlemen. I said that if they would put down an Amendment to the effect that small sums could be paid by way of ex gratia payments to those persons, specifying the sums which they had in mind, I would consider it. I said that if it was only a matter of £100, £200 or £500—if it did not amount to a very large sum globally.—it would not concern me unduly. What had I in mind, when I said that? The 299 hon. Members concerned were not referring to managing directors, who are covered, or to directors who could be regarded as employees of electricity under takings that is to say, to a director who was employed full time, and might be regarded as an officer of the undertaking. Hon. Members opposite were concerned with directors, whom I called guinea-pig directors. Some of them are discarded politicians. Some of them receive only a minimum payment in the form of fees, perhaps £100 or up to £500 a year, or perhaps small fees for attending meetings. I said I was prepared in those circumstances, if a suitable form of words to sponsor this point of view could be provided by the Opposition to consider some arrangement to provide ex gratia payments of that kind. No attempt has been made to find such a form of words. I left the matter to the Opposition. What they now propose is to exclude the whole of the Subsection so as to bring all directors into the purview, in relation to compensation payments. [HON. MEMBERS: "Why not?"]
Let me deal with the substance of this case. Hon. Gentlemen opposite say that I am prejudiced against directors. The hon. Member for Northwich (Mr. J. Foster), not for the first time but without any evidence, has accused me of being prejudiced against certain directors who, he says, have attacked nationalisation. Who are the directors who have attacked nationalisation? Not the ordinary director who receives a fee or some remuneration for part-time services, but managing directors like Sir Robert Renwick and Mr. William Shearer.
I am not complaining about the attacks. Those directors are perfectly entitled to attack nationalisation if they dislike it; but those men are not excluded from compensation by the provisions of the Clause. They have contracts with their existing undertakings, and those contacts for personal services must be respected. I have no prejudice against those gentlemen, in spite of the fact that they have attacked, in the most vehement and occasionally untruthful way, the nationalisation proposals. They are to be compensated. It may well be that if they have technical and administrative qualifications they may be employed in the new undertaking. Who can say? It will not be for me to 300 decide that matter but for the British Electricity Authority.
I repeat what I have said. The average part-time director, whom I have rightly described as the guinea-pig director, is not much concerned in the promotion of electricity supply. For one reason or another he is appointed as a director of an electricity undertaking, but he does not possess high technical qualifications, unlike, for example, the hon. Member for Stockport (Sir A. Gridley), who has a thorough and adequate knowledge of the industry, and who is in quite a different category. So far as those persons are concerned, there is no justification whatever for recognition.
If there were an amalgamation of electricity undertakings or, as sometimes occurs, absorption of one undertaking by another, does one expect the part-time directors of the absorbed undertaking to be compensated by the major undertaking? [HON. MEMBERS: "Yes."] If they are, on what basis are they compensated? Let hon. Members opposite face that question. Let them produce the form of words which they think is desirable in the circumstances. The fact is that hon. Gentlemen opposite who have moved the Amendment and who have made such a song and dance about it, are not so much concerned about these poor directors, or about the managing directors, the big fellows who are protected under the Bill. They are concerned to create prejudice against the proposals of the Bill. They have done so all along the line. I gave them an opportunity. They cannot say that I was ungenerous. There are my words, in the Committee reports. I said, "Get a form of words. I will consider ex gratia payments.'' They have failed to do so. In my judgment, they are ruled completely out of court.
§ Lieut.-Colonel Elliot
Since the famous case of Satan rebuking sin I do not think there has been anything funnier than the Minister of Fuel and Power rebuking other people for trying to create prejudice. Creating prejudice might be called his stock-in-trade. We do not complain about it. It is the most valuable of the assets which we have. Next to the Attorney-General—and nobody can surpass him, of course—the Minister of Fuel and Power is an easy top of the tree among manufacturers of prejudice, and, of course, Conservative votes. [HON 301 MEMBERS: "By-elections."] I certainly have very happy recollections of a by-election with an 18,000 majority and all my opponents forfeiting their deposits. We will leave it at that. We will try to deal with the occasional argument which the Minister interjected into what was a very amusing speech which all of us on this side thoroughly enjoyed.
The Minister suffers occasionally from amnesia, lack of memory, which is no doubt inevitable because of the great strain which is put upon him. He cannot always remember what he said in Committee. The Minister had been addressing the Committee at some length upon the subject of guinea-pig directors. They differed from the ones which he intended to compensate, the managing directors, the whole-time people. He suggested that the other people did not really come in at all. Of course, he forgets that he addressed the Committee upstairs at some length and that he gave as chief example of the people whom he would not compensate, Mr. George Balfour, who one would say was engaged consistently in electricity companies.
§ Lieut.-Colonel Elliot
Of course, he has passed beyond the power of any Minister to injure him any more. If such a director existed today, one admittedly engaged in the active prosecution of electricity undertakings in many quarters of the globe and in particular in many quarters of this island, the Minister would say, "Simply because all his time was not taken up with one company, I will write into the Bill a Clause specifically debarring him even from having his case considered." That is our objection here. The Minister says, with the air of one who sees an abyss yawning before him, "Here are people whose case can be considered. Here is an injustice which we must remedy at all costs. What a terrible matter. Sympathy might overcome me. I will tie my hands in advance. I will make sure against any danger of softening. I will see that no danger of softening comes over me at all." Therefore he says, "In case some person like Mr. George Balfour may come up for consideration, I will specifically write a Clause into the Statute saying that he cannot be considered on any account."
302 We are willing to trust the Minister and to let him consider the matter under the Clause which he himself has drawn and which we shall reach later on. It deals with these matters and gives the Minister power to write regulations—a power which the Minister has never shown any unwillingness to assume—but debarring himself specifically from writing any regulations to deal with this small class of person. Then he makes the astonishing suggestion that because we detect a certain amount of prejudice in this we are treating him unfairly.
For what reason has the Minister written this Clause into the Bill? He has failed to give us any reason. We were prevailing on the Parliamentary Secretary on the 10th day of the Standing Committee to meet us on this point when the Minister came down and answered us with a certain amount of acerbity. At that time I was asking him to meet us in safeguarding the casethat has been made on this side of the Committee of a director who, although not engaged whole-time, is engaged on several appointments which, in fact, amount to whole-time employment.At that point the Member for Northwich (Mr. J. Foster) interjectedLike the Solicitor-General?That was a reference to the fact that on many occasions there had been a disappearance of the Law Officers from that Committee. The Minister was quite plain about it. He said:The answer is, 'No.'"—[OFFICIAL REPORT, Standing Committee E. 1st April. 1947; c. 472.]We are again bringing the matter up. We cannot believe that for the sake of dealing with this comparatively small number of persons he will persist in this particular fashion. A part-time director is not a thing we can banish. The Minister is saying, "If you are a part-time director you will be excluded by my Clause from having any kind of consideration of your case." I have myself piloted Acts of one kind or another by which employment was in many cases swept away. Under the Local Government Act for Scotland, for instance, the Scotish education authorities were swept away, and those who had been officers under the education authorities, many of whom were not full-time officers, were eligible for compensation.
303 The principle of part-time employment, which is the principle worked in this House, has always been acceptable, for whole-time Members of Parliament were never thought desirable. A person who sits on a board to which he brings a general knowledge of affairs, is as valuable as a person who sits in Parliament with a general knowledge of affairs, and the idea of writing into a Statute that a case could not be considered for a person who is a part-time director is foreign to the general idea on which this House has proceeded for so long. We cannot even yet believe that the Minister has considered the matter seriously, and we would ask him to think again. He is in melliferous mood, which is clearly due to the fact that his long task on this Bill is drawing to its close, and if he has not to concern himself with any other nationalisation Measure he may have time to administer the country instead of having to spend as much time here as he is doing in writing what one might call frivolous and vexatious Clauses into the Statute Book. We say that the number of persons is small and the amount involved trivial, but the number of injustices is more. For all those reasons, let the Minister at least admit the right of these people to go to court when they feel aggrieved.
§ 8.15 p.m.
§ Colonel Clarke
There is some misconception on the other side of the House as to the principles of the appointment of directors. J do not suggest that the Solicitor-General is in any doubt, but I believe there is some doubt on that side. The usual thing is that a director is appointed by the shareholders for a certain period. It depends on the articles of association of the company. It might be for three years. Usually a certain number of directors retire each year, so that the Board retains continuity. It works out that one director is appointed for a period of about three years. During those three years he cannot be got rid of. He has to fulfil his term. He can only be given some inducement to retire. From that has grown up the system of compensation on retirement. As a rule, when a company is taken over by another company or board, either the directors of the smaller company are taken on to the board of the larger or some system of compensation is brought in.
304 In this case a very large undertaking is taking over a number of smaller ones. On the vesting date those directors will be thrown out of work. [HON. MEMBERS: "Oh."] There is no other word for it. In many cases they will lose their means of livelihood. We want to know why they are being treated differently from other employees. They are men who give their time and are paid for it. Some of them who are full-time directors give a great deal of their time. They are, therefore, employees of their companies. We cannot see why they should be treated differently. All we ask is that they should receive consideration in the same way as all other employees do. I cannot see where the difference is between these men who are called directors and those who are called managers or servants of the companies in other ways. We all know that in any organisation—it does not matter so much what the man is called; he may be the chairman, the president, the secretary or the treasurer—there is generally one man who really carries on the show, and in companies it is very often a director or a manager.
I cannot help feeling that we have grounds for being nervous that directors as a class are being prejudiced by this Bill. The hon. and gallant Member for the New Forest (Colonel Crosthwaite-Eyre) just now read certain passages of the proceedings upstairs. Turning up the proceedings for the same day, I found other instances which the Minister will probably remember. He said:It would, I think, be embarrassing if we had in existence, after the vesting date, bodies of directors who have no functions to perform other than to look after the interests of the stockholders …That was the matter being discussed. He went on:…who might, for many reasons, be a bit troublesome. They are troublesome before the vesting date, and while there is no reason to assume that they will be uduly troublesome afterwards, we had better take no risks.…It is no use deceiving ourselves about certain people."—[OFFICIAL REPORT, Standing Committee E, 27th March, 1947; c. 475-6.]That does not give the impression that the Minister is out to help directors. I feel that he does not like them, but I do not see that for that reason they should not have a fair deal over this matter in the way other employees do. In addition to the various classes of directors which have been mentioned by my hon. 305 Friends, there is one type which seems to me to be extremely valuable. He is the man who has perhaps started as an engineer or a manager in one of the companies, then becomes a consultant, is put on a board, and from that, owing to his abilities, is put on a number of boards. He spends his time in attending board meetings and travelling between them, reading the necessary minutes, keeping up with the trade journals and various other information, as well as with the various societies, in' order to be up to date with his profession. He gives his whole time to it, not to any one company but to a number of companies and is
§ extremely valuable. Is it not fair to suggest that a man of that type should at least have his case heard and not just be wiped out, as this Subsection will wipe him out if it is allowed to stand in the Bill?
§ Mr. Gallacher
If any directors are unemployed at the vesting date, cannot they do what we did—take their unemployed banners and get out on the march?
§ Question put, "That the words proposed to be left out stand part of the Bill."
§ The House divided: Ayes, 283; Noes, 92.307
|Division No. 278.]||AYES.||[8.21 p.m|
|Adams, Richard (Balham)||Dugdale, J. (W. Bromwich)||Hutchinson, H. L. (Rusholme)|
|Allen, A. C. (Bosworth)||Dumpleton, C. W.||Hynd, J. B. (Attercliffe)|
|Alpass, J. H.||Durbin, E. F. M||Irving, W. J.|
|Anderson, A. (Motherwell)||Ede Rt. Hon. J. C.||Jeger, G (Winchester)|
|Anderson, F. (Whitehaven)||Edwards, N. (Caerphilly)||Jeger, Dr. S. W (St. Pancras, S.E.)|
|Attewell, H. C.||Edwards, W. J. (Whitechapet)||John, W.|
|Austin, H. Lewis||Evans, John (Ogmore)||Jones, D. T. (Hartlepools)|
|Awbery, S. S.||Evans, S N. (Wednesbury)||Jones, J. H (Bolton)|
|Ayles, W. H.||Ewart, R.||Jones, P. Asterley (Hitchin)|
|Ayrton Gould, Mrs. B||Fairhurst, F.||Kendall, W. D|
|Bacon, Miss A.||Farthing, W, J||Kenyan, C|
|Baird, J.||Fornyhough, E.||Kinley, J.|
|Barstow, P. G.||Field Capt. W. J.||Kirby, B. V|
|Barton, C.||Fletcher, E G M. (Islington, E.)||Lang, G.|
|Beattie, J. (Belfast, W)||Follick, M.||Lavers, S.|
|Bechervaise, A. E.||Forman, J. C.||Lee, F. (Hulme)|
|Benson, G.||Fraser, T. (Hamilton;||Leonard, W.|
|Berry, H.||Freeman, Peter (Newport)||Leslie, J. R.|
|Beswick, F.||Gaitskell, H. T. N||Levy, B. W.|
|Binns, J.||Gallacher, W.||Lewis, A. W. J. (Upton)|
|Blenkinsop, A.||Ganley, Mrs. C. S||Lindgren, G. S|
|Blyton, W. R.||Gibbins, J.||Lipson, D L.|
|Bottomley, A. G.||Gibson, C. W||Lipton, Lt.-Col. M|
|Bowden, Flg.-Offr. H. W||Glizean, A.||Logan, D. G|
|Bowles, F, G. (Nuneaton)||Glanville, J. E. (Consett)||Longden, F.|
|Braddock, Mrs. E. M. (L'pl. Exch'ge)||Goodrich, H. E.||Lyne, A. W|
|Braddock, T. (Mitcham)||Gordon-Walker, P. C.||McAdam, W.|
|Brooks. T J. (Rothwell)||Greenwood, Rt. Hon. A. (Wakefield)||McAllister, G.|
|Brown, T. J (Ince)||Greenwood, A. W. J. (Heywood)||McEntee, V. La T.|
|Bruce, MaJ. D. W. T||Grenfell, D. R.||McGhee, H. G|
|Buchanan, G.||Grey, C. F.||Mack, J. D|
|Burke, W. A||Grierson, E.||McKay, J. (Wallsend) '|
|Byers, Frank||Griffiths, D. (Rother Valley)||McKinlay, A. S.|
|Callaghan, James||Griffiths, Rt. Hon. J. (Llanelly)||Maclean, N (Govan)|
|Carmicnael, James||Griffiths, W. D. (Moss Side)||McLeavy, F.|
|Champion, A J||Guest, Dr. L. Hader||Mainwaring, W. H|
|Chater, D.||Gunter, R. J.||Mallalieu, J P W|
|Chetwynd, G. R||Guy, W. H.||Mann, Mrs. J.|
|Cluse, W. S.||Haire, John E. (Wycombe)||Manning, C (Camberwell, N.)|
|Cobb, F. A.||Hale, Leslie||Manning, Mrs L (Epptng)|
|Cocks, F. S.||Hall, W. G.||Mathers, G|
|Collins, V. J.||Hamilton, Lieut.-Col. R.||Medland, H M|
|Colman, Miss G. M.||Hannan, W. (Maryhill)||Messer, F.|
|Comyns, Dr. L||Hardman, D R.||Middleton, Mrs L|
|Corlett, Dr. J.||Hardy, E. A||Mikardo, Ian|
|Corvedale, Viscount||Hastings, Dr. Somerville||Mitchison. G. R.|
|Cove, W. G.||Henderson, A. (Kingswinford)||Moody, A. S.|
|Crossman, R. H. S||Henderson, Joseph (Ardwick)||Morgan, Dr. H. B.|
|Daggar, G.||Herbison, Miss M||Morley, R.|
|Daines, P.||Hicks, G.||Morris, Lt.-Col. H. (Sheffield, C.)|
|Davies, Edward (Burslem)||Hobson, C R||Morris, Hopkin (Carmarthen)|
|Davies, Ernest (Enfield)||Holman, P.||Moyle, A.|
|Davies, Harold (Leek)||Holmes, H. E. (Hemsworth)||Nally, W.|
|Davies, Hadyn (St. Pancras, S.W.)||House, G||Naylor, T. E.|
|Deer, G.||Hoy, J.||Neal, H. (Claycross)|
|de Freitas, Geoffrey||Hubbard, T.||Nichol, Mrs. M. E. (Bradford, N.)|
|Delargy, H. J.||Hudson, J. H. (Ealing. W.)||Nicholls, H. R. (Stratford)|
|Diamond, J||Hughes, Hector (Aberdeen, N.)||Noel-Buxton, Lady|
|Driberg, T. E. N.||Hughes, H. D. (Wolverhampton, W.)||Oldfield, W. H.|
|Oliver, G. H.||Simmons, C. J.||Viant, S. P.|
|Paget, R. T.||Skeffington, A. M||Wadsworth, G|
|Paling, Rt. Hon. Wilfred (Wentworth)||Skinnard, F W.||Walkden, E.|
|Paling, Will T. (Dewsbury)||Smith, C. (Colchester)||Walker, G. H|
|Palmer, A. M. F.||Smith, H. N. (Nottingham, S.)||Wallace, G. D. (Chislehurst)|
|Parker, J.||Smith, S. H. (Hull, S.W.)||Wallace, H W. (Walthamstow, E.)|
|Parkin, B. T.||Snow, Capt. J. W||Watktns, T. E|
|Paton, J. (Norwich),||Sclley, L. J.||Watson, W. M|
|Pearl, Thomas F.||Sorensen, R. W.||Webb, M. (Bradford, C.)|
|Piratin, P||Soskice, Maj. Sir F||Weitzman, D.|
|Poole, Major Cecil (Lichfield)||Sparks, J. A.||Wells, P. L. (Faversham)|
|Popplewell, E||Stamford, W||Wells, W. T. (Walsall)|
|Porter, G. (Leeds)||Steele, T.||West, D. G.|
|Price, M. Philips||Stephen, C.||White, H. (Derbyshire, N.E.)|
|Pritt, D. N.||Stewart, Michael (Fulham, E.)||Whiteley, Rt. Hon. W.|
|Proctor, W. T||Stubbs, A. E.||Wigg, Col. G. E.|
|Pryde, D. J.||Swingler, S.||Wilkes, L.|
|Pursey, Cmdr. H.||Sylvester, G. 0.||Wilkins, W. A.|
|Randall, H. E.||Taylor, H. B. (Mansfield)||Willey, F. T. (Sunderland)|
|Ranger, J.||Taylor, R. J. (Morpeth)||Willey, 0. G. (Cleveland)|
|Rees-Williams, D. R||Taylor, Dr. S. (Barnet)||Williams, J. L. (Kelvingrove)|
|Reeves, J.||Thomas, D. E. (Aberdare)||Williams, Rt. Hon. T. (Don Valley)|
|Reid T. (Swindon)||Thomas, Ivor (Keighley)||Williams, W. R. (Heston)|
|Rhodes, H.||Thomas, I. 0. (Wrekin)||Williamson, T.|
|Roberts, Emrys (Merioneth)||Thomas, George (Cardiff)||Willis, E.|
|Robertson, J. J. (Berwick)||Thomson, Rt. Hon. G R. (Ed'b'gh,||E) Wills, Mrs. E A|
|Rogers, G. H. R.||Thorneycroft, Harry (Clayton)||Woodburn, A.|
|Ross, William (Kilmarnock)||Thurtle, Ernest||Woods, G. S.|
|Royle, C.||Tiffany, S.||Wyatt, W.|
|Sargood, R||Timmons, J.||Yates, V. F.|
|Scollan, T.||Titterington, M. F||Young, Sir R. (Newton)|
|Segal, Dr. S.||Tolley, L.||Younger, Hon. Kenneth|
|Shackleton, E. A. A||Tomlinson, Rt. Hon. G|
|Sharp, Granville||Turner-Samuels, M.||TELLERS FOR THE AYES:|
|Shinwell Rt. Hon. E.||Ungoed-Thomas, L||Mr. Pearson. and|
|Shurmer, P.||Usborne, Henry||Mr. Collindridge.|
|Silverman, J. (Erdington)||Vernon, Maj. W. F|
|Amory, D. Heathcoat||Galbraith, Cmdr T. D||Nutting, Anthony|
|Astor, Hon. M.||Grimston, R. V.||Osborne, C|
|Barlow, Sir J.||Hannon, Sir P. (Moseley)||Peake, Rt. Hon. 0|
|Beamish, Maj. T. V. H||Hare, Hon. J H. (Woodbridge)||Peto, Brig. C. H. M.|
|Beechman, N. A.||Harvey, Air-Cmdre. A. V.||Pickthorn, K.|
|Bennett, Sir P.||Headlam, Lieut.-Col. Rt. Hon. Sir C||Ponsonby, Col. C. E.|
|Birch, Nigel||Henderson, John (Cathcart)||Prior-Palmer, Brig. 0.|
|Boles, Lt.-Col. D. C. (Wells||Howard, Hon. A.||Raikes, H. V.|
|Bower, N.||Hudson, Rt. Hon. R. S (Southport)||Ramsay, Maj. S.|
|Boyd-Carpenter, J. A.||Hurd, A.||Rayner, Brig. R.|
|Braithwaite, Lt.-Comdr. J. G.||Hutchison, Lt.-Cm. Clark (E'b'rgh W.)||Roberts, H. (Handsworth)|
|Buchan-Hepburn, P. G T||Hutchison, Col. J. R. (Glasgow, C.)||Ropner, Col. L|
|Butcher, H. W||Jarvis, Sir J||Scott, Lord W.|
|Clarke, Col. R. S.||Keeling, E. H.||Shepherd, W. S 'Bucklow)|
|Clifton-Brown, Lt.-Col. G.||Lancaster, CoL C. G||Smiles, Lt.-Col. Sir W|
|Conant, Maj. R. J. E.||Langford-Holt, J.||Snadden, W M|
|Cooper-Key, E. M.||Linstead, H. N.||Spence, H. R.|
|Corbett, Lieut.-Col. U. (Ludlow)||Low, Brig. A. R. W||Strauss, H. G. (English Universities)|
|Crosthwaite-Eyre, Col O. E||Lucas-Tooth, Sir H.||Sutcliffe, H-|
|Cathbert, W. N.||MacAndrew, Col. Sir C.||Taylor, Vice-Adm. E. A. (P'dd't'n, S.)|
|Darling, Sir W. Y.||McCallum, Maj. D.||Thornton-KemsIey, C N|
|Davidson, Viscountess||Macdonald, Sir P (I. of Wight)||Touche, G. C.|
|Dower, Lt.-Col. A V G. (Penrith)||MacLeod, J.||Vane, W. M. F|
|Drayson, G. B.||Macpherson, N. (Dumfries)||Walker-Smith, D.|
|Drewe, C.||Manningham-Buller, R. E.||Wheatley, Colonel M J|
|Duthie, W. S.||Marples, A E||Willoughby de Eresby, Lord|
|Eden, Rt. Hon. A.||Marshall, D. (Bodmin)||Winterton, Rt. Hon. Earl|
|Elliot, Rt. Hon. Walter||Marshall, S. H. (Sutton)||York, C.|
|Foster, J. G. (Northwich)||Mellor, Sir J.|
|Fraser, Sir I. (Lonsdale)||Morris- Jones, Sir H||TELLERS FOR THE NOES|
|Fyfe, Rt. Hon. Sir D. P. M||Morrison, Maj. J. G. (Salisbury)||Mr. Studholme and|
|Gage, C||Morrison, Rt Hon. W S. (Cirencester)||Lieut.-Colonel Thorp.|
§ 8.30 p.m.
§ Mr. R. S. Hudson
I beg to move, in page 19, line 42, to leave out Subsection (13).
For the benefit of hon. Members who have not an intimate acquaintance with the Bill I should explain that Subsection (13) which we are moving to omit, says: 308Subject to the next following section, every body to whom this Part of this Act applies shall be dissolved on the vesting date.To a large extent this Subsection, although a comparatively short one, is one of the most vital in the Bill. It compulsorily dissolves all the existing companies on the vesting date. The re- 309 sult of that is that we shall shortly begin consideration of a number of very complicated Clauses, all of which are rendered necessary by this Subsection, and practically none of which would be necessary but for the decision of the Government to take this particular action. This action is unprecedented. It was not taken in the case of the Coal Industry (Nationalisation) Act. In that case companies were left in existence after the vesting date, to be wound up if they saw fit, or to continue in existence with the compensation money accruing to them, if they saw fit. This has not been done in the case of the Transport Bill. Companies are to be allowed to continue in existence, in the case of that Bill, for the time necessary to wind up their affairs after the vesting date.
Now, for the first time, we are being asked to pass a provision which says that on the vesting date these companies shall cease to exist. In the view of Members on this side of the House, no adequate reason for this exceptional step has been given up to the present moment. In the course of the Committee proceedings upstairs, the Minister said:These undertakings are to be taken over lock, stock and barrel.…Obviously, if that is done, they will be left with no functions to perform after the vesting date.That is, if the Minister will forgive me saying so, sheer nonsense. The proof of that is that it has been necessary to insert in subsequent Clauses complicated provisions setting up a stockholders' and shareholders' representation to perform, inadequately as we think, the functions of winding up that ought to have been, and easily could have been, performed by the companies had they remained in existence beyond the vesting date. Because of this action, these complicated provisions have had to be inserted. The Minister went on to say:It would, I think, be embarrassing if we had in existence, after the vesting date, bodies of directors who had no functions to perform other than to look after the interests of the stockholders in respect of the distribution of the assets.…That seems to be a very inadequate reason to put forward for inserting all these complicated provisions. Perhaps the real reason at the back of the Minister's mind is provided in the remaining words of that sentence of which I have quoted the earlier part. He said: 310…and who might, for many reasons, be a bit troublesome. They are troublesome before the vesting date, and while there is no reason to assume that they will be unduly troublesome afterwards, we had better take no risks."—[OFFICIAL REPORT. Standing Committee E, 27th March, 1947; c. 475–6.]That is the nadir of Governmental argument. I do not know whether it would be in Order to discuss the subsequent Clauses, but hon. Members may take it from me—and they will learn how right I am as discussions continue tonight—that Clauses 15, 18, 19, 20, 21, 22, 23, 24 and 25, very largely originated because of Clauses 17 and 13. It will be necessary to detain the House at some length on all these Clauses. Broadly speaking, the effect of Clauses 17 and 13 is to make necessary all these very complicated provisions. We believe that no adequate reason for this has hitherto been given. We still believe that it would be much simpler both for the Government, the Civil Service and the shareholders if this Subsection were omitted and the existing directors were allowed, after the vesting date, to wind up their affairs. The method which is proposed in this Subsection is one which was not followed in the cases of the nationalisation of coal and transport.
§ Mr. Shinwell
The right hon. Gentleman has dealt with this matter at some length, but I can reply quite shortly, which is as much as the argument really deserves. There is no point whatever in continuing in office a body of directors if they have no responsibilities to perform.
§ Mr. Shinwell
Well, there has been no indication of the usefulness in their functions, so far as I can see, except, of course, that hon. Members have in mind that, after the vesting date, if these bodies continue as an entity, the directors would also be continuing and would receive their usual emoluments, and, to that extent, we would overcome the difficulties presented to us by the last Amendment, of which the House has already disposed. We cannot go back on that decision now.
What were the arguments adduced by the right hon. Gentleman in the Committee? They are on record. He said that boards of directors should be kept in being to advise the Central Electricity Board during the transitional period. So 311 far as this will be agreeable to the new authority, their services can be transferred, and, therefore, they can give guidance to the new authority without retaining the undertakings. Then, the argument was presented to us that the board of directors should be allowed to represent the security holders. There was no provision in the Bill for this at first, but the point has been met, and it has now been decided, and provision made in the Bill, that directors may now be elected as stockholders' representatives. That point has been cleared up.
The final point, to which the right hon. Gentleman has just referred and upon which much was said in the Committee proceedings, was that the procedure which it is proposed to adopt differs substantially from the procedure adopted in relation to coal and transport. As I have so often said, it does not follow that the procedure adopted in one nationalisation scheme is appropriate to another nationalisation scheme. In the case of the coal industry, where the colliery undertakings, for the most part, had possession of collieries, but with ancillary and subsidiary undertakings like coke ovens, brickworks and the like, it was desirable for many reasons that the companies should retain their identity for some time after the vesting date, and some of them are"still in existence, although I understand that many are now going into liquidation.
In the case of electricity it is quite different. Here is a series of undertakings dealing, not with a variety of projects, but with one—the provision and distribution of the electricity supply. As hon. Members know, we have set up an organising committee to make the necessary preparations for vesting day, when the transfer is to be effected, so that we shall not be caught napping when vesting day comes, but will be able to say that we shall no longer require the services of the existing private directors. That is the position. The right hon. Gentleman can say what he likes and use all the vituperation he likes in saying that what I have said is not true, although it is not necessarily vituperation to say that anything said by me is untrue. It is quite natural to expect it from the right hon. Gentleman, but I say that these are the facts of the situation, and I am going to ask the House to reject this proposal 312 In my judgment, it is not entirely but to some extent, a wrecking Amendment, and, if this proposition were accepted, it would hamstring the Bill.
§ 8.45 p.m.
§ Colonel Lancaster (Fylde)
I am sorry that the Minister was not present to hear some of the comments made by several hon. Members on his speech in the course of this Debate. The speeches today seemed to indicate, just as much as when this matter was discussed in Committee, that there was something of indecent haste in the way the Minister wanted to get rid of these boards of directors. Listening to his line of argument, one got the impression that their activities had been against the best interests of the industry. As I remember it, I think that the Minister, in fact, did advance that reason as the cause behind the desire to nationalise the electrical industry. He had previously suggested that it was efficiently run, yet, when it comes to the question of whether or not these directors are to remain in being—not paid, as suggested by the Minister, and not on behalf of their shareholders, but to carry out quite properly a function which they would desire to carry out to see that the industry or their part of it was* effectively and efficiently handed over to their successors— the right hon. Gentleman sees no reason for that. If the matter were to be limited merely to the managers or technicians, it would be like one battalion taking over from another in the line and wanting no advice except from the signals officer, and saying, "We are not interested in what the remainder of the officers of the battalion may know in regard to the general situation." There is no difference.
If the Government do not wish to avail themselves of the information, -guidance and help that would undoubtedly be forthcoming, they could turn it down, but to close their minds to it because of prejudice, and to deny to themselves and, in fact, to the nation the advantages they could procure by turning to the previous controllers of this industry, seems against the interests of the nation as a whole, whatever one's political views may be. Why should it be suggested that directors who for many years have carried out their functions and duties in a most conscientious manner would, at that moment, cease to continue their duties towards the industry which they have 313 for long so faithfully served? Indeed, if their advice or guidance was in any way unsatisfactory, it need not be acted upon. Whether it is that the Minister is unwilling to withdraw from the position which he very unwisely took up in Committee, I do not know, but it seems to me on this occasion that he has once again interjected into this matter—which is nothing more than administrative policy—a great deal of unnecessary prejudice. I think that he is very unwise to do that, and I hope that this Amendment will receive the support it deserves.
§ Mr. Pickthorn
Like my hon. and gallant Friend the Member for Fylde (Colonel Lancaster) I am a little sorry that the Minister was not able to wait to listen to any comment upon his speech, more particularly as it might rightly be said that a substantial part of it was devoted to setting up what purported to be the Opposition arguments and then an assumption that, of course, they fell down. In that portion of his speech I think the right hon. Gentleman was really less than fair to us. He omitted the fundamental, if not the most effective or skilful argument which has been put from this side. I would ask hon. Members opposite to bear in mind that they themselves may find cause for regret in this before many years have passed. The fundamental argument is this. They have come to power after two generations of propaganda in favour of socialisation with compensation, and it has been very frequently argued against them in the past that what they were offering was actually a figment, because if one nationalises on sufficiently a large scale, one cannot possibly have anything real with which to compensate. It is, therefore, of extreme importance to them that it should be made clear that they are compensating in this Bill. I am quite clear in my mind about the difficulty of Order. I do not propose to argue about the compensation part of the Bill.
What I am trying to argue about is the meaning of the word "compensation" itself, and whether that is or is not affected by this Amendment, and I submit that it is. Compensation has always meant, in logic and theory, and has always meant in our Parliamentary history, as could be shown by reading all the statutes right back to the beginning of the 18th century and earlier that when 314 the State takes away asset x from person A, person A receives something equivalent to asset x I hope that that is simple. If Subsection (I3)MS left in the Bill, then, with the partial exception of one earlier Act passed by this Government, for the first time in history that will cease to be true. Here it is proposed to take away x from one entity; the Government are purporting to compensate by giving something which one cannot pretend to be the equivalent of x to somebody other than the expropriated person, and the machinery for doing that is by providing that on the vesting date the company shall go out of existance. It lands the whole Bill in a position where it is not consistent with any previous general statement about nationalisation, or compensation for assets taken over by the State, and where it is not consistent with any previous use logical or chronological of the word "compensation."
What is the result? The result is a long list of Clauses—almost all those between Clauses 13 and 24. Almost all of those Clauses have had to be put in to try to bridge the logical gaps left by this essential and fundamental defect in the whole structure of the Bill. If any hon. Gentleman who was not on the Committee upstairs has taken the trouble—I do not suppose anybody has—to read through all our Debates, even allowing for prejudices on one side of the House or the other, he will agree with me that the only argument of the Government was, "Oh, well, we cannot see any other way of doing it." There was no positive argument for what was being done. There was no argument at all, except the assumption that His Majesty's Government want to take over these things and that this is administratively the easiest way to do it. I do not believe that can be effectively controverted, and if that is so I suggest that this House ought to accept my right hon. Friend's suggestion for the deletion of Subsection (13).
But I will also say to hon. Members opposite that if there is any truth, even only 48 per cent. of truth, in the case I have been putting up—I do not suppose for a moment that the case I have been putting will in those terms get down within 24 hours to the electors of Cowcadders, for instance, but in time I have little doubt that it will silt down that this Government have already made it 315 quite plain that really large-scale nationalisation is not compatible with compensation in any sense previously contemplated either by the English dictionary or by English law. If the people of this country do get that into their heads then that is the end of the Mensheviks opposite and the Bolsheviks, too, because I am sure the real Bolsheviks would not tolerate their support.
§ Mr. Harold Roberts (Birmingham, Handsworth)
This is a Bill to nationalise the electricity services. [HON. MEMBERS: "Hear, hear."] I am sorry to indulge in platitudes which appear to annoy the other side, but really one must suit oneself to one's audience, and hon. Members need reminding of this. A little time ago there was the Bill to nationalise the coalmines. Nationalisation means taking away from a man or a corporate body something which he has, and vesting it in the State.
§ Mr. Roberts
It may be a good or bad thing, but it is not a necessary corollary that the man should be condemned to death or the corporate body wound up. Indeed, the Minister has told us that, in the case of the coal companies, it was highly necessary that they should remain in being, and then he rather incautiously added that many of them are being voluntarily wound up. It is for the Government to show some particular convenience in doing this, not for the other side to show that the Bill will not work without it. A little amusement is welcome in these days, and I think that for the Minister to load a speech with insinuations and complaints of vituperation from the Opposition, and then to go out is really a very amusing effort. His speech was a campaign against directors as such. I admit they may be vile creatures, but I should think they have the ordinary rights of human beings—namely, to be responsible to their stockholders, who are perfectly capable in due course of winding up those companies if they think fit to do so. Why is that not done? The Minister has kindly told us—because to do it in that way would be fatal to the whole scheme, which is what he says this side wants. Why should it be fatal to the whole scheme? Fatal to the scheme, I suppose, because it leaves at large competent corporate bodies. I 316 feel grateful to the Minister for making not only an amusing but an instructive speech —very amusing, with smear tactics and envenomed attacks on this side, obstructing us in getting at his own motives.
§ Colonel Crosthwaite-Eyre
I think that hon. Members on this side of the House are rather at a disadvantage in discussing this Amendment because of the subsequent one on which we must not trespass; but if one is entitled to assume that the arguments which my right hon. Friend did advance were sound, then nothing can be more unconvincing than the speech the Minister made. What it really came to was, that arguments of the greatest possible import in the commercial world were worth no answer at all. Having made that ex parte statement for which he advanced no reason, he then went on to say that what we were interested in on this side of the House was to preserve the possible emoluments of directors; and he implied that the only directors we were concerned with in this House and elsewhere were the "guinea-pig" directors. He finished up by saying that, obviously, circumstances must change, and that what the Government might think equitable in the case of coal, would not be equally equitable, in their view, so far as electricity was concerned.
Surely, the one argument he advanced —which was that whereas coal had many ancillaries, electricity had none—is about the one argument he could not sustain for in the last two days we have already had arguments to the effect that the Government have found it necessary to put down special Clauses on this very thing, in order to ensure the continuance of the very ancillaries the existence of which the Minister now denies. Equally, have we not spent time earlier today in ensuring that these ancillaries can carry on, although the companies themselves may cease to exist? It does seem to me that a very great point of principle is involved here. The company as such is responsible for whatever may happen to those assets which it controls.
The Government are taking over those assets under terms of compensation which we shall be able to discuss later. I am afraid that if I were to go into that any further you would rightly rule me out of Order, Mr. Deputy-Speaker. It is most 317 unfortunate, because it is practically impossible to make one's argument. However, I hope I may be in Order in saying to the Financial Secretary that the essence of company law is that the company is a separate individual. I would only quote him the case of Saloman versus Saloman in 1897, which is apparently a textbook case for everyone indulging in this particular branch of legal practice. If that is so, the Government have no right whatsoever to disband a company until it has finished whatever affairs it may be responsible for. [An HON. MEMBER: "Why not?"] Because it so happens the 100 years of company law, as exemplified by this case, determine that that is so. If it is the intention of hon. Members opposite to throw over the whole of company law, let them say so. I know that is very easy; and the hon. Member for West Fife (Mr. Gallacher) would throw over anything. But we are still assuming in this House that law means something. Of course, if it does not mean something to hon. Members opposite, then that case goes. We are still assuming that it does. If that is so, the Government have no right whatsoever to effect, as they are doing, under Clause 13 a provision which is directly opposed to every principle of company law ever enunciated in this country.
I go one stage further. In Standing Committee B at the moment we are considering a new Bill designed to remodel company law. That law guards and protects every class of shareholder. At the moment, by dissolving the companies we are ensuring that none of those rights will; in fact, be satisfied. Is the Financial Secretary satisfied about that? How can we spend a great deal of time in one part of this building ensuring that the rights of every class of shareholder should be respected, and in another part wipe out that very right in three short lines, so far as the Government are concerned ? How can those two things be correlated? Is there any logical or justifiable reason for so doing? In the Standing Committee the Financial Secretary gave one very short reason. He simply said: "Here is a corpse. Jolly good show. Let's bury it as soon as possible." That was all he said. He reminded me of Macbeth who, when he was plotting the murder of Duncan, said with great éclat as he stood on the moonlit scene:'twere well it were done quickly.318 I think that sums up the position. That may be the position, but if it is the position, then let the Government come out openly and say that that is what they are doing; that they do not mind about company laws; they do not mind about precedents, or about the rights of shareholders. If they are just going to do it, let them bow and acknowledge the advice given to them by the hon. Member for West Fife.
The Financial Secretary advanced one other reason. He could not see any reason why directors should be kept alive to act as a post office. If that is so, then why does he, under another Clause, appoint a stockholders representative to fulfil the same functions? It simply does not make sense. As my right hon. Friend has said, half the Clause we are to discuss later would not be necessary if there were not these provisions in this Subsection. If the Government were acting on the basis that when they are taking over the assets of a company, the company has to be compensated for those assets, all these provisions about distribution of dividends, restrictive practices and so on would become unnecessary. The Government would take over whatever assets they found, and all the provisions, metaphysical and hypothetical, which I do not believe can ever be made to work, could have been avoided. As I have said, we could go back to the sound principles which have been British law for 200 years. This is the first time that a departure of this nature has been made, and it is the first time that the principles of company law have been flouted. I can only finish by quoting three more lines from the same speech by Macbeth:—But in these cases,We still have judgment here; that we but teachBloody instructions, which, being taught, returnTo plague the inventor.
§ Commander Galbraith (Glasgow, Pollok)
Like my hon. Friends, I cannot understand why on earth the Government have put in this Subsection. Someone has remarked that administratively it is the easy way out, but I think it is the difficult way out for the Government. It is most extraordinary the number of difficulties which have been brought about by introducing this Subsection. We have had no explanation as yet why the Amendment should not be accepted. The 319 right hon. Gentleman based the whole of his argument on the fact that no useful function would be served by a company remaining in being. That is simply not true. If hon. Members will look at Clause 18, they will see what a stockholders' representative has to do. The right hon. Gentleman rode away with his usual cheap gibes at the directors. Anyone who has dealt with the affairs of these large companies knows that they like to treat their employees in the best possible manner. That is particularly true in regard to the electricity industry. It has been the habit of many of these companies when men come to retire, to ask the shareholders to make certain payments to them.
By the provisions of this Bill the directors are prohibited from following that usual course. If the company were to be kept in being—remember that the Government are taking over only the assets—and the interests that had been earned up to the vesting date were coming in to be distributed, that money would be available to the company to do justice in the company's eyes to old and valued servants. That right is taken away from them. I am speaking from practical experience, and with knowledge of servants of the company of which I am a director, who are now about to retire. The whole tradition of that company has been to give remuneration to these men and to make recognition of the great services which they have rendered possibly over a lifetime, to the company. Will the right hon. Gentleman tell us how this is to be done in view of the provisions in this Bill, and the fact that the company is to be wiped out at the vesting date, although there is still money to come to the shareholders? If he will do so, I shall be grateful to him because that would relieve some of us of a great deal of anxiety.
§ Mr. Ungoed-Thomas (Llandaff and Barry)
Does the hon. and gallant Gentleman suggest that can be done even though the company has no functions to perform afterwards and would, therefore, have to be wound up?
§ Commander Galbraith
If the hon. and learned Member will look at Clause 18, he will see all the things that have to be done. I do not think that the House will want me to go over all the points in 320 this case, and all that the stockholders' representatives have to do, and all the things which have to be done by the directors of the company. Let me assume that the last dividend was paid on 1st January and the vesting date is 1st April. There will be money accumulating to the shareholders between those dates. That money goes to the shareholders' representative to be distributed among the shareholders. In normal events, it would come into the hands of the directors, and, if this Amendment were accepted, the company could decide whether there were men in their service to whom some of that money could be paid, and the shareholders would say whether they would like them to have it before the final distribution was made.
§ Commander Galbraith
It cannot be done if the company is being wound-up. The company distributes on the vesting date, and that is wrong from every point of view, including that of the Government. Therefore, I do not understand why they cannot accept this Amendment. I hope that the Financial Secretary will have something to say on this particular matter, and that the Government will think again concerning it.
The Financial Secretary to the Treasury (Mr. Glenvil Hal)
There is very little that I can say in addition to what has already been said by my right hon. Friend. It is true and we were aware in Committee upstairs, and have been made aware again tonight, that there is a certain amount of feeling on the other side because in this Bill we propose to put the companies out of existence as undertakings on the vesting date. It has been truly said that in other nationalisation Measures which this Government have passed, we have taken another course; but that is neither here nor there. [HON. MEMBERS: "Why not?"] We are not hidebound to one particular method. Here we have taken what we think is the commonsense way of dealing with this matter. What is happening is that not only the undertakings which belong at the moment to what I may describe as private companies, but also the area boards and other authorities of that kind, apart from the local authorities who do not come under this particular Clause, are all, on 321 the vesting date, to come under the Central Electricity Authority. In so far as the undertaking is a purely electrical undertaking it will go out of business.
Later tomorrow, if not tonight, we shall deal with a new Clause which the Minister has put on the Order Paper to meet the case of electricity companies which also supply gas or water, in addition to electricity. We shall make provision for companies of that kind, after they have split, if they wish to split, to continue in existence. There is a reason there why they should, because in addition to the electricity undertakings which pass to the Central Authority, there is something to look after which would necessitate a board of directors remaining in charge But here, as my right hon. Friend has said, there will be nothing left for the directors to look after. Many of the members of these boards of directors are keenly averse to this Measure.
§ Colonel Clarke
Is the right hon. Gentleman referring to holding companies with assets, or companies with assets abroad?
§ Mr. Glenvil Hall
I am referring to companies which will go out of existence. I do not want to labour this matter too long, because we have many Amendments to deal with yet, and my right hon. Friend has put the case concisely. There are two opinions about it, and Members opposite have every right to hold the view they do. But it was argued when the Bill was before us earlier that it would be best for all concerned that on the vesting date directors who had ceased to have any functions to carry out should go out of existence as directors. The hon. and gallant Member for New Forest and Christchurch (Colonel Crosthwaite-Eyre) made the valid point that under the Companies Acts directors have a right in connection with the assets of the company. But what he did not say was that under the Companies Act, 1929, provision is made for a company to go out of existence almost automatically if the directors cease to function for the purposes for which the company was brought into existence. I think it is under Section 295 of that Act that the Registrar can communicate with a company to ascertain whether it will continue in operation. After certain preliminaries, and letters passing to ascertain beyond any 322 doubt what the facts are, he strikes that company off the register automatically after three months. This Subsection gets rid of all that, and does the job in an easy and painless fashion.
§ Colonel Crosthwaite-Eyre
The provision which the right hon. Gentleman has referred to is a voluntary one, where shareholders themselves agree to the cessation of the directors' activities. It does not cover in any sense a forced acquisition as is here contemplated.
§ Mr. Glenvil Hall
That may be, but I do not want to get into technicalities with the hon. and gallant Gentleman. The point I was making is still valid.
§ Mr. Glenvil Hall
I have no desire to go into this matter further, as the Subsection puts it beyond doubt. The hon. and gallant Member for Pollok (Commander Galbraith) said that many boards of directors would like to stay on a little while to make some provision for old and valued servants who have served them over a long period of years. He will be glad to know, and the House will be delighted to know, that it will still be possible for those directors to do as many of them will desire to do—that is to make provision for old and valued servants in this way. There is nothing to prevent them from doing it before the vesting date, and neither the Minister nor any one else will raise any objection even if it does, to that extent, dissipate the assets of the particular undertaking. In addition, as the hon. and gallant Gentleman knows as well as I do, under Clause 48 (1) further provision is made for the granting and setting up of pension schemes for the people whom I am sure he has in mind.
§ Commander Galbraith
I thank the Minister for his courteous reply, but the 'other point does not arise.
§ Mr. Glenvil Hall
Very well, I will close on that note. As I say, I do not think that anything could be said from this Box which could satisfy the hon. Members opposite on that point. I can add nothing more to what has been said, and I must ask the House, if it will, to reject this Amendment.
§ Colonel Lancaster
May I ask the Minister to deal with a point to which I ad- 323 dressed myself? Does he not consider that it would be a benefit to those taking over the industry to have consultation during the transitional period, with those who previously controlled it?
§ Mr. Glenvil Hall
I think my right hon. Friend answered that point when he said that those who had technical knowledge, as many of them have, would be asked to co-operate when the authority took over the undertaking. Those who do not desire to do so would-disappear under this Subsection and I have no doubt that everyone would be glad that they were out of the way.
§ Mr. Sidney Marshall (Sutton and Cheam)
Can the Minister say what would be the effect of this Clause on a company which would have to pass to the electricity board and which also had an undertaking in another country?
§ Sir Arnold Gridley (Stockport)
May I ask the Minister one question? If the shareholders of a company desire to receive the Government scrip and wish that it should be held by the board for the purpose, perhaps, of borrowing a certain amount of money and investing it in other types of business, what right or
§ justification have the Government to say to a body of shareholders, '' You shall not deal with this British electricity scrip in this way"? Surely when a property is being paid off the board should deal with the compensation which should be held over by the shareholders as they think fit and not as the Government care to direct?
§ Mr. Hopkin Morris
I have listened to this discussion from the beginning, and in view of the Government's own argument I am at a great loss to understand why they do not accept this Amendment. The right hon. Gentleman the Financial Secretary admitted that there was something to be said for both sides. One reason why these bodies should continue after the vesting date is that there might be a dividend payable subsequent to that date. They should then distribute the money in their hands between that date and the vesting date according to the views the directors may hold about certain activities of the company. If that be the case and on the right hon. Gentleman's own argument, there is no reason why the right hon. Gentleman should not accept the Amendment.
§ Question put, "That the words proposed to be left out stand part of the Bill."
§ The House divided: Ayes, 284; Noes, 101.327
|Division No. 279.]||AYES.||9.25 p.m.|
|Adams, Richard (Balham)||Brown, T J (Ince)||Dodds, N N.|
|Adams, W. T. (Hammersmith, South)||Bruce, Maj D. W. T||Driberg, T E. N.|
|Allen, A. C. (Bosworth)||Buchanan, G||Degdale, J (W. Bmmwich)|
|Alpass, J. H||Burke, W A||Dumpleton. C W|
|Anderson, A. (Motherwell)||Callaghan, James||Durbin, E. F. M|
|Anderson, F. (Whitehaven)||Carmichael James||Ede Rt Hon. J C|
|Attewell, H. C.||Champion, A. J||Edwards, Rt. Hon Sir C. (Bedwellty)|
|Austin, H. Lewis||Chater, D.||Edwards, N. (Caerphilly)|
|Awbery, S. S.||Chetwynd, G. R||Edwards, W J 'Whitechapel|
|Ayles, W H.||Cobb, F. A.||Evans, John (Ogmore)|
|Ayrton Gould, Mrs. B||Cocks F. S.||Evans, S N (Wednesbury)|
|Bacon, Miss A||Collindridge, F||Ewart, R.|
|Baird, J.||Collins, V. J.||Fairhurst, F|
|Barstow, P. G||Caiman, Mist G. M.||Farthing, W J.|
|Barton, C.||Comyns, Dr L||Fernyhough E.|
|Beattie, J (Belfast, W.)||Corbet, Mrs. F K (Camb'well, N.W.)||Field Capt W. J|
|Bechervaise A. E||Corlett, Dr J||Fletcher, E G M (Islington, E.)|
|Benson, G||Corvedale, Viscount||Follick, M.|
|Berry, H||Cove, W. G.||Forman, J. C.|
|Beswick, F||Crawley, A.||Fraser, T (Hamilton)|
|Binns, J.||Crossman, R. H S||Freeman, Peter (Newport)|
|Blackburn, A. R||Daggar, G||Gaitskell, H. T. N|
|Blenkinsop, A.||Daines, P.||Callacher, W.|
|Blyton, W R.||Davies, Edward (Burslem)||Canley, Mrs. C. S|
|Bottomley, A. G.||Davies, Ernest (Enfield)||Gibbins. J.|
|Bowden, Flg.-Offr. H. W.||Davies, Harold (Leek)||Gibson, C. W|
|Bowles, F G. (Nuneaton)||Davies, Hadyn (St Pancras, S.W.)||Gilzean, A|
|Braddock, Mrs. E M. (L'pl. Exch'ge)||Davies, R. J. (Westhoughton)||Glanville, J E. (Consett)|
|Braddock, T. (Mitcham)||Deer, G||Goodrich, H E.|
|Brook, D (Halifax)||Delargy, H. J.||Gordon-Walker, P. C|
|Brooks. T J. (Rothwell)||Diamond, J.||Greenwood, Rt. Hon. A. (Wakefield)|
|Greenwood, A. W. J. (Heywood)||Mainwaring, W H||Smith, C. (Colchester)|
|Grenfell, D. R.||Mallalieu, J. P. W||Smith, H. N. (Nottingham, S.)|
|Crey, C. F||Mann, Mrs, J.||Smith, S H. (Hu'l. S.W.)|
|Grierson, E||Manning, C. (Camberwell, N.)||Solley, L. J.|
|Griffiths, D. (Rother Valley)||Manning, Mrs L. (Epping)||Sorensen, R. W.|
|Griffiths, Rt Hon. J (Llanelly)||Mathers, G||Soskice Mat. Sir E|
|Griffiths, W. D. (Mos Side)||moedland, H. M||Sparks, J. A|
|Guest, Dr L Haden||Messer, F.||Stamford, W|
|Gunter R J||Middleton, Mrs. L||Steele, T.|
|Guy, W. H.||Mikardo, Ian||Stephen, C.|
|Haire, John E. (Wycombe)||Mitchison, G. R.||Stewart, Michael (Fulham. E.)|
|Hale, Leslie||Moody, A. S||Stubbs, A. E.|
|Hall, W. G||Morgan, Dr. H. B.||Swingler, S.|
|Hamilton, Lieut.-Col. R.||Morley, R.||Sylvester, G. 0.|
|Hannan, W (Maryhill)||Morris, Lt.-Col. H. (Sheffield, C.)||Taylor, H. B. (Mansfield)|
|Hardman, D. R.||Morris, P. (Swansea, W.)||Taylor, R. J. (Morpeth)|
|Hardy, E. A||Moyle, A.||Taylor, Dr. S. (Barnet)|
|Hastings, Dr Somervilie||Murray, J. 0||Thomas, D. E (Aberdare)|
|Henderson, A. (Kingswinford)||Nally, W.||Thomas, I. O. (Wrekin)|
|Henderson, Joseph (Ardwick)||Naylor, T. E.||Thomas George (Cardiff)|
|Herbison, Miss M.||Neal, H. (Claycross)||Thomson, Rt. Hon G. R. (Ed'b'gh, E.)|
|Hewitson, Capt. M||Nichol, Mrs. M. E. (Bradford, N.)||Thorneycroft Harry (Clayton)|
|Hicks, G.||Nicholls, H. R. (Stratford)||Thurtle, Ernest|
|Hobson, C. R.||Noel-Buxton, Lady||Tiffany, S.|
|Holman, P.||Oldfield, W. H||Timmons, J.|
|Holmes, H. E. (Hemsworth)||Oliver, G. H.||Titterington, M. F.|
|House, G||Paget, R T||Tolley, L.|
|Hoy, J.||Paling, Rt. Hon. Wilfred (Wentworth)||Tomlinson, Rt. Hon G|
|Hubbard, T||Paling, Will T. (Dewsbury)||Turner-Samuels, M.|
|Hudson, J. H. (Ealing W.)||Palmer, A M F.||Ungoed-Thomas, L|
|Hughes, Hector (Aberdeen, N.)||Parker, J.||Usborne, Henry|
|Hughes, H. D (Wolverhampton, W.)||Parkin, B. T||Vernon, Maj. W. K|
|Hutchinson, H. L. (Rusholme)||Paton, J. (Norwich)||Viant, S. P.|
|Hynd, H. (Hackney, C.)||Pearson, A.||Walkden, E.|
|Hynd, J. B. (Attercliffe)||Peart, Thomas F.||Walker, G. H|
|Irving, W. J.||Piratin, P.||Wallace, G. D. (Chislehurst)|
|Jeger, G. (Winchester)||Poole, Major Cecil (Lichfield)||Wallace, H W. (Walthamstow, E.)|
|Jeger, Dr S. W (St. Pancras, S.E.)||Porter, G. (Leeds)||Watkins, T. E.|
|Jones, D T. (Hartlepools)||Price, M Philips||Watson, W. M.|
|Jones, P. Asterley (Hitchin)||Pritt, D. N.||Webb, M. (Bradford, C.)|
|Kendall, W. D.||Proctor, W. T||Weitzman, D|
|Kenyon, C.||Pryde, D. J||Wells P. L. (Faversham)|
|Kinghorn, Sqn.-Ldr. E||Pursey, Cmdr. H.||Wells, W. T (Walsall)|
|Kinley, J.||Randall, H E||West, D. G.|
|Kirby, B. V||Ranger, J||White, H. (Derbyshire, N.E.)|
|Lang, G.||Rees-Williams, D H||Whiteley, Rt. Hon. W.|
|Lavers, S.||Reeves, J.||Wigg, Col. G. E.|
|Lee, F. (Hulme)||Reid T. (Swindon||Wilkes, L.|
|Leonard, W||Rhodes, H.||Wilkins, W. A.|
|Levy, B. W||Robens, A.||Willey, F. T. (Sunderland)|
|Lewis, A. W. J. (Upton)||Robertson, J. J. (Berwick)||Willey, O. G. (Cleveland)|
|Lindgren, G. S||Rogers, G H. R||Williams, J. L. (Kelvingrove)|
|Lipton, Lt -Col M||Ross, William (Kilmarnock)||Williams, W. R. (Heston)|
|Logan, D. G||Royle, C||Williamson, T|
|Longden, F||Sargood, R||Willis, E.|
|Soollan, T||Wills, Mrs. E. A|
|Lyne, A W.||Segal, Dr S||Woodburn, A|
|McAdam, W.||Shackleton, E. A A||Woods, G. S|
|McAllister, G.||Sharp, Granville||Wyatt, W.|
|McEntee, V. La T.||Shinwell Rt Hon E||Yates, V. F.|
|McGhee, H G||Shurmer, P.||Young, Sir R. (Newton)|
|Mack, J. D.||Silverman, J. (Erdington)||Younger, Hon Kenneth|
|McKinlay, A. S.||Simmons, C. J.|
|Maclean, N. (Govan)||SKeffington, A. M||TELLERS FOR THE AYES:|
|McLeavy, F||Skinnard, F W||Mr. Snow and Mr. Popplewell.|
|Amory, D. Heathcoat||Clifton-Brown, Lt.-Col G.||Gage, C.|
|Astor, Hon. M.||Cooper-Key, E. M.||Galbraith, Cmdr, T. D|
|Barlow, Sir J.||Corbett, Lieut.-Col U. (Ludlow)||Gridley, Sir A.|
|Beamish, Maj T. V H||Crosthwalte-Eyre, Col 0. E||Grimston, R V.|
|Beechman, N. A||Crowder Capt. John E||Hannon, Sir P. (Moseley)|
|Bennett, Sir P||Cuthbert, W. N.||Hare, Hon. J H (Woodbridge)|
|Birch, Nigel||Darling Sir W Y||Harvey, Air Cmdre. A. V.|
|Boles, Lt.-Col. D C (Wells)||Davidson, Visecuntess||Headlam, Laut.-Col. Rt. Hon. Sir C|
|Bower, N.||Dodds-Parker, A. D||Henderss John (Cathcart)|
|Boyd-Carpenter, J. A.||Drayson. G B||Howard. Hon. A.|
|Braithwaite, Lt.-Comdr. J. G.||Drewe, C.||Hudson, Rt. Hon. R. S (Southport)|
|Bromley-Davenport, Lt.-Col. W.||Duthie, W. S.||Hurd, A.|
|Buchan-Hepburn, P. G T||Eden, Rt Hon A||Hutchison, Lt.-Cm. Clark (E'b'rgh W)|
|Butcher, H. W||Elliot, RI. Hon. Walter||Hutchison, Col. J. R (Glasgow, C.)|
|Byers, Frank||Foster, J. G (Northwich)||Jarvis, Sir J|
|Chennon, H.||Fraser, Sir I (Lonsdale)||Keeling, E. H.|
|Clarke Col. R. S||Fyfe, Rt. Hon. Sir D. P. M.||Lambert, Hon. G|
|Lancaster, Col. C. G.||Morrison, Maj. J. G. (Salisbury)||Smiles, Lt.-Col. Sir W|
|Longford-Holt, J.||Morrison, Rt. Hon. W. S. (Cirencester)||Spence, H. R.|
|Lennox-Boyd, A. T||Neven-Spence, Sir B||Sutoliffe, H.|
|Lipson, D. L.||Nutting, Anthony||Taylor, Vice-Adm. E A. (P'dd't'n, S.)|
|Low, Brig A. R. W.||O'Neill, Rt. Hon. Sir H||Thornton-Kemsley, C N.|
|Lucas-Tooth, Sir H.||Osborne, C.||Thorp, Lt.-Col R. A F|
|MacAndrew, Col. Sir C||Peto, Brig. C. H M.||Touche, G. C.|
|McCallum, Maj. D.||Pickthorn, K||Vane, W. M. F.|
|Macdonald, Sir P (I. of Wight)||Ponsonby, Col. C. E.||Wadsworth, G|
|Mackeson, Brig. H. R.||Raikes, H. V.||Walker-Smith, D|
|MacLeod, J||Ramsay, Maj. S.||Wheatley, Colonel M. J.|
|Macpherson, N. (Dumfries)||Rayner, Brig. R.||Willoughby de Eresby, Lord|
|Manningham-Buller, R. E.||Reid, Rt. Hon. J. S. C. (Hillhead)||Winterton, Rt. Hon. Earl|
|Marples, A E.||Roberts, H (Handsworth)||York, C|
|Marshall, D. (Bodmin)||Roberts, Maj. P. G. (Ecclesall)|
|Marshall, S. H (Sutton)||Ropner, Col. L.,||TELLERS FOR THE NOES:|
|Morris, Hopkin (Carmarthen)||Scott, Lord W.||Mr. Studholme and|
|Morris-Jones, Sir H.||Shepherd, W. S. (Bucklow)||Major Conant.|