§ Mr. P. Thorneycroft
I beg to move, in page 8, line 28, to leave out subsections (5) and (6) and insert:(5) The particulars required by this section may be furnished by or on behalf of any person who is party to the agreement or, as the case may be, was party thereto immediately before its determination, and where such particulars are duly furnished by or on behalf of any such person the provisions of this section shall be deemed to be complied with on the part of all such persons.702 This is a consequential Amendment. We have included the relevant parts of subsections (5) and (6) in a new Clause which we discussed earlier. We propose to insert a new subsection (5). The purpose is simply to make explicit that the obligation to furnish particulars of agreements to the Registrar may be carried out by any one of the parties to the agreement. The obligation to register the agreement is discharged as soon as those particulars have been furnished. I think it better to state that in the Bill, because there was some discussion about it at an earlier stage.
§ 9.30 p.m.
§ Mr. Mulley
I want briefly to return to a point which was made earlier, namely, the fact that so far as we can sec the Bill does not sufficiently explain which party to an agreement is under an obligation to see that the agreement is registered and that the particulars are furnished, or whether all parties are under that obligation. As I understand the Clause, it very sensibly and explicitly provides that once one party has discharged the obligation all the other parties to an agreement are covered. Since the Bill also refers to wilful default in failing to register, however, I wonder what the Court will say when someone says, "It is true that I am a party to this agreement. but I was under the impression that the other party was going to register, and to the best of my knowledge and belief they have done so. I have done nothing about it because I did not think that it fell to me to do anything at all."
The Bill is not clear on that point, and I should like the President to give an assurance that, if possible, he will insert wording of the same clarity as we have in the Amendment, which states that the obligation is complied with once one party has registered. I hope that we can have a form of words which will throw the onus upon all the parties to an agreement until one party has discharged that onus.
§ Mr. A. J. Irvine
The President's treatment of this Amendment is extremely unsatisfactory. It is within the recollection of many of us that at an earlier stage in the consideration of the Bill we were pressing the point that it contained no clear provision setting upon the shoulders of any person or party a statutory obligation to register. On that occasion the 703 President said that we would reach this matter later, and that we could then consider what the Government were providing to meet the difficulty to which we had drawn attention.
That point has now been reached, and it has become quite clear that all that the Amendment does is to provide that anybody who is a party to an agreement is given a discretion about furnishing the particulars. To my mind that is entirely unsatisfactory. It will always be a defence to any such person, in default proceedings, to be able to say that he was sitting by and looking to his associates to take the necessary step. I pursue the point only because I regard it as one of substance. I would ask the President again to consider this matter and to make it quite plain upon whom the obligation rests.
It is all very well to say that it rests upon all the parties, but they cannot all be subject to the order provided for under Clause 15. They cannot all, in a corporate capacity, be made liable to the penalties provided for by the Bill. The President cannot be allowed to get away with the proposition that the obligation is laid upon all parties, when all that has been done is to make it clear to each component party that he may register. The position is not satisfactory, and is made rather worse, if anything, by the use of the expression "may be furnished" in the Amendment.
It will be the easiest thing in the world to present a substantial defence to any allegation under the default Clause, because the function of giving the particulars required by the Bill is made only discretionary upon the individuals concerned, and it is open at any time for any one of them to say that he was simply waiting upon his colleagues to take the step which he would have taken had he not believed that they were taking it.
§ Sir L. Ungoed-Thomas
During the Committee stage we had a most extraordinarily involved argument from the Parliamentary Secretary to prove that the parties to the agreement were the persons liable to register the agreement. The argument was that because there was a default therefore there was an obligation, and someone who was a party to the agreement must be liable under the obligation. That is a most extraordinarily 704 involved, intricate and, I may say, extremely doubtful proposition.
This Measure will have to be operated by secretaries of associations and of companies, etc. They want to know clearly where they stand. It should be made perfectly clear in the Bill on whom the obligation lies. My hon. Friend the Member for Edge Hill (Mr. A. J. Irvine) has just put forward what seems to me a very forceful consideration on subsection (5). His suggestion was that by use of the word "may" in subsection (5) the position is made even more doubtful and difficult. The words are:The particulars required by this section may he furnished by or on behalf of any person who is party to the agreement….We have here an express provision that they may be furnished by or on behalf of the party without any definite obligation that it shall be done except by the extraordinarily involved argument produced by the Parliamentary Secretary.
I gather from the President of the Board of Trade that the intention is, of course, not that there should be a mere option on the part of the parties to register the agreement, but a definite obligation. Therefore, in so far as these words of subsection (5) throw any doubt upon that, the right hon. Gentleman does not wish that to take place. I am sure he appreciates that in subsection (5) there are two definite and, although connected, nevertheless somewhat separate divisions, the first, that the particualrs may be furnished by or on behalf of the parties and, the second,where such particulars are duly furnished by or on behalf of any such person, the provisions of this section shall be deemed to be complied with on behalf of all such persons.If the right hon. Gentleman's intention is that there should be no doubt about this question of obligation, it would be desirable to provide that where particulars are dulyfurnished by or on behalf of any person who is a party to the agreement or, as the case may be was party thereto immediately before its determination, and where such particulars are duly furnished by or on behalf of any such person the provisions of this section shall be deemed to be complied with on the part of all such persons.In other words, making one provision only, providing for the exemption of other parties when some parties provide the 705 particulars instead of having two provisions which can be read separately and which have two distinct intentions.
There would be no difficulty about this wording if it were made quite clear in express terms in the Bill that there was an obligation on the parties to furnish the particulars. I still cannot understand why the President does not make it expressly an obligation on the parties to the agreement in terms which every secretary of a company or trade association can read and see for himself instead of leaving the matter in the mess in which it is now.
§ Mr. P. Thorneycroft
I will study again the arguments which have been addressed to me. I have drawn great benefit from the suggestions made by hon. Members on both sides of the House, and the drafting of this difficult Bill has been helped in that way. I do not think that there is any trouble about this, save a trouble which is inherent in the position, namely, that we cannot say that every party to every agreement shall register. That we cannot say—[HON. MEMBERS: "Why not? "]—because we should be inundated with registrations.
If the House will bear with me, I wish to put the real problem before hon. Members.
If we said that every party to every agreement shall register, we might get an agreement to which there were two hundred parties. All we want is to get the agreement registered, with the names of the parties, so that we know precisely what it is, and then it can be called up in the ordinary way. The Clause says, in subsection (1)Within the period specified in this section the following particulars shall be furnished to the Registrar….What we are here concerned with is to make plain that the obligation will be discharged if one of the parties has furnished the particulars. I think that is a reasonable and sensible arrangement to make.
I do not want—I am sure the House does not want—the Registrar to be flooded with masses of papers, all saying precisely the same thing, from two hundred parties to a particular agreement. I do not think that there is any real problem involved here, but I will look again at the points which hon. Gentlemen have made, in an earnest desire to see whether anything has escaped me.
§ Sir L. Ungoed-Thomas
Of course the right hon. Gentleman accepts that we do not want everyone to register; that would be a ridiculous provision. But there is at present no obligation in this Bill on anybody in any clear terms to register. Would the right hon. Gentleman consider this suggestion, which would entirely meet his difficulty, that subsection (1) should read —and I am putting in the Amendment I suggest—Within the period specified in this section the following particulars shall, subject to the provisions of subsection (5) hereof, be furnished by the parties thereto to the Registrar….That would mean that there was a definite obligation on all the parties, subject to the revision of subsection (5), and that the provision of the particulars by any party should discharge all other parties from the obligation.