Clause 33.—(OBLIGATION OF PERSONS TO NOTIFY COMPANY OF AQUISITION, CHANGES IN AMOUNTS OF, AND DIS- POSAL OF SHARES IN THE COMPANY CARRYING UNRESTRICTED VOTING RIGHTS.) (Hansard, 19 July 1967)

§ Mr. Jay
I beg to move Amendment No. 201, in page 36, line 40, to leave out paragraph (e) and to insert: (e) any such interests, or interests of such class as may be prescribed for the purposes of this paragraph by regulations made by the Board of Trade by statutory instrument; and a definition of a class of interests for the purposes of regulations made under paragraph (e) of this subsection may be framed by reference to any circumstances whatsoever.

§ Mr. Deputy Speaker (Sir Eric Fletcher)
I suggest that it would be to the convenience of the House to consider at the same time Amendment No. 82, in page 36, line 39, at end insert: (e) an interest in shares held by an insurance company (as defined in the Insurance Companies Act 1958) or a banking company approved for the purposes of this paragraph by the Board of Trade if the shares are held as a trustee or a personal representative.

§ Mr. Jay
Amendment No. 201 is really for the removal of doubt that might arise out of the present drafting of the Bill. Clause 33 requires anyone who is interested in 10 per cent. or more of the shares of any class of a quoted company's share capital to notify the company of his interest and of any change in it. Among the interests which may, however, be disregarded for this purpose 2360 are those in paragraph (e) of the subsection. They are as at present defined such other (if any) interests, being interests of a class, of persons of a class or of particular persons, as may be prescribed for the purposes of this paragraph by the Board of Trade.' This further Amendment widens the interests that may be prescribed. There could, I think, have been doubt as to whether the Clause would permit the prescription by the Board of Trade, for example, of interests of a class of persons of a class, or interests of a class of a particular person. The new version of the paragraph which I am now proposing removes this doubt by referring to any such interests, or interests of such class as may be prescribed; and by stating that the definition of a class of interests may be framed by reference to any circumstances whatever.
The Amendment also removes any doubt that there may be as to the meaning of " prescribed "—that is to say, about the method by which these classes would be prescribed—by using words which I think are entirely clear and explicit, prescribed by regulations made by the Board of Trade by statutory instrument.

§ Mr. Grant
We are grateful for what is obviously a sensible Amendment by the Government. I take it that this new and fairly broad subsection will include the sort of people we had in mind when we debated this in Committee—banks, insurance offices, and possibly solicitors who are trustees. I am satisfied myself that it is wide enough. My hon. Friend the Member for Crosby (Mr. Graham Page) is concerned that I mentioned solicitor trustees, but I think it is true.
This is a sensible provision, and our gratitude to the Government is tempered by humble and modest pride that we were the people who drew their attention to the point in Committee.

§ Mr. Graham Page
I want to ask the President of the Board of Trade about Statutory Instruments under this Clause. It is the same question I asked the Minister of State on previous Amendments.
Apparently, this is a type of Statutory Instrument which does not require to be laid before this House or to 2361 be subject to any Parliamentary procedure. This is very wrong in that the House will not be properly informed of the contents of such an Instrument. When an Instrument has to be laid before the House, it goes on the Order Paper and hon. Members can acquire the document and see what it does. But if the Board of Trade is merely directed to make an order by Statutory Instrument, the order can be tucked away in a pigeonhole and not disclosed to the House or the public.
It may be that there is some other Clause which requires the right hon. Gentleman to lay these Instruments before the House, and I hope that that is so. But paragraph (e) gives wide power. A Statutory Instrument made under it can be framed by reference to any circumstances whatever. It could say that under paragraph (e) shall come accountants whose hair is red or who wear brown suits or whatever it may be. This wide power should come under Parliamentary surveillance. Merely to make a Statutory Instrument without its coming before the House is a wrong procedure and I hope that the right hon. Gentleman will advise me that such is not the case here and that these Instruments will be laid before the House.

§ Mr. Jay
The hon. Gentleman has a way of looking a gift horse in the mouth whether or not it has red hair. I assure him that this is far from being a precedent to act by Statutory Instrument of a type which does not have to be laid before the House. It is a customary procedure in appropriate cases and we have not invented it.
I hope that I can relieve the hon. Gentleman's mind by assuring him that all Statutory Instruments, including these, have to be printed and published. They are therefore known to everyone concerned. There is no question of concealment or secrecy about what my Department will be doing.

§ Mr. Corfield
I am not clear to what extent this new paragraph (e) is an improvement on the existing one, which reads: such other … interests, being interests of a class of persons of a class or of particular persons, as may be prescribed … There is no provision in the Amendment for prescribing these interests in relation 2362 to a class of persons. The class of persons that springs to mind is that which includes banks and the public trustee acting as corporate bodies holding shares or debentures in trust for a multiplicity of beneficiaries. Surely the right hon. Gentleman is making his task of definition more difficult by leaving out any reference to an ability to make a definition by reference to a class of persons.