§ Mr. John Prescott (Kingston upon Hull)I beg to move amendment No. 11 in page 5, line 17, at end insert—
'(5) The Secretary of State shall give directions to secure that if a majority of the total nominal value of the shares are sold there shall be voting and non-voting shares and that a majority of the voting shares are retained by the Secretary of State'.We now move to part II, which deals with the hiving off of another important public asset, the British Transport Docks Board. The amendment is designed to draw attention to the widely held view on the management and trade union side of the industry that the Government intended to hold a majority share in this company. In Committee it became clear that that was not as plain as many had thought, and a great deal of attention was directed to the words used by those who had been party to the understandings reached in discussions with the trade unions and the BTDB. The amendment expresses our view that if we are to go along the road of denationalising—"privatising", as it is called—the Government's original intention, as expressed on Second 200 Reading—to hold a majority shareholding—should be maintained for the life of the Government and not, as is now suggested, for a short period. We are utterly opposed to this proposed course, but here we are dealing with amendments to a Bill designed to privatise the British Transport Docks Board.6.45 pm
The idea that there should be a State majority holding is not simply part of the Opposition's ideological view that we should retain control. I would argue that case if it were necessary, but it is the Government's declared objective to maintain a majority shareholding. On Second Reading in January the Government made it clear that there was no lasting commitment to the principle of a majority shareholding. It was only in Committee that the Government attempted to justify the view that they had no commitment to hold a 51 per cent. share even temporarily.
Reading through the statements made in the press by Ministers and others, and by the trade unions, one sees that the Government's reason for maintaining a 51 per cent. holding was their desire to retain a happy mix of ports. Indeed, that reflected what was said in earlier debates, and it was certainly the understanding of the position that the trade unions gained from their meetings with the management of the BTDB.
We all know that the BTDB has a mix of highly specialised and general cargo ports, large and small, and that the group is successful, particularly in view of the crisis now facing the docks industry. The advantage of having a happy mix is that one is able to carry those ports having a difficult time because of a decline in a certain type of traffic. My own port of Hull is an example. In such a mix, some ports will be making a profit while others are having a less fortunate time. We readily accept the happy mix argument, but we do not think that such an arrangement should be limited to 12 months or 18 months, or two years. It is an arrangement that should not be broken. As I understand it, the Government themselves accept that argument for the selling of the first 49 per cent. of the shares.
The other reasons for retaining control are connected with the associated legislative problems and having a holding company so that it is easier to make acquisitions without going through the statutory obligations. This is what is known as the Felixstowe formula. We have heard of the influence of European Ferries. This is another example of the influence of the hon. Member for Dorking (Mr. Wickenden). Felixstowe was the only example of a holding company taking over a public asset that was maintained by statutory provisions. That example has been copied on a grander scale for the BTDB.
Another reason that the Government gave for wishing to retain a majority was that they wanted to prevent control going to organisations whose interests might be the breaking up of the company itself.
All those are legitimate reasons why we believe that the Government should continue to maintain a majority share. I now come to what we find controversial. On Second Reading the Government said that they wanted to keep 51 per cent. for longer than the short term that is now indicated—12 months, or whatever it is. Presumably, what determines the Government's view of the amount of time required is how successfully the first tranche of 49 per cent. is sold. Presumably, the Government will then consider whether to sell some part of the remaining 51 per 201 cent. As this is the acquisition of money by the sale of public assets, and as the Treasury clearly desires to acquire more and more money, the Government must be under pressure to sell anything that makes money, and this is a demonstration of that policy.
But I am bound to say that we should put on record here, as Sir Humphrey Browne, the chairman of the British Transport Docks Board, made clear in his minutes to the trade unions on 26 March meeting—I will not quote them because they have been quoted on a number of occasions in Committee—it was made clear, and it certainly seemed to be the view of the unions involved, that the Government would hold their 51 per cent. share, and certainly it was not necessarily envisaged that that would be for a short time.
Therefore, on 14 February, after the Second Reading debate, and certainly after the meeting of March 1980, when the Minister often said that his Second Reading speech came after March 1980 and therefore that was the more relevant statement to take into account—perhaps they decided to get some form of co-operation with the unions. To a certain extent that seemed to be achieved. As earlier, with the British Rail assets, they were convinced that one could acquire control with 30, 40 or 50 per cent., in the case of the BTDB they thought that their interests would be protected with a 51 per cent. holding, but that clearly has not been so. At any rate, it is our judgement that that will not be so.
What is more relevant is the fact that the paper that was circulated from the British Transport Docks Board on 14 February to all Committee members made it quite clear. It said that
the Board welcome the Government's assurance of a 51 per cent. interest as an ultimate safeguard against the domination of a single port user. Domination would be damaging to the business and to port users generally.That is a very clear statement why the board thinks that 51 per cent. should be retained. We feel that those interests are better served by keeping its assets in public ownership, but we think that it is a far better proposition to keep a 51 per cent. shareholding rather than a minority shareholding.That, basically, is our position. We are confirmed in that when one bears in mind the fact that the Government's intention—indeed, the purpose of this guillotine—is to rush the Bill through with the express purpose of obtaining money as quickly as possible. That is what the guillotine is about. It is nothing to do with filibusters. It is about how quickly we can get the Bill through before the summer, so that the prospectus can be launched to to the market and the money can be acquired. There is no doubt on the Labour Benches that that is the intention of the Minister. In all honesty, he probably admits to that as a policy—that the Government would sooner have the money in their pocket as quickly as possible, rather than hang about.
But I think it is clear—it is the view of many Labour Members looking at the various papers that have been exchanged between the BTDB, the Government and the unions—that the trade unions were clearly under the impression—as we were—that the Government meant to retain a majority shareholding. We think that the justifications put forward by the Minister for retaining the 51 per cent. are right, and are not limited by a time factor alone. We readily accept that the Government cannot give a time factor beyond their own period of office, but the Government are saying that they give a commitment of less than that. There will be only a 12-month period before 202 the 49 per cent. is sold, and then we shall embark upon the second tranche of selling involving the 51 per cent. that remains in the hands of the Government.
Whatever proportion the Government decide to release, the first dilemma will inevitably arise from the fact that if the company wishes to raise money and the Government are not prepared to assist, and will offer only the prospect of a further share issue being agreed to, it will water down the proportion of shares held by the Government, certainly if they are voting shares. So even the 51 per cent. is not necessarily guaranteed if the Government do nothing. There is no guarantee unless the Government say "We will not allow any more than 49 per cent. of the shares of this company to be acquired by private interests."
That is the view that we hold. We have expressed it in regard to the shares here and we have said that in the nomination of those shares it should be made absolutely clear that the majority of the shares will be retained by the Government.
In conclusion, I would say that our concern is not only over action about minority interests, as we saw in the case of the Liverpool affair—though we will come to that on a later amendment. The possibility is that there will be a subsidiary development, which could lead to a break-up at the ports. I have received a letter from the Minister about the point that I raised in Committee, on the question whether it was possible for a port authority to go in with another holding company, separate off one of the docks and set up a separate port company.
We fear that that may happen. The Minister admits that that is a possibility, though he does not feel that it would interfere with the docks scheme. I suggested to him that if he did that he would be lighting a powder keg. I am bound to tell the Minister that his assurance is not very comforting, seeing that he has already brought before the House a Bill that directly intervenes in the scheme system by differentiating between the various redundancy schemes. No one any longer believes that he will not interfere with the scheme, whatever his declared intentions are. But no doubt we shall have opportunities to debate those points at later stages, after the recess.
Our amendment is clear. We believe that if the Bill is accepted in its present form it will mean the denationalisation of the British Transport Docks Board. The provision requiring the Minister, on his own judgment, to retain a majority shareholding is there for the security of the maintenance of these 19 ports. We feel that that is necessary to the life of the ports, and therefore we seek by the amendment to make sure that the Government do not intend to back down on their promise. We are moving the amendment tonight to correct the position.
§ Mr. James Hill (Southampton, Test)We went into this problem of the 51–49 per cent. shareholding several times in Committee, so there is no reason to suppose that the debate will go on for overlong this evening.
In the Second Reading debate I said that both the British Transport Docks Board management and the unions were speaking as one in their inclination in favour of a maximum spread of shares into as many hands as possible, and in Committee my hon. and learned Friend gave me hope that if he gave a very favourable share issue scheme to employees in the ports it could well come out of the 51 per cent. Government holding. I was perfectly satisfied 203 with that, because I think that the flotation will be a tremendous success if as many hands as possible end up owning shares.
To my mind, the dangers that are being spread by the Opposition—that there may be some vile person who will get hold of large blocks of these shares, or may even form some consortium to hive off a port—would become as dust, as it were, if the shares were spread as thinly as possible throughout all those who are interested in shipping, and particularly the employees in the 19 ports.
I said in Committee, and I say it again tonight, because I would like further confirmation—though he virtually confirmed it on the Transport (No. 2) Bill the other evening—that when my hon. and learned Friend and my right hon. Friend sit down to work out the flotation scheme for the shares—and there will obviously be a very involved discussion—the allocation of shares to the work force may follow very much the line adopted in the British Aerospace flotation, when the shares were on offer for sale to the public at between 48.37 and 50 per cent. of the issued ordinary shares of British Aerospace.
The scheme there was almost a reward for the success that British Aerospace had had, and I hope that there will be equal reward for the success that the British Transport Docks Board—now Associated British Ports—has had. It has done remarkably good trading, showing incredibly good profits. Consequently, we should like to think, certainly on the Government side of the House, that a favourable employee share scheme can be evolved.
I remind my hon. and learned Friend—I believe that he has the figures in front of his eyes now—that all eligible employees of British Aerospace are being offered 33 free shares, worth about £50, under the British Aerospace share ownership scheme. In addition, the Government arranged for a total of approximately 2 million shares to be made available to eligible employees for the purchase at the offer price. For each share purchased the employee will receive another free share, up to the maximum of 600 shares per employee, subject, of course, to scaling down if the total applied for exceeds the number available.
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To put the matter in a nutshell, there was a £50 bonus for good results, plus an incredibly generous one-for-one free offer, and I think that the flotation for British Aerospace was an enormous success. It was over-subcribed, I believe, something like four or five times. If my right hon. and learned Friend gets this flotation right, clearly this, too, will be a tremendous success.
The doubt that has cropped up in many people's minds arises from the fact that the whole of the structure—the flotation—has of necessity to be done after the Bill is enacted. I understand that. It is not much good setting up a flotation scheme if we are not sure that the Bill will be accepted by both Houses of Parliament. The other evening my hon. and learned Friend gave me the strong impression that the thoughts that I have reiterated, perhaps too often, were useful.
If we respect the work force and want to involve it, and if we do not want consortia to take over, or one shipping company virtually to dictate the entire policy of 19 ports, this is the most painless and equitable way of dealing with the flotation.
204 The amendment tinkers with what, after all, will be a matter of consultation when the flotation is made. Once the Bill becomes an Act, the less interference with the market place and the mechanism that must switch into operation, the better. At this stage it is essential to have the minimum of Government intervention. We are to have this 51 per cent., or perhaps a little less, if the share issue is generous to the employees. I repeat that to my mind employees mean everyone who obtains a livelihood from the 19 ports. Then the public would not feel that the docks labour force meant a restricted number of people.
In the case of Southampton, where there are 1,700 stevedores, I should like to think that all the ancillary workers within the port, probably numbering 4,000 or 5,000, would be eligible not only for the free share issue of £50 but for the one-for-one free issue if they were prepared to put their money into their own place of work. I am sure that most of them will, and that the flotation will be an enormous success.
§ Mr. R. C. Mitchell (Southampton, Itchen)As someone who was not a member of the Committee, I want to say a few words on the matter, and also to ask a few questions.
If we are to sell the shares in the British Transport Docks Board, I agree that the first priority for such sale should be the people who work in the docks, be they dockers, stevedores, or ancillary workers. A substantial part of the shareholding should be allocated to them. I am not sure that the British Aerospace scheme is a particularly generous one. The hon. Member for Southampton, Test (Mr. Hill) appeared to consider the scheme full of generosity. A £50 gift of shares to each employee does not seem generous. I should like to see that amount substantially increased if there is eventually to be a sale of shares, which clearly there will be.
I read in my local newspaper that there is to be a free gift of shares, but I do not know whether an official announcement has been made. I have tried to find out whether the Minister made such an announcement. The newspaper says that there is to be a £50 allocation of shares to each port employee, plus a one-for-one scheme after that. Perhaps the Minister will tell me when he announced the scheme. I hope that the Minister will not go back on it now, because once such a scheme has been announced—indeed, once it has been read about by all my port employees—if the Minister goes back on his announcement it will cause the Government a great deal of trouble.
I assume that some have prior knowledge of these matters and that the scheme will go through. I hope that a minimum of a £50 gift and then a one-for-one scheme will be carried out. I should like to see a better scheme than that. I hope that when the Minister replies—
§ Mr. MitchellI shall not give way. I did not interrupt the hon. Gentleman when he was speaking, so perhaps I may continue.
I know that in a sense this matter arises on the next amendment, but one of the big fears of both employees and management is that no one group gets hold of the BTDB. If a shipping companies' consortium, which is dealt with in the next admendment, or any other group could obtain a large enough block of shares it might be able to direct 205 and influence policy. That would be a dangerous situation. If a large finance company bought a large block of shares it could direct the operations of the ports.
I submit that it is essential that in the British Transport Docks Board we have a professional management. We may query its decisions from time to time. All of us have done so. Nevertheless, on balance the BTDB has good professional management. I should not like to see that management unduly influenced by outside commercial interests. I hope to hear an assurance on that issue.
I have two technical matters to raise. If we are to have, as I understand is to be the case, according to the Press, the employee participation scheme, does that come out of the 51 per cent. or out of the 49 per cent? Does it come from the 49 per cent. available to everyone, or is it the Government's intention to take it out of the 51 per cent?
Secondly, will the employee participation shareholding be a voting or a non-voting shareholding? If it is to be a voting shareholding, there is a strong case for it. To have voting shareholders consisting of those who actually work inside the industry will mean that we are moving slowly towards the idea of worker participation or even worker control of the industry. I suspect that the shares to be held by employees will not be granted a vote.
I therefore ask the Minister, first, is there to be an employees participation scheme, as announced in my local newspaper? What is the scheme to be? Is it to be similar to the miserable British Aerospace scheme, or will it be a better scheme? Will the shares be voting or non-voting, and will they come out of the 51 per cent. or the 49 per cent?
§ Mr. CowansI listened with interest to the hon. Member for Southampton, Test (Mr. Hill). He made great play about having a good story, and he implied that he should tell that story. I remind him that Hans Christian Andersen had a number of good stories and continued to tell them, but they were all fairy tales. When I listened to the hon. Member, I was reminded of those fairy tales, because every worry that he had was still inherent in spite of the nod from the Minister on the Front Bench. Nods do not remove fears. It is quite possible to have a workers' share scheme with non-voting rights which gives the workers very little control over their own destiny.
Amendment No. 11 was dealt with adequately by my hon. Friend the Member for Kingston upon Hull, East (Mr. Prescott), because it sought to retain the 51 per cent. There is, however, another aspect of that. If the hon. Member for Test cares to cast his mind back over the reports of the 60 or so Committee sittings he will recall that there were great deliberations concerning the fact that, having retained 51 per cent., the Government, via the Minister—these great upholders of the taxpayer's purse, these watchers over the public interest and over the taxpayer's money—were not even going to put in directors.
Therefore, it follows as night follows day that even though 51 per cent. of the shares is retained, the tail will wag the dog in the sense of the other, private capital, because directors will not be put in to have their say. The fact that directors will not be put in means that there will be virtually no control, although lip service is paid to the fact that there will be a 51 per cent. retention.
§ Mr. Stanley Cohen (Leeds, South-East)May I take up the point about the people who describe themselves as 206 watchdogs of the public purse? Apart from the Minister, there are merely four hon. Members present on the Government side who, one might say, are in the position of being watchdogs. In an important issue like this one would have thought that on both sides of the Chamber—although we on this side have the greater representation—more hon. Members should be taking an interest.
§ Mr. CowansMy hon. Friend adds even greater validity to my point. At least, those few hon. Members are listening, but if directors are not put in there will not be anyone who can listen. It is Conservative Members who are supposed to be looking after the taxpayer's purse and concerned about public expenditure, yet when they have the opportunity they do not put directors in to safeguard that interest. That is the morality of the situation.
Amendment No. 11 seeks to go further than my hon. Friend, because it refers to
a majority of the voting sharesbeingretained by the Secretary of State".I am well aware that the retention by the Secretary of State of the voting shares does not make him go along with our ideas, because he has already said that he will not put any directors in. He wants the private sector—the minority shareholder—to run the business. If he does not exercise his right with the 51 per cent. of voting shares we shall see clearly where the blame lies. It is important that we should recognise this and even more important that people outside should be aware of the paper-thin case that the Minister makes for keeping the 51 per cent. but not exercising control. The constituents of the hon. Member for Test and of my hon. Friend the Member for Southampton, lichen (Mr. Mitchell), the people who work in the industry, will be keenly interested in the fact that the 51 per cent. holding will give no control whatever.There is nothing in the Bill to prevent any person from buying up the remainder. It would have been more appropriate if those who are so worried that they are shedding crocodile tears about the workers in the industry had exerted their influence to make the Government undertake their obligation and put in directors. The private interests could buy up the minority holding, and because directors are not put in those private interests will be in charge.
Perhaps at last, after a long period, we might by some quirk of fate touch the Minister into saying that he will put in directors and will exercise his obligation to the House and to the country to look after the money and watch over our interests while he retains the 51 per cent.
§ Mr. Edwin Wainwright (Dearne Valley)I wish to say a few words about the amendment and the clause. It is obvious that once again, by their stealth, the Government are stealing the plums from our nationalised industries on every possible occasion. The clause does not say that they will take over all the docks throughout the country; they will take over only one or two. That is the implication. The best will be taken over. Those that are not too good will be left for nationalised industry to look after.
It is obvious what the Government are doing for their friends. In every Bill that comes before the House affecting the nationalised industries they are making certain that they can take away from those industries the 207 subsidiaries and parts that it is worth while for private enterprise to run because they can be profitable. That is the ultimate determination of the Government in almost every sector of the nationalised industries, and here we get it again, in this case with the docks. It is disgraceful. It is suggested that the Secretary of State will retain a 51 per cent. holding but that there is to be no responsibility on the part of the work force about how the docks are to be run.
The country is suffering from bad relationships between management and the work force. There is nothing that we can expect from the Government that will encourage improved industrial relations. Why do they not seize every opportunity to improve industrial relations in the docks? It is because they are not interested. They think of turning over the plums to private enterprise so that their friends will make a profit, and the rest of the industry does not matter. Hon. Members on the Government side may smile when I say that, but it is disgraceful that on every possible occasion the Government seek to take away from the nationalised industries the most profitable sectors.
What guarantee shall we have? If the shares are sold to a company, possibly to a multinational company—[An Hon. Member: "Tiny Rowland."]—which takes over, what power will the Secretary of State have? What worries me is how the Secretary of State decides what is to happen. I do not think that he will have any power to decide. He will make certain that this section of the docks will be run solely by private enterprise, no matter who it is or to whom it belongs, and, therefore, the rest of the docks which are not profitable will be the responsibility of the State, so that the Government can denigrate nationalisation in every possible instance. They are doing it on every occasion when a Bill involving a nationalsed industry comes before the House.
I would not have spoken, but this sort of thing is direct proof that the Government are looking after a section of our society and are not too troubled about society as a whole. In my opinion they ought on every occasion to try to make certain that we improve the relationship between management and the work force so that we can have greater efficiency and greater production, and a more efficient running of our industries. But here, once again, they make certain that we carry on with our present method, which really is a disgrace to our nation. Industry in this country is probably the worst run of all the industries of Western European nations.
I will say no more, but I hope that the Government will make certain that the amendment is not agreed to, and that they return to a more reasonable attitude towards the dockyards.
§ Mr. Stephen Ross (Isle of Wight)I do not wish to detain the House for more than a minute or two, but there is one question that I want to put to the Minister. First, I support the hon. Members for Southampton, Itchen (Mr. Mitchell) and Southampton, Test (Mr. Hill). If there is a workers' shareholding scheme in this I am all for it, but it has to be spelt out, and we would like to know tonight, if possible.
Is it possible for Associated British Ports to purchase the holdings of British Rail port authorities that are covered by clause 2? I am very concerned about what may happen to places like Fishbourne, in the Isle of Wight, if 208 it happens to get sold off to somebody who is very bloody-minded. It is important that Sealink services and, for that matter, any shipping line, should have good relationships with the ports to which it is delivering its passengers and its goods. If these are hived off in all sorts of different directions some very odd things may happen, and the people who will suffer will be the local residents—the consumers, so to speak—who will be taken to the cleaners. I should like to know whether that transaction is possible.
Apart from that, I welcome the idea that there is to be a scheme; I hope that there will be a scheme and that the dockyard workers and everybody in Southampton and the other ports will have a chance to own shares.
§ Mr. SheermanI appreciate that the Liberal Party is interested in workers' participation and schemes for share ownership, but does not the hon. Member agree with me and with other Opposition Members that if we are going to have workers' participation we should not con the workers? It has to be a meaningful share participation; not just the ownership of shares, with no real participation in the work of the company. The participation should include a voice on the board. At the moment we see a large amount of Government participation that calls itself participation but provides no power on the board, and nothing but paper share-ownership.
§ Mr. RossI share the hon. Gentleman's views. That is why I asked for the position to be spelt out when the Minister replied. I feel that the 51 per cent. holding by the State is probably right, but I can be converted on that.
§ Mr. HillDoes the hon. Gentleman agree with me that every shareholder should have exactly the representation that his shares entitle him to? If 2 per cent. are sold to employees their representation should be the same as that of any other shareholders with equal amounts.
§ Mr. RossI have never held shares in my life, so I am not an expert on the subject. All that I am trying to say is that it must be a meaningful block that goes to those workers, and they must be given the opportunity to purchase. If they do not take up the shares I accept that that is their fault, but it must be a large enough block, it must be well advertised, and the workers must know what their opportunity is.
§ Mr. Kenneth ClarkeWe covered the 51 per cent. point frequently in Committee. I have to begin by saying that I dealt with it often enough in Committee for our position to be clear. Throughout there has been clarity about our policy towards the British Transport Docks Board.
First, on the point raised by the hon. Member for Kingston upon Hull, East (Mr. Prescott), we recognise that the British Transport Docks Board has been a highly successful business and that it has a well balanced collection of ports at the moment. There is no intention whatever of breaking up or disrupting the present business. We achieve that in the Bill by ensuring that it re-emerges as a new entity—the new statutory corporation to be known as Associated British Ports. That will remain one business. It will be the obvious successor to the British Transport Docks Board and will be a statutory corporation, with all its powers and duties set out in the Bill. Our first aim was not in any way to break up or damage the present successful track record of the board.
The second aim was to denationalise the company in order to obtain for it the advantages of the private sector, 209 which at the moment it is denied. I know that we do not have time this evening to go over the full ideological debate. There is a gap between us. I am not able to understand why sections of the Labour Party regard it still as such a shibboleth that major trading undertakings of this kind should be nationalised within the State sector. There are limitations so long as companies remain in the public sector, because of ministerial involvement in key decision-making, and there are also limitations because of the Treasury controls over access to private capital for investment and for other purposes that do not date merely from this Government but that in their present form were introduced by the Labour Government in 1976 and that will inevitably be exercised by any Government over the private sector.
So, in order to denationalise this company and to make it take on the character of a private sector company henceforth, we are making Associated British Ports, the statutory corporation, a wholly owned subsidiary of a Companies Act holding company. That holding company will be set up on the appointed day by the Secretary of State, but the denationalisation will come when he sells—we hope later this year—49 per cent. of his shareholding in the company. He will sell only 49 per cent. of his shareholding, but at that point the company will become a private sector company, because we have made it clear that although he will continue to retain a 51 per cent. holding he will not appoint directors and he will not seek to exercise control; it will be a dormant holding following the precedents of British Petroleum and other companies in the past.
The 51 per cent. is merely the holding that the Government will retain, and the retention of that 51 per cent. does not affect the basic position of the holding company, which is that control over the company will pass from my right hon. Friend and the Government to the private sector investors who acquire an interest.
At the moment, the precise timing and form of that flotation or sale of the shares has not been determined; we hope to get on to it in the reasonably near future but I am not at the moment in a position to announce exactly when we will produce the prospectus, or how we will dispose of the 49 per cent. interest. However, I can assure my hon. Friend the Member for Southampton, Test (Mr. Hill), and also the hon. Members for Southampton, Itchen (Mr. Mitchell), Isle of Wight (Mr. Ross) and other hon. Members that the Government are favourably disposed to the idea of employee shareholdings.
The major flotation that has occurred so far in this Government's policy of denationalising and giving these great trading companies access to private capital is the flotation of British Aerospace. I cannot commit myself at the moment to say that if we float later this year we shall follow exactly the British Aerospace pattern, but that flotation itself was a Government-inspired and controlled flotation. Certainly, we welcomed the opportunity to give employees the chance to participate in the company in that flotation, and if the opportunity occurs with the British Transport Docks Board we would obviously prefer to do that.
I am talking at the moment about the disposal of a 49 per cent. interest in the holding company. If, when we dispose of that interest, it proves practicable to do so, within that 49 per cent. I would hope that a reasonable and acceptable shareholding scheme for employees can be devised.
§ Mr. R. C. MitchellIs the Minister saying that he has not decided at this moment to give a £50 free shareholding to each port employee? My local newspaper reported that he had so decided. Is he now telling me that he has not yet decided that?
§ Mr. ClarkeI am saying that we have not decided that. I do not read the Southampton newspapers with the regularity that I should. I have not given any interviews to the Southampton newspapers, either. What I can say is that we would hope that, if it proved possible, there would be a generous and reasonable employee shareholding scheme when the flotation took place.
The British Aerospace shareholding scheme has proved to be perfectly well worth looking at. That was Government flotation. It was the first company in the held in terms of denationalisation. If there is an employee shareholding scheme, as I hope there will be, it is not the case that employees will, have a lesser quality of shares—non-voting shares as opposed to voting shares, for instance, which was the fear expressed by the hon. Member for Newcastle upon Tyne, Central (Mr. Cowans). The rules applying to employee shareholdings specify that one should not have a particular category of shares confined to the employee with different voting rights as compared to other shareholders. We would expect that any employee shareholding scheme, if it proved possible to set one up, would provide participation absolutely on a basis of equality with other shareholders.
§ 7.30 pm.
§ Mr. CowansThe Minister has raised an important point. As he is a member of the legal profession, I could not ask anyone better to answer this question. In a hypothetical case, whilst the Government own 51 per cent. of the shares in the holding company and do not put in directors, if the holding company breaks the law who is responsible, given the fact that the Government are the largest shareholder, at 51 per cent., even though they do not exercise their option?
§ Mr. ClarkeI will not go into hypothetical questions about what would happen if the company breaks the law. Normally, if a company breaks the law that company is liable, and directors who took an executive role in any criminal or unlawful acts may well be liable, but the shareholders are not liable to find themselves in the dock for any unlawful activities on the part of the company.
Given the track record of the British Transport Docks Board, I do not think that the prospects of its breaking the law should loom large in our discussions this evening. In fact, it is likely to be a responsible and successful business. I have already said that if employee shareholdings come in, as I hope they will, we shall not have a separate category of non-voting shares for the employees.
The amendment deals with the question of voting and non-voting shares. No final decisions have yet been taken about the financial structure of the holding company when it is set up. Subsection (2) gives the Secretary of State wide powers to determine the financial structure when it is created, and we expect that a mixture of shares and securities will be created to meet the needs of the moment and, in particular, the needs of the holding company and the needs of the flotation.
Non-voting shares are now rather unpopular. It is not very often that one gets them in the private sector. Again, 211 we have not determined the final financial structure, but I think that I would not be going too far if I said that I should be surprised if we had any non-voting shares at all when we set up the holding company on the appointed day later this year. It is more likely that we shall have one category of voting share only. We would dispose as soon as reasonably possible of 49 per cent. of whatever shares are eventually created.
I would make it clear, as I tried to make it clear in Committee, that for the forseeable future we accept that we have undertaken to retain 51 per cent. My right hon. Friend has an understanding with the British Transport Docks Board—an understanding that has been transmitted to the work force—that the present policy of the Government is to retain 51 per cent. It shows our continuing confidence in the business. It will help to ensure continuity, and so on. I understand that the assurance has been generally welcomed by both sides of the docks industry.
Where we differ from the Opposition—we differ again on the amendment, which is merely a fresh way for the Opposition to put their point—is that we are not undertaking to bind our successors for all time. It is not that we are planning at any early stage to start moving on and selling off any of our 51 per cent. In all the explanations that I have given I recall no occasion on which I have indicated that after, for instance, 12 months we might be moving on to sell a second tranche of shares.
As the hon. Member for Kingston upon Hull, East said, that is not our present intention. At the moment our plans are to retain 51 per cent. for substantially longer than 12 months. As I said on Second Reading, there is no special merit about the figure 51 per cent. It is quite unnecessary to bind our successors, and we certainly do not want rigid statutory rules laid down. If the flotation is a success, I visualise that in a few years' time everbody on the British Transport Docks Board will be totally relaxed on the question of how great an interest the Government want, and nobody will see the tremendous idealogical problems and political fears that are now being expressed by the Opposition.
However, other circumstances might arise in which any Government—this Government or any successor Government—did not want to retain 51 per cent. Let me cite examples that I have already given. Let us suppose that the new company wishes to raise capital by offering a rights issue to its existing shareholders. The Government of the day may not wish to take up such a rights issue, and inevitably their 51 per cent. holding will drop. On the other hand, as my hon. Friend the Member for Test is always pressing, a situation may arise in which the Government wish to impose or enlarge the employee shareholding scheme. It may well be that any such later improvement will come out of the Government's 51 per cent. holding, as opposed to the 49 per cent.
We do not wish to bind our successors. We see no need to do so. We see no need for statutory requirements. It is our policy to retain 51 per cent. for the foreseeable future, but the 51 per cent. will not be used by my right hon. Friend in such a way as to exercise control over the company. It will be a private sector company, free from ministerial controls and from Treasury restraints over access to capital. Nevertheless, it will be a statutory corporation essential to the British ports and will be the 212 natural successor to the British Transport Docks Board. I believe that it will have the success that the BTDB had in the past. In fact, I believe that the possibilities of success are improved by the policy change we are putting forward. The fears in the docks are groundless. I hope that this debate has helped to clarify the position and make it clear that arguments about 51 per cent. are particularly wide of the practical point.
§ Question put, That the amendment be made:—
§ The House divided: Ayes 216, Noes 293.
215| Division No. 157] | [7.37 pm |
| Abse, Leo | Field, Frank |
| Adams, Allen | Fitt, Gerard |
| Allaun, Frank | Flannery, Martin |
| Anderson, Donald | Fletcher, Raymond (Ilkeston) |
| Archer, Rt Hon Peter | Ford, Ben |
| Ashley, Rt Hon Jack | Forrester, John |
| Ashton, Joe | Foster, Derek |
| Atkinson, N.(H'gey,) | Foulkes, George |
| Barnett, Guy (Greenwich) | Fraser, J. (Lamb'th, N'w'd) |
| Barnett, Rt Hon Joel (H'wd) | Freeson, Rt Hon Reginald |
| Booth, Rt Hon Albert | Garrett, John (Norwich S) |
| Boothroyd, Miss Betty | Garrett, W. E. (Wallsend) |
| Bottomley, Rt Hon A.(M'b'ro) | George, Bruce |
| Bradley, Tom | Gilbert, Rt Hon Dr John |
| Bray, Dr Jeremy | Ginsburg, David |
| Brown, Hugh D. (Provan) | Golding, John |
| Brown, R. C. (N'castle W) | Gourlay, Harry |
| Brown, Ron (E'burgh, Leith) | Graham, Ted |
| Buchan, Norman | Grant, George (Morpeth) |
| Callaghan, Rt Hon J. | Hamilton, W. W. (C'tral Fife) |
| Callaghan, Jim (Midd't'n & P) | Hardy, Peter |
| Campbell, Ian | Harrison, Rt Hon Walter |
| Campbell-Savours, Dale | Hart, Rt Hon Dame Judith |
| Canavan, Dennis | Haynes, Frank |
| Cant, R. B. | Heffer, Eric S. |
| Carmichael, Neil | Hogg, N. (E Dunb't'nshire) |
| Carter-Jones, Lewis | Home Robertson, John |
| Cartwright, John | Homewood, William |
| Clark, Dr David (S Shields) | Hooley, Frank |
| Cocks, Rt Hon M. (B'stol S) | Hughes, Mark (Durham) |
| Cohen, Stanley | Hughes, Roy (Newport) |
| Coleman, Donald | Jay, Rt Hon Douglas |
| Concannon, Rt Hon J. D. | John, Brynmor |
| Cook, Robin F. | Johnson, James (Hull West) |
| Cowans, Harry | Johnson, Walter (Derby S) |
| Cox, T. (W'dsw'th, Toot'g) | Jones, Barry (East Flint) |
| Craigen, J. M. | Jones, Dan (Burnley) |
| Cryer, Bob | Kaufman, Rt Hon Gerald |
| Cunliffe, Lawrence | Kerr, Russell |
| Cunningham, G. (Islington S) | Lambie, David |
| Cunningham, Dr J. (W'h'n) | Lamborn, Harry |
| Davidson, Arthur | Lamond, James |
| Davies, Rt Hon Denzil (L'lli) | Leighton, Ronald |
| Davies, Ifor (Gower) | Lestor, Miss Joan |
| Davis, Clinton (Hackney C) | Lewis, Arthur (N'ham NW) |
| Davis, T. (B'ham, Stechf'd) | Lewis, Ron (Carlisle) |
| Deakins, Eric | Litherland, Robert |
| Dean, Joseph (Leeds West) | Lofthouse, Geoffrey |
| Dempsey, James | Lyon, Alexander (York) |
| Dewar, Donald | Lyons, Edward (Bradf'd W) |
| Dixon, Donald | McDonald, Dr Oonagh |
| Dobson, Frank | McElhone, Frank |
| Dormand, Jack | McGuire, Michael (Ince) |
| Douglas-Mann, Bruce | McKay, Allen (Penistone) |
| Dubs, Alfred | McKelvey, William |
| Duffy, A. E. P. | MacKenzie, Rt Hon Gregor |
| Dunn, James A. | McMahon, Andrew |
| Dunnett, Jack | McNally, Thomas |
| Dunwoody, Hon Mrs G. | McNamara, Kevin |
| Eadie, Alex | McTaggart, Robert |
| Eastham, Ken | McWilliam, John |
| Edwards, R. (W'hampt'n S E) | Magee, Bryan |
| Ellis, R. (NE D'bysh're) | Marks, Kenneth |
| English, Michael | Marshall, D(G'gow S'ton) |
| Ennals, Rt Hon David | Marshall, Dr Edmund (Goole) |
| Evans, Ioan (Aberdare) | Marshall, Jim (Leicester S) |
| Evans, John (Newton) | Martin, M(G'gow S'burn) |
| Mason, Rt Hon Roy | Sever, John |
| Meacher, Michael | Sheerman, Barry |
| Mellish, Rt Hon Robert | Short, Mrs Renée |
| Mikardo, Ian | Silkin, Rt Hon J. (Deptford) |
| Millan, Rt Hon Bruce | Skinner, Dennis |
| Miller, Dr M. S. (E Kilbride) | Smith, Rt Hon J. (N Lanark) |
| Mitchell, Austin (Grimsby) | Snape, Peter |
| Mitchell, R. C. (Soton Itchen) | Soley, Clive |
| Morris, Rt Hon A. (W'shawe) | Spearing, Nigel |
| Morris, Rt Hon C. (O'shaw) | Spriggs, Leslie |
| Morris, Rt Hon J. (Aberavon) | Stallard, A. W. |
| Moyle, Rt Hon Roland | Stewart, Rt Hon D. (W Isles) |
| Newens, Stanley | Stoddart, David |
| Oakes, Rt Hon Gordon | Stott, Roger |
| Ogden, Eric | Straw, Jack |
| O'Halloran, Michael | Summerskill, Hon Dr Shirley |
| O'Neill, Martin | Thomas, Dafydd (Merioneth) |
| Orme, Rt Hon Stanley | Thomas, Dr R.(Carmarthen) |
| Owen, Rt Hon Dr David | Thorne, Stan (Preston South) |
| Palmer, Arthur | Tilley, John |
| Parker, John | Tinn, James |
| Parry, Robert | Torney, Tom |
| Pavitt, Laurie | Urwin, Rt Hon Tom |
| Pendry, Tom | Wainwright, E.(Dearne V) |
| Powell, Raymond (Ogmore) | Watkins, David |
| Prescott, John | Weetch, Ken |
| Price, C. (Lewisham W) | Wellbeloved, James |
| Race, Reg | Welsh, Michael |
| Radice, Giles | White, Frank R. |
| Rees, Rt Hon M (Leeds S) | White, J. (G'gow Pollok) |
| Richardson, Jo | Whitlock, William |
| Roberts, Albert (Normanton) | Willey, Rt Hon Frederick |
| Roberts, Allan (Bootle) | Williams, Sir T.(W'ton) |
| Roberts, Ernest (Hackney N) | Wilson, Gordon (Dundee E) |
| Roberts, Gwilym (Cannock) | Wilson, William (C'try SE) |
| Robertson, George | Winnick, David |
| Robinson, G. (Coventry NW) | Woodall, Alec |
| Rooker, J. W. | Woolmer, Kenneth |
| Roper, John | Young, David (Bolton E) |
| Ross, Ernest (Dundee West) | |
| Rowlands, Ted | Tellers for the Ayes: |
| Ryman, John | Mr. James Hamilton and Mr. George Morton. |
| Sandelson, Neville |
| NOES | |
| Alexander, Richard | Brown, Michael(Brigg & Sc'n) |
| Alison, Michael | Browne, John (Winchester) |
| Alton, David | Bruce-Gardyne, John |
| Amery, Rt Hon Julian | Bryan, Sir Paul |
| Ancram, Michael | Buchanan-Smith, Alick |
| Arnold, Tom | Buck, Antony |
| Aspinwall, Jack | Budgen, Nick |
| Atkins, Robert (Preston N) | Burden, Sir Frederick |
| Atkinson, David (B'm'th, E) | Butcher, John |
| Baker, Kenneth(St. M'bone) | Butler, Hon Adam |
| Baker, Nicholas (N Dorset) | Carlisle, John (Luton West) |
| Banks, Robert | Carlisle, Kenneth (Lincoln) |
| Beaumont-Dark, Anthony | Chalker, Mrs. Lynda |
| Beith, A. J. | Channon, Rt. Hon. Paul |
| Bell, Sir Ronald | Chapman, Sydney |
| Bendall, Vivian | Churchill, W. S. |
| Benyon, Thomas (A'don) | Clark, Hon A. (Plym'th, S'n) |
| Benyon, W. (Buckingham) | Clarke, Kenneth (Rushcliffe) |
| Berry, Hon Anthony | Clegg, Sir Walter |
| Best, Keith | Cockeram, Eric |
| Bevan, David Gilroy | Colvin, Michael |
| Biffen, Rt Hon John | Cope, John |
| Biggs-Davison, John | Cormack, Patrick |
| Blackburn, John | Corrie, John |
| Blaker, Peter | Costain, Sir Albert |
| Body, Richard | Cranborne, Viscount |
| Bonsor, Sir Nicholas | Critchley, Julian |
| Bottomley, Peter (W'wich W) | Dean, Paul (North Somerset) |
| Bowden, Andrew | Dickens, Geoffrey |
| Boyson, Dr Rhodes | Dorrell, Stephen |
| Braine, Sir Bernard | Dover, Denshore |
| Bright, Graham | du Cann, Rt Hon Edward |
| Brinton, Tim | Dunn, Robert (Dartford) |
| Brittan, Leon | Durant, Tony |
| Brotherton, Michael | Dykes, Hugh |
| Eden, Rt Hon Sir John | Lennox-Boyd, Hon Mark |
| Eggar, Tim | Lester, Jim (Beeston) |
| Elliott, Sir William | Lewis, Kenneth (Rutland) |
| Emery, Peter | Lloyd, Ian (Havant & W'loo) |
| Eyre, Reginald | Lloyd, Peter (Fareham) |
| Fairgrieve, Russell | Loveridge, John |
| Faith, Mrs Sheila | Luce, Richard |
| Farr, John | Lyell, Nicholas |
| Fenner, Mrs Peggy | McCrindle, Robert |
| Finsberg, Geoffrey | Macfarlane, Neil |
| Fisher, Sir Nigel | MacGregor, John |
| Fletcher, A. (Ed'nb'gh N) | MacKay, John (Argyll) |
| Fletcher-Cooke, Sir Charles | Macmillan, Rt Hon M. |
| Fookes, Miss Janet | McNair-Wilson, M. (N'bury) |
| Forman, Nigel | McNair-Wilson, P. (New F'st) |
| Fowler, Rt Hon Norman | McQuarrie, Albert |
| Fox, Marcus | Madel, David |
| Fraser, Peter (South Angus) | Major, John |
| Freud, Clement | Marland, Paul |
| Fry, Peter | Marlow, Tony |
| Gardiner, George (Reigate) | Marten, Neil (Banbury) |
| Gardner, Edward (S Fylde) | Mates, Michael |
| Garel-Jones, Tristan | Mather, Carol |
| Gilmour, Rt Hon Sir Ian | Maude, Rt Hon Sir Angus |
| Glyn, Dr Alan | Mawby, Ray |
| Goodhart, Philip | Mawhinney, Dr Brian |
| Goodlad, Alastair | Maxwell-Hyslop, Robin |
| Gorst, John | Mayhew, Patrick |
| Gow, Ian | Mellor, David |
| Gower, Sir Raymond | Meyer, Sir Anthony |
| Grant, Anthony (Harrow C) | Miller, Hal (B'grove) |
| Gray, Hamish | Mills, Iain (Meriden) |
| Greenway, Harry | Mills, Peter (West Devon) |
| Grieve, Percy | Miscampbell, Norman |
| Griffiths, E. (B'y St. Edm'ds) | Moate, Roger |
| Griffiths, Peter Portsm'th N) | Monro, Hector |
| Grist, Ian | Montgomery, Fergus |
| Grylls, Michael | Moore, John |
| Gummer, John Selwyn | Morris, M. (N'hampton S) |
| Hamilton, Hon A. | Morrison, Hon P. (Chester) |
| Hamilton, Michael (Salisbury) | Mudd, David |
| Hampson, Dr Keith | Murphy, Christopher |
| Hannam, John | Myles, David |
| Haselhurst, Alan | Neale, Gerrard |
| Havers, Rt Hon Sir Michael | Nelson, Anthony |
| Hawkins, Paul | Neubert, Michael |
| Hawksley, Warren | Newton, Tony |
| Hayhoe, Barney | Normanton, Tom |
| Heddle, John | Nott, Rt Hon John |
| Henderson, Barry | Onslow, Cranley |
| Heseltine, Rt Hon Michael | Oppenheim, Rt Hon Mrs S. |
| Higgins, Rt Hon Terence L. | Osborn, John |
| Hill, James | Page, Rt Hon Sir G. (Crosby) |
| Holland, Philip (Carlton) | Page, Richard (SW Herts) |
| Hooson, Tom | Parkinson, Cecil |
| Hordern, Peter | Parris, Matthew |
| Howe, Rt Hon Sir Geoffrey | Patten, Christopher (Bath) |
| Howell, Rt Hon D. (G'ldf'd) | Patten, John (Oxford) |
| Howell, Ralph (N Norfolk) | Pattie, Geoffrey |
| Howells, Geraint | Pawsey, James |
| Hunt, David (Wirral) | Penhaligon, David |
| Hunt, John (Ravensbourne) | Percival, Sir Ian |
| Hurd, Hon Douglas | Pollock, Alexander |
| Irving, Charles (Cheltenham) | Prentice, Rt Hon Reg |
| Jenkin, Rt Hon Patrick | Price, Sir David (Eastleigh) |
| Jessel, Toby | Proctor, K. Harvey |
| Johnson Smith, Geoffrey | Pym, Rt Hon Francis |
| Johnston, Russell (Inverness) | Raison, Timothy |
| Jopling, Rt Hon Michael | Rathbone, Tim |
| Kaberry, Sir Donald | Rees, Peter (Dover and Deal) |
| Kimball, Marcus | Rees-Davies, W. R. |
| King, Rt Hon Tom | Renton, Tim |
| Kitson, Sir Timothy | Ridley, Hon Nicholas |
| Knox, David | Rifkind, Malcolm |
| Lamont, Norman | Rippon, Rt Hon Geoffrey |
| Lang, Ian | Roberts, M. (Cardiff NW) |
| Lawrence, Ivan | Roberts, Wyn (Conway) |
| Lawson, Rt Hon Nigel | Ross, Stephen (Isle of Wight) |
| Lee, John | Rossi, Hugh |
| Le Marchant, Spencer | Rost, Peter |
| Royle, Sir Anthony | Townend, John (Bridlington) |
| Sainsbury, Hon Timothy | Townsend, Cyril D, (B'heath) |
| Scott, Nicholas | Trippier, David |
| Shaw, Giles (Pudsey) | Trotter, Neville |
| Shaw, Michael (Scarborough) | van Straubenzee, W. R. |
| Shelton, William (Streatham) | Vaughan, Dr Gerard |
| Shepherd, Colin (Hereford) | Viggers, Peter |
| Shepherd, Richard | Waddington, David |
| Shersby, Michael | Wakeham, John |
| Silvester, Fred | Walker, Rt Hon P. (W'cester) |
| Sims, Roger | Walker, B. (Perth) |
| Skeet, T. H. H. | Walker-Smith, Rt Hon Sir D. |
| Smith, Dudley | Wall, Patrick |
| Speller, Tony | Waller, Gary |
| Spence, John | Walters, Dennis |
| Spicer, Jim (West Dorset) | Ward, John |
| Spicer, Michael (S Worcs) | Watson, John |
| Sproat, Iain | Wells, John (Maidstone) |
| Stainton, Keith | Wells, Bowen |
| Stanbrook, Ivor | Wheeler, John |
| Stanley, John | Whitney, Raymond |
| Stevens, Martin | Wickenden, Keith |
| Stewart, Ian (Hitchin) | Wiggin, Jerry |
| Stewart, A.(E Renfrewshire) | Wilkinson, John |
| Stokes, John | Williams, D.(Montgomery) |
| Stradling Thomas, J. | Winterton, Nicholas |
| Tapsell, Peter | Wolfson, Mark |
| Taylor, Teddy (S'end E) | Young, Sir George (Acton) |
| Tebbit, Norman | Younger, Rt Hon George |
| Temple-Morris, Peter | |
| Thomas, Rt Hon Peter | Tellers for the Noes: |
| Thompson, Donald | Lord James Douglas-Hamilton and Mr. Robert Boscawen. |
| Thorne, Neil (Ilford South) | |
| Thornton, Malcolm |
§ Question accordingly negatived.
§ Mr. Kenneth ClarkeI beg to move amendment No. 13 in page 5, line 44, at end insert—
'(9) Directions given by the Secretary of State under this section to Associated British Ports or the Holding Company shall be in writing.(10) The first report prepared by the directors of the Holding Company under section 157 of the Companies Act 1948 after the appointed day shall contain a statement of every direction given by the Secretary of State under this section.'.This amendment has been tabled following an undertaking that I gave to the Standing Committee. It will ensure that all directions given under the clause will be in writing and will be printed in the annual report of the company.
§ Mr. PrescottWe appreciate that the Minister has adopted what we suggested in Committee, although our amendment there was somewhat indefinite, and was too narrowly directed. The Minister told us then that the Bill covered other powers and directions that the Minister would be prepared to cover in the annual report. Presumably, he will have information about these directions and their consequences, because there is considerable power to change the capital structure and status of the company, and the power to be exercised before the annual report is published. In those circumstances, much of the information about the directions will presumably be embodied in the prospectus of the company when it is launched.
I should like to discuss the quality of the information to be included in the annual report. In Committee we were concerned with the Government's interpretation of the appropriate time for flotation. In the last debate we discussed the question whether it should be within 12 months and whether the second tranche should come a little later than that. We shall wait to see what happens. Here we are concerned with the situation when the 216 Government's desire to sell off assets and acquire money conflicts with the company's commercial judgment. I am addressing myself to the British Transport Docks Board, but the principle is relevant to the British Rail companies and their subsidiaries, where similar considerations may arise. Directions given to these companies are also to be published in annual reports.
I am here concerned with a matter that is directly a question of principle. The management concerned may wish to sell shares 12 months or even two years later than the Government propose. Clearly, the timing will be reflected in the price of the shares and the value of the company. The financial package involved in the selling of shares at the end of this year or next year may be less in the interests of the company than selling in two years, because of the earning possibilities of the company and the other factors that were mentioned in Committee.
If it is the view of the company, presumably backed by its accountants, that to float the company at this stage or to be forced to accept financial arrangements at this stage is against the best interests, and that considerably more benefit would be derived by acting in 18 months, will that view be recorded in the annual report, so that the taxpayer may judge? Such a difference might be considerable. A subsidiary might even lose money by acting now rather than in 18 months. The Minister will recognise that that principle is applicable to all the subsidiaries being considered for privatisation.
§ Mr. CowansI do not want to detain the House, and I appreciate that the Minister has moved the amendment in response to what was said in Committee, but there is one item that concerns me. The Bill refers to the first report that is prepared by the directors of the holding company, but what of the subsequent reports? If the Minister can clear that up I shall be satisfied with the amendment.
§ Mr. ClarkeWe are talking about the first annual report, because we are talking about directions given under the clause by my right hon. Friend and they all relate to the new financial structure of the holding company. They are all directions given upon the creation of the company. Therefore, we expect that they will all have been used, as it were, before the first annual report is prepared. The amendment is to ensure that all these directions are in writing and that they are published in the first annual report.
The hon. Member for Kingston upon Hull, East (Mr. Prescott) was right to say that by that time the information would be of limited interest, because it would have already appeared. We expect that the flotation of the company will take place reasonably quickly after the appointed day when the holding company is created. If a flotation occurs, a prospectus will have to be issued, and that will contain full information about the financial structure of the company and the directions under which it is operating. That prospectus will contain more valuable information than the annual report could.
With that explanation, I hope that the House will accept that the amendment implements our undertaking in Committee and goes rather further than the amendment that the Opposition then moved.
The hon. Member for Kingston upon Hull, East asked me to deal with another and more serious point. He asked what would happen if there were differing judgments about the best timing of the flotation. I do not think that 217 that is likely to arise, particularly in the case of the British Transport Docks Board. On the appointed day the holding company will be wholly owned by my right hon. Friend. We are talking about the time at which he will sell 49 per cent. of the shares in the company.
The main interest in the safeguarding of that sale of 49 per cent. is the taxpayer rather than the British Transport Docks Board. We are talking about the value that will be obtained from the sale. Therefore, my right hon. Friend will be responsible primarily to the House and the general public for ensuring that he gets the best return on the sale of the shareholding. I can assure the House that we are of course mindful of the interests of the taxpayer and that it is our intention to create a company of a set financial structure and to choose the timing of the flotation in such a way as to get the best possible return for the assets for the taxpayer. With British Rail subsidiaries there could be conflicts of interest. We expect that British Rail Investments Limited will time the flotation so as to get the best return for its assets. On the other hand, it understands as well as we do the need for rapid progress on this policy. We would make directions only if it failed to make that progress. I have no doubt that it would choose an early but best time to get the best value for its assets, because its interests are also affected and it wants the maximum return of funds to British Rail.
I have dealt with this matter rather more shortly than the hon. Member for Kingston upon Hull, East did, and I hope that the House, given that assurance, will now accept the amendment.
§ Amendment agreed to.