TRANSFER OF BUS UNDERTAKINGS OF EXECUTIVES TO COMPANIES OWNED BY AUTHORITIES (Hansard, 29 October 1985)

HC Deb 29 October 1985 vol 84 cc910-4 910

§ Lords amendment: No. 107, in page 55, line 20, leave out paragraph (a) and insert— (a) activities of any description carried on by the Executive in. or for the purposes of the provision of any service for the carriage of passengers by road currently provided by the Executive in exercise of any of their powers under section 10(1) of the 1968 Act; and ".

§ Mr. David Mitchell
I beg to move, That this House doth agree with the Lords in the said amendment.

Mr. Deputy Speaker
With this we may take the following Lords amendments: No. 108, in page 55, line 23, leave out from "with" to end of line 24 and insert any activities within paragraph (a) above or to be capable of being conveniently carried on in association with any such activities.".

§ No. 160, in clause 69, page 71, line 1, at beginning insert Subject to subsection (5) below".

§ No. 161, in page 71, line 4, leave out other than transferred activities".

§ No. 166, in page 71, line 17, leave out other than transferred activities".

§ No. 167, in page 71, line 22, leave out subsection (5) and insert— (5) Subsection (3)(a) above shall not apply—

(a) in the case of a public transport company whose controlling authority are the Passenger Transport Authority for any passenger transport area, in relation to activities within the powers of the Executive for that area or activities which were formerly within those powers but have ceased to be so by virtue of any order made under section 59 of this Act;
(b) in the case of a public transport company within section 68(1)(c) of this Act, in relation to activities which were formerly within the powers of the council who formed, or of any council who participated in forming that company, but have ceased to be so by virtue of section 62(1) of this Act.".

§ Mr. Mitchell
These amendments are carefully designed to meet points which were made not only by hon. Members but in another place. Some concern was 911 expressed about the Bill's requirement for PTEs to form a company for the purpose of carrying passengers by road within, to and from, but not completely outside, their areas. The Government initially had doubts about whether this phrase would prevent the initial company from maintaining services outside its area, which, for historical reasons, the PTE had assumed responsibility for and had confirmed that it would provide. We carefully considered the arguments that were put to us, particularly in relation to the services run by the Greater Manchester PTE in Glossop and agreed that there might be some doubt about the position.
These amendments were tabled to put an end to that doubt. They make it clear that the initial company should be formed to provide any of the services now carried out by the PTE, including any outside its area. They also make quite sure that the new company will have adequate scope to make alterations to the services which it provides, including the provision of related new services, by classifying a later clause to make it clear that the company may engage in any activities, including new ones, which can conveniently be carried on in association with the executive's existing activities. I am sure that hon. Members will be glad to have a constructive response from the Government to a genuine doubt which arose during the passage of the Bill.

8.30 pm

§ Mr. Parris
Derbyshire county council was concerned about possible misunderstandings arising under the Bill. It will be pleased at the amendment.

§ Question put and agreed to.

§ Lords amendmentNo. 108 agreed to.

§ Lords amendment: No. 109, in page 55, line 26, leave out "1948" and insert "1985"

§ Mr. David Mitchell
I beg to move, That this House doth agree with Lords said amendment.

Mr. Deputy Speaker
With this we may discuss the following Lords amendments: No. 114, in page 58, line 8, leave out "1948" and insert "1985".

§ No. 118, in page 58, line 36, leave out "1948" and insert "1985".

§ No. 138, in clause 63, page 63, line 14, leave out "1948" and insert "1985".

§ No. 194, in clause 72, page 75, line 27, leave out 161 of the Companies Act 1948 and insert 389 of the Companies Act 1985".

§ No. 196, in page 76, line 12, leave out 161 of the Companies Act 1948 and insert 389 of the Companies Act 1985".

§ No. 283, in clause 120, page 116, line 20, leave out from "in" to the end of line 22 and insert "the Companies Act 1985".

§ No. 286, in page 117, line 22, leave out 154 of the Companies Act 1948 and insert 736 of the Companies Act 1985".

§ No. 380, in schedule 6, page 148, line 44, leave out 161 of the Companies Act 1948 and insert 389 of the Companies Act 1985".

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§ Mr. Mitchell
The amendments simply update references in the Bill to the Companies Act 1948, as a result of this enactment and the coming into force of the new consolidated Companies Act 1985. The amendments are technical.

§ Question put and agreed to.

§ Lords amendment: No. 110, in page 55, line 33, leave out from "theirs" to end of line 35 and insert which it appears to the Executive to be appropriate to transfer to that company".

§ Mr. David Mitchell
I beg to move, That this House doth agree with the Lords in the said amendment.

Mr. Deputy Speaker
With this we may discuss the following Lords amendments: No. 111, in page 56, line 22, leave out "held by them"

§ No. 112, in page 56, line 23, at end insert—" (8A) Where—

(a) the property, rights and liabilities transferred under subsection (7) above include the whole of the undertaking of any wholly-owned subsidiary of the Executive; and
(b) it appears to the Executive that no further action is required on the part of that subsidiary to perfect any transfer under that subsection;

the Executive shall secure that that subsidiary is wound up.".

§ No. 113; in clause 60, page 57, line 45, at end insert— (1A) Where the initial company has any wholly-owned subsidiaries, the proposals may, instead of or (as the case may be) in addition to providing for the transfer to any one or more of those companies of the shares in or other securities of any such subsidiary comprised in the initial company's undertaking, provide for—

(a) the division among those companies; or
(b) the transfer to any one of them;

of the whole or any part of the undertaking, or of any property, rights or liabilities of, that subsidiary.".

§ No. 115, in page 58, line 10, leave out is to be divided among the transferee companies and insert— , and the whole or any part of the undertaking of any wholly-owned subsidiary of the initial company to which the proposals relate, is to be divided among the transferee companies or (as the case may be) transferred in accordance with the proposals to any one of those companies;".

§ No. 116, in page 58, line 12, leave out from "company" to end of line 14 and insert— , and of any wholly-owned subsidiary of the initial company the whole of whose undertaking is to be transferred in accordance with the proposals to any one or more of the transferee companies, on completion of the transfer of that company's or (as the case may be) of that subsidiary's undertaking.".

§ No. 117, in page 58, line 20, after "company" insert— and of any wholly-owned subsidiary of the initial company".

§ No. 119, in page 59, line 2, leave out comprised in the part of the initial company's undertaking and insert— , and of any wholly-owned subsidiary of the initial company, which are".

§ No. 120, in page 59, line 21, at end insert— (12) Subsection (11) above shall apply in relation to any subsidiary of the initial company the whole of whose undertaking is transferred under the scheme to one or more of the transferee companies as it applies in relation to the initial company.".

§ No. 162, in clause 69, page 71, line 6, at end insert or permit any body corporate which is its subsidiary to engage in any such activities".

§ No. 163, in page 71, leave out lines 7 to 9 and insert— (b) does not—

(i) borrow money from any person other than the controlling authority; or
(ii) permit any body corporate which is its subsidiary to borrow money from any person other than the company, any other subsidiary of the company, or the controlling authority; with the exception in each case of borrowing by way of temporary loan or overdraft; and".

§ No. 164, in page 71, line 10, after "not" insert "(i)".

§ No. 165, in page 71, line 11, at end insert— ; or

(ii) permit any body corporate which is its subsidiary to raise money by the issue of shares or stock to any person other than the company.".

§ No. 168, in clause 70, page 71, line 39, leave out a paid employee of the company and insert— paid for acting as such or is an employee of the public transport company or a subsidiary of the public transport company.".

§ No. 173, in page 72, line 6, after "council" insert "(a)".

§ No. 174, in page 72, line 7, leave out from "with" to "vote" in line 9 and insert— , or any other matter relating to the activities of, the public transport company or a subsidiary of that company; or (b) ".

§ No. 175, in page 72, line 36, leave out from beginning to "was" in line 1 of page 73 and insert— , or any other matter relating to the activities of the company concerned".

§ No. 179, page 73, line 11, leave out from "with" to "is" in line 12 and insert— , or any other matter relating to the activities of, the public transport company or a subsidiary of that company".

§ No. 186, in page 73, line 35, leave out from "with" to "by" in line 36 and insert— , or in any other matter relating to the activities of, the public transport company or a subsidiary of that company".

§ No. 187, in page 73, line 37, at end insert— or in a subsidiary of that company. (12) The provisions of this section shall apply in relation to a director of a subsidiary of a public transport company as they apply in relation to a director of such a company.".

§ No. 190, in clause 71, page 74, leave out lines 12 and 13 and insert— such shares or other securities.".

§ No. 191 page 74, line 18, leave out from beginning to"which" in line 20 and insert—

(a) the disposal by that company of the whole of that company's undertaking;
(b) any disposal by that company of any shares in or other securities of a body corporate which is that company's subsidiary; or
(c) any disposal by that company of any part of that company's undertaking, or of any assets of that company (other than shares or securities within paragraph (b) above)".

§ No 197, in clause 72, page 76, line 21, leave out "wholly-owned". No. 198 in clause 74, page 76, leave out line 27 and insert— , or with any subsidiary of an associated company, for the provision by that Executive or council for that company or (as the case may be) for that subsidiary".

§ No. 201, in clause 76, page 78, line 16, leave out from "section" to end of line 17.

§ No. 272 in clause 113, page 111, line 15, leave out "a" and insert "the whole or any".

§ Mr. Mitchell
The amendments concern subsidiary companies. They ensure that the Bill provides the proper range of powers and controls to cater for any subsidiary formed by a PTE or by a public transport company owned by a PTE or district council.

§ Question put and agreed to.

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§ Lords amendments Nos. 111 to 120 agreed to.