Clause 34
Company Law Reform Bill [Lords]
5:30 pm
Margaret Hodge (Minister of State (Industry and the Regions), Department of Trade and Industry; Barking, Labour)
The provision was certainly an initiation for me into a wonderful bit of case law, the 1915 case of Hickman v. Kent or Romney Marsh Sheep Breeders’ Association. When that was put into a speaking note before I prepared, I tried to delve back into what on earth that famous case was about.
The Opposition may be pleased to know that I think that they have a point. Having looked at the debate and having seen Lord Wedderburn’s erudite contribution when the matter was debated in another place—I would like to thank him for his contribution—he has informed the view that we have taken today. The point behind the amendment is that if the clause and case law, including the famous judgment, acknowledge that the company’s constitution has the effect as if it were a contract between the company and its members, the law and the clause should say so. We are therefore happy to accept the amendment, although we will reflect further as to whether in the light of it we should revisit—a lawyers’ paradise—the use of the phrase “signed and sealed”. Subject to that, we will accept the amendment.