Clause 86
Company Law Reform Bill [Lords]
Public Bill Committees, 22 June 2006, 2:00 pm

Jonathan Djanogly (Shadow Solicitor General (Also Shadow Minister for Trade and Industry), Law Officers (Assist the Home Affairs Team); Huntingdon, Conservative)
We move on to part 6 of the Bill, and team No. 1 comes back into play. [Interruption.] No, I did not mean it like that. Before we kick off, may I congratulate my hon. Friend the Member for Hornchurch on his professional delivery, backed up by his extensive experience in the subject before us? That really showed, and totally hid the fact that it was his first outing on the Front Bench—the first of many, I am quite sure.
We move on to part 6 and clause 86 stand part. I would like to make a general point on the registered offices. It is important for a company to have a registered office, not least because it is a single registered location, of which other companies and persons have public notice. That is vital for deliveries, particularly of time-critical documents such as service of court documents, which require proof of service.
Most company documents are filed after an event, as a record of something that has happened, such as a change of director. However, that is not the case with a change of registered office, for which the filing of the notice itself triggers the timing of the date of the change. So it is an important form. The problem is that we hear more and more reports about people impersonating company directors—I brought that matter up last Tuesday. That involves little more than signing a form and sending it to Companies House, but once the fake directors have been established, they can send in a change of registered office form. That effectively means that the real directors stop getting notices of contracts signed in the name of the company by the fake directors using the fake registered office.
That seems to be a growing problem. Will the Minister let us know whether she has any details about the extent of the problem, whether she has plans for further security measures to stop it happening or whether she thinks that it might require further amendments?

Margaret Hodge (Minister of State (Industry and the Regions), Department of Trade and Industry; Barking, Labour)
I thank the hon. Gentleman for his contribution. I congratulate also my hon. and learned Friend on her valiant performance. This is her first Committee, and may there be many more.
The hon. Gentleman mentions something that has not been raised with me before. Companies House has a system by which it can register and receive notice by e-mail of a change of directors. I am not sure whether that helps. If he has ideas—perhaps from those with whom he has had contact—on how we can tighten the system to prevent such problems from arising, we will consider them. However, it has not been an issue recently and I have no plans to introduce further measures. I accept that it is a problem, but I am not sure what we can do other than introducing the clauses and other legislation relating to fraud and other such matters.

Jonathan Djanogly (Shadow Solicitor General (Also Shadow Minister for Trade and Industry), Law Officers (Assist the Home Affairs Team); Huntingdon, Conservative)
There is no doubt that the problem is growing. Some schemes have been put in place. I believe that there is a system whereby companies can register to receive notifications of when changes are made. The notification pops up and advises them that, for example, the registered office has been changed. If it were not the proper directors who made the change, the company would see that. The system is not widely used. Perhaps the Department could consider advertising the process more widely. Other measures are also required.

Margaret Hodge (Minister of State (Industry and the Regions), Department of Trade and Industry; Barking, Labour)
I have just received a note that may help the hon. Gentleman. It deals with another element. Under what is called “proof”, a company is notified of any change to its particulars. A fraudulent notification should be picked up by that mechanism immediately. Clearly, that depends on the notification being made.
