Company Law Reform Bill

moved Amendment No. 227:"Page 98, line 31, after ““and”” insert ““provided they declare such interest in writing to the board before the date of the meeting””" The noble Lord said: I am not sure whether I should move this amendment in view of what my noble and learned friend said about Amendment No. 225A, and on looking at the question again. It has not been said, and it should be, that this clause effects a fundamental change in the law’s attitude to the right to vote on shares. That has traditionally always been regarded as a right of property. There is plenty of case law to show that the courts see it as a right of property, which the holder can vote in his own interest willy-nilly. The difficulty, and I appreciate this is why my noble and learned friend wants to take the problem away, is in defining precisely how far that right of property is curtailed in ratification under Clause 216. I will move the amendment because it suggests at least one of the things that ought to be done. If people have the necessary interest, however the provision is finally be phrased—whether in terms of benefit or advantage, or in a similar way—and they want to take part in the proceedings, it would be better if they declared that interest so that there is no doubt about their position. I cannot see why under this clause it should not be a reasonable price—however the interest is precisely defined—to ask that that interest be declared for taking part in the debate on the issue at the meeting. As the provision is placed in subsection (4) it does not affect the quorum issue, but it does affect taking part in the proceedings. I beg to move.