Patterson MarkMARK PATTERSON (NZ First): It is a pleasure to get up and speak on behalf of New Zealand First on this Companies (Clarification of Dividend Rules in Companies) Amendment Bill. I love nothing more than trawling through the Companies Act of 1993 and analysing the details of the various provisions whether it be section 35 36 or 53. Unfortunately my colleague Professor" Fletcher Tabuteau does enjoy that stuff but it has fallen upon me tonight to progress our position on this. But of course this is actually—levity aside—an important matter. It does take out some ambiguity around the provisions and particularly around dry shares in company constitutions.Section 36 suggests dry shares can be made; however section 53 contradicts that. Section 36 as has been said before entitles those with shares to vote to receive an equal dividend and receive distributions of any surplus assets. Section 36(2) contradicts that by allowing companies to negate that within their constitution and then section 53 prevents the board of a company from authorising a dividend in respect to some but not all the shares in a class. So there is a fair bit of confusion around that.My interests in this bill actually sparked a bit when I discovered that the true beneficiaries from this will be the co-ops—and what an important model that is for New Zealand particularly our agricultural sector. I am a huge fan of the cooperative model. On my own farm I do as much business as I can through the cooperatives. I think it's incredibly important as small farmers. Well we're mainly small businesses; some of them are quite big now of course. If we can band together on the input side where we can create critical mass and buying power—and we see that in the likes of Farmlands Co-operative Society Ballance Agri-Nutrients Ravensdown Farmers' Mutual Group in terms of insurance; all those companies that we can buy our inputs through—we can drive our costs down in our business. Of course then on the output side it gives us the ability to own the value chain beyond the farm gate to get money back from the market place as well as just at the farm gate. It gives us a degree of power and it also gives us importantly in the likes of the red meat and the dairy sector the capacity to build capacity for peak periods of production.So these are very important businesses that sustain our economy and I understand about 40 percent of New Zealand's GDP goes through cooperatives in one way or another and of course as Mr Bayly listed before there is quite a list. Of course the granddaddy of them all is Fonterra with its $19 billion turnover. But I do find it slightly ironic that the National Party are here championing a cause that will help the cooperatives because of course they were absolutely nowhere to be seen when Silver Fern Farms our second-biggest cooperative was looking for some help. They were everywhere when it was MediaWorks or Rio Tinto but when our second-biggest exporter—a cooperative Silver Fern Farms—came knocking on the door for a little bit of assistance while they sorted their act together they were nowhere to be seen. So we've got dividends—well perhaps we could set up some of these dry share amendments so that dividends won't be heading off to Shanghai; they'll be going to Southbridge Stratford or Sheffield.Having said that this does clarify some ambiguity in a law that does need clearing up. I commend the member Todd Muller for bringing this bill forward. It does provide some clarification for boards and it does provide some flexibility for companies to adjust their arrangements to suit particularly with those dry shares those shareholders that are contributing versus those that aren't—like me and Silver Fern Farms where I get a dividend but I will not supply them another stock unit while I've got any sense of control. So I do commend this to the select committee and we will look at the details there. Thank you."