Nash Stuart: Social Housing Reform (Transaction Mandate) Bill — In CommitteeText is incorporated into the Bound VolumeNash Stuart: Social Housing Reform (Transaction Mandate) Bill — In Committee[Sitting date: 17 February 2016. Volume:711;Page:9123. Text is incorporated into the Bound Volume.]STUART NASH (Labour—Napier): The speaker before last Carmel Sepuloni asked some interesting questions of the Minister in the chair the Hon Paula Bennett which she refuses to answer so let me take a stab at doing this.We are talking about new section 50R in clause 8. This is entitled “Legal effect of things done by Minister”. We have heard that the powers of the Minister are basically to do whatever he or she may want to do—override the Companies Act override the board etc. etc. But what this does—this is a remarkable piece of legislation just basically devolving any responsibility of the Minister for the Minister’s decisions. For example here in subsection (1) it says that “The Corporation or subsidiary is … liable” for any decision the Minister makes. So if they get something wrong who do you sue—who do you go after? You go after Housing New Zealand. But what makes it even more humorous is that in the next subsection it says “Neither the Crown nor the Minister is responsible or liable …”.What I spoke about in my last speech was that in fact the Minister must provide to the chief executive officer within 5 working days—that is all; 5 working days—a copy of the contract. Well do you know what? If it goes wrong in those 5 days if something does not happen—Meka Whaitiri: They’re not responsible.STUART NASH: —the Minister is not responsible. The Minister puts up her hands and says “It wasn’t me. Don’t look at me. Go after those guys.” and the thing is that at that point in time the chief executive officer has no ability to influence what the Minister has done.So the chief executive officer may well say to the Minister: “Minister I do not think this is a good idea for these reasons.” and the Minister may say: “No I’m going to go ahead and do this.” So the Minister goes ahead and does it it turns to custard in a big way and then the Minister says—well what she does is she throws her chief executive officer to the mercy of the legal system. That is terrible.But what makes it even worse—and this makes it even slightly humorous—is we go down to new section 50S “Protection from liability for board members individuals etc”. What this actually says is that “(1) No … board or member nor any office holder or employee of the Corporation … is liable …” for any decision a Minister has made. You can imagine what happened—I can imagine what happened.This piece of legislation went to the board and Adrienne Young-Cooper who is the chair and John Duncan who is the deputy chair said: “What! If you think that I’m going to sit in a governance role in this corporation and make decisions for the Minister to completely overrule me then you are joking.” So the Minister said: “Well how about we put a special clause in this legislation that says you are not liable for any decision I may make?”. Then they might have said: “Oh well I suppose that might work. My reputation’s still at risk anyway because any decision I make can be overruled but if I’m not liable for any decision that’s made on behalf of a corporation that I’m on the board for then maybe that’s OK.”I just think it is poor governance anyway but you can imagine what happened—guess who else is on this board; Tau Henare. You can imagine what happened. He would have seen this legislation and said: “What! I thought they were giving me a plum job and they’ve thrown me to the wolves.” You can imagine what would happen when Tau found out that he—Tim Macindoe: “Tow”.STUART NASH: —when Tau found out that he could well have been liable for a decision that Paula Bennett had made. He would have gone through the roof. In fact the Chair knows well what Mr Henare does when he is getting a little bit angry. But I just think that what this—The CHAIRPERSON (Hon Trevor Mallard): Order!STUART NASH: My apologies. I think what this does is it cuts to the very heart of very very poor governance.So again what happens here is the Minister can make a decision but the Minister has no accountability. The corporation has all the accountability but it can be overridden by the Minister and the board which is supposed to oversee everything and has no accountability at all or no liability. I believe that that clause was probably put in there at the urging of the board because it knows that this contravenes everything around good governance.There is one last point I would like to mention. It has been brought up before but I would just like a bit of clarification. In new section 50L it does talk about how “The Minister must … publish a notice in the Gazette describing the general nature of the social housing transaction;”. What I would like to know is what is the definition of “general nature” because it really is as wide or as narrow as you would like to make it and it is not defined in the Act in any way shape or form. It may be left to the courts to decide—I am not too sure. But I would like to know whether “general nature” actually means the price paid and the terms and conditions under which this social housing package is delivered. If the Minister could—