Street Maryan: Business Law Reform Bill — Second Reading 
Street Maryan: Business Law Reform Bill — Second Reading 
[Volume:634;Page:6190] 
MARYAN STREET (Labour) 
: 
 It is good to speak to the second reading of the Business Law Reform Bill. This bill shows that the Labour-led Government is prepared to invest in the incremental improvement of the business legal environment. There are a number of small improvements in this bill. Taken together these improvements represent an ongoing progressive improvement of the business legal environment and in so doing ensure that legislation surrounding the operation of business is clear efficient and effective. 
The bill contains a number of amendments that are intended to remove unnecessary compliance costs for businesses and that point has been recognised by speakers opposite in previous speeches. The amendments are also intended to clarify commercial law statutes by removing conflicts within and between existing legislation. As Minister Dalziel noted in her speech yesterday these amendments are based upon suggestions from the business sector—from business law practitioners enforcement agencies and the business community—and many of the suggestions came forward in submissions to the Commerce Committee. This process is a good demonstration of the ability of this Government to listen to and to take heed of concerns from the business sector. Those concerns have been incorporated into this bill as it now appears before the House. 
In speaking to this bill I will mention two particular items. The first is that members will notice in the select committee report the reference to the report from the Regulations Review Committee. I want to draw attention to that report because it represents a very good part of the process of scrutiny that this House delivers for the safety of New Zealanders when preparing legislation. The Regulations Review Committee expressed some concern that powers in the bill that were being conferred to regulation might more appropriately be considered the domain of Parliament itself. That was a right and proper constitutional point to raise but in fact the regulation-making powers considered by the Regulations Review Committee and referred back to the Commerce Committee as they appear at clause 28 which inserts new section 6A and again at clause 31 which substitutes new sections 19 and 19A will be made by Order in Council. Those powers under new clause 6A(2) inserted by clause 28 will apply when “(a) amending the maximum amount of assets that applies under subsection (1)(a)(i):” “(b) amending the maximum amount of turnover that applies under subsection (1)(a)(ii):” and “(c) amending the maximum number of full-time equivalent employees that applies under subsection (1)(a)(iii)”—that is under the definitions of an “exempt company” in the preceding subclause. 
The Regulations Review Committee brought this matter to the attention of the Commerce Committee and we considered it seriously because having Parliament as the ultimate scrutineer of legislation is a fundamentally important aspect of our democratic processes. In this instance it was unanimously considered by the select committee without demur from Opposition parties that the risks attached to this particular regulation-making power were not sufficient to warrant an additional amendment to be made to the primary legislation itself. The process of scrutiny that has been undertaken is a good one. The Regulations Review Committee looks at legislation coming forward to see whether there are regulation-making powers that are inappropriate or that extend delegated regulatory authority beyond the scrutiny of this House. In this instance the select committee decided that an amendment was not warranted. 
The second point I want to make refers to the “Issues requiring further policy development” in the Commerce Committee’s commentary on the bill. That section of the report said that submitters came before the select committee proposing changes that were “beyond the scope of this bill.” I refer particularly to a recommendation from the Takeovers Panel to amend the Companies Act by removing a possible loophole regarding the application of the Takeovers Code. 
The Commerce Committee thought the Takeovers Panel had a legitimate point to make but decided that further work was needed on that issue. The committee decided that it would be possible to bring forward some suggestions that might address the panel’s concerns at least in part but that further consultation and talking with the business community might be necessary. The Takeovers Panel proposed the amendment during the course of submissions because it was taking the opportunity to raise that issue around the possible loophole in the application of the Takeovers Code and the panel saw an opportunity to advance the issue in the context of hearings on this bill. So the Commerce Committee decided to insert the following sentence in the commentary on the bill: “We would support additional measures being brought forward to address the Takeovers Panel’s concerns at least in part.” That is an important consideration because there may well be things that we will be able to do in short order to address some of the concerns of the Takeovers Panel particularly with regard to amalgamations and where actions look like amalgamations rather than takeovers. 
That point I think is not one that has been drawn out in the debate before. It is an important forward-looking point in the commentary that ought not to be overlooked by this House in the second reading. The bill remains unanimously supported in this House and I look forward to its progress. Kia ora koutou. 
Bill read a second time.