Brown Peter: Companies (Minority Buy-out Rights) Amendment Bill — First Reading 
Brown Peter: Companies (Minority Buy-out Rights) Amendment Bill — First Reading 
[Volume:644;Page:13918] 
PETER BROWN (Deputy Leader—NZ First) 
: 
 I am very pleased to follow that member Simon Power because in large measure he outlined in some detail the concerns as he saw them about this bill. 
Pansy Wong 
: Oh. 
PETER BROWN 
: No he did. He did quite a good job. It must be the morning for complimenting National members because I actually thought Gerry Brownlee started off very well when he opened up and gave the public who might well be listening to this some background on what it is all about. But he got into the frivolous stuff towards the end.  
I am not sure that I understood Simon Power on this issue. He will probably tell me whether I have understood but he seemed to put a lot of emphasis on the concern he has in regard to the directors of a company. I do not want to undermine the directors of a company who have huge responsibilities when it comes to minority shareholder buy-out but my concern and New Zealand First’s principal concern is for the minority shareholders. I think this bill goes quite some way towards addressing those concerns. Simon Power started to read the eight bullet points from page 2; he started to go through them one by one. That was in fact my intention also but he stole my thunder and I will not bother. But I will touch on one or two points.  
There is an obligation here for the company involved in a minority buy-out to communicate with the shareholders and to tell them their rights—what they are entitled to and what have you. There is also an obligation to tell the shareholders how the value of the share was determined. Those are very important points. This bill is based around the case  
Natural Gas Corporation Holdings Ltd v Infratil 1988 Ltd 
 but I recall that when BNZ was sold some years ago a number of minority shareholders did not think they were getting a fair deal. They held out and in the end they got a pittance and were not listened to; as I understand it they just got cheques in the mail. Of course we all know what happened to BNZ after that.  
So those are the two factors—first to communicate with shareholders and to tell them their rights which is an important innovation and secondly to tell the shareholder how the value of the share was arrived at. The final point which Simon Power touched on is to explain to the shareholders that they have got the right to go to arbitration if they cannot reach an agreement. As I say there are eight points here. Some of them are very technical and would take a longer time to explain to the House than I have. This is a bill that I think is— 
Paula Bennett 
: Is Tauranga rebelling? 
PETER BROWN 
: Is the member asking me a question? Because I am prepared to answer it. 
Paula Bennett 
: Yeah how does your Tauranga electorate feel about the Electoral Finance Bill? 
PETER BROWN 
: Oh the Tauranga electorate totally supports it. I just digress; I actually went to a public meeting held in the Tauranga electorate on Monday. The people asked all the questions about the bill that they were concerned about and they were totally supportive when I was there. I understand that Winston not only had been there before me but has given an interview to Audrey Young explaining all of the differences. I have not read that article but I had it reported back to me and I have to say that the way in which Audrey has printed it is quite different from what Winston told her. I say there could well be a suggestion of a lack of media ethics in the way that issue is reported.  
I can tell members that I spoke to the Tauranga chairman this morning about another matter and he is quite content. He said the issues that concerned him—and some concerns were raised with him—have all been addressed. Is the member happy with that explanation? I am running out of time.  
Coming back to this bill I say that we think that those three factors in the list of eight on page 2 of the explanatory note are very important. The last one I touched on was the ability of the minority shareholder to go to arbitration if he or she is not happy with the situation. We think this bill is worthy of support and New Zealand First will support it going to a select committee.