Companies Act 2006 (Accounts, Reports and Audit) Regulations 2009

I say to the noble Lord, Lord De Mauley, that with regard to the implementation by the FSA of rules of directive 2006/46, requirements on corporate governance statement, the Government consulted on the implementation of the directive in March 2007. One of the questions asked was whether the requirement for a corporate governance statement should be implemented by rules made by the FSA or should it be prescribed as part of the Companies Act. The consultation period closed on 1 June 2007. Consultees preferred a continuation of the existing regime for corporate governance statements. The Government therefore decided with the agreement of the FSA that the requirement for a corporate governance statement should be implemented by FSA rules. The FSA needed to consult on its rules, which encompass not only the corporate governance statement but also requirements for audit committees in the Audit Directive 2006/43/EC. The FSA’s consultation document was published in December 2007; the consultation period closed on 20 March 2008. Due to that need to consult and the length of the consultation period, the FSA was not able to make the rules by the common commencement date of 6 April 2008. They were made, however, within the deadline for implementation of the directive. In answer to his technical questions, I assure the noble Lord, Lord Razzall, that a letter has been placed in the Libraries of both Houses. The noble Lord, Lord Lyell, asked about the non-auditable parts of directors’ remuneration—the parts that the auditors cannot reach. No doubt, we will provide a Written Answer. I am grateful to noble Lords for their contributions to this debate and for their succinctness. The regulations make some modest changes to the law which are needed to complete our exercise of the member state option under the EU directive permitting publicly traded companies to prepare a separate corporate governance statement should they so wish. I hope that, on this basis, noble Lords will support the regulations. Motion agreed.