Companies (Address Information) Amendment Bill

Members, the House is in committee on the Companies (Address Information) Amendment Bill. We start with the debate on clause 1. Clause 1 is the debate on the title of the bill. The question is that clause 1 stand part.

Thank you very much, Madam Chair. I’m sorry to my colleague Tim Costley, but I’m sure he’ll get an opportunity to speak on the legislation. I’m looking forward to an engaging committee of the whole House with the member in charge—a bit of back and forward, as she would say; a little bit of give and take, as she often says from her seat over there when the Minister’s sitting where she is. Now she’s in the hot seat.

So we’re here today to talk about the Companies (Address Information) Amendment Bill—clause by clause, we’re going to be going at it. The first clause we’re talking about is the title. I’ve been very diligent in preparation for committee of the whole House today. I’ve come up with a variety of different titles which I’m going to be putting to the member in charge of the legislation. I wonder if the Chair will indulge—I’ve got 25 alternative titles—whether she’s prepared to take—

CHAIRPERSON (Barbara Kuriger): I won’t be giving 25 calls to Mr Rutherford.

Well, I’ve got a sense of direction from her, so I’ll be taking that. So I might as well get started then.

💬 Tim Costley: One for every year.

Yeah, it is nearly one for every year. But at present, the title of the legislation is the Companies (Address Information) Amendment Bill. So let’s just keep that at the forefront so we know what currently is the benchmark for the legislation. Now, some of the alternatives I’ve come up with are the “Companies (Director Safety) Amendment Bill”, the “Companies (Director Protection) Amendment Bill”. I’ll go a bit slower because I can see the member’s writing these all down. She’d hate to miss any of the 25. The “Companies (Director Privacy and Safety) Amendment Bill”. Did you get the first two? Got the first two OK? Great.

The “Companies (Director Address Protection) Amendment Bill”, the “Companies (Personal Safety Information) Amendment Bill”, the “Companies (Director Privacy) Amendment Bill”, the “Companies (Private Address Information) Amendment Bill”—that’s relatively similar, actually, to the current title of the legislation that we’ve got, but it’s adding in “(Private Address Information)”, which I think, actually, is really important, because many directors put their address information currently associated with their companies, and put their private home address where their family resides, where their husband or wife resides—they may well have children as well. So it’s really important to be clear that it is, often, for many of them, their private address information.

💬 Dr Vanessa Weenink: What if they work from home?

That’s quite correct.

The “Companies (Confidential Address) Amendment Bill”, the “Companies (Director Personal Information Protection) Amendment Bill”—that one’s a little bit slightly more of a mouthful and might take a couple of pages of the member in charge’s notes, but I do think the “Companies (Director Personal Information Protection) Amendment Bill” is one of my personal favourites. We’ve got the “Companies (Address Privacy) Amendment Bill”. We’ve got the “Companies (Alternative Address) Amendment Bill”. What about the “Companies (Service Address) Amendment Bill” as an option?

💬 Hon Dr Deborah Russell: Slow it down.

Slow it down a little bit? Yeah, sorry. The pen’s potentially running out of ink already.

CHAIRPERSON (Barbara Kuriger): Good shorthand going on here.

Good shorthand? OK. We’ve got the “Companies (Director Contact Information) Amendment Bill”. I’m wondering if the member’s considering any of these, and is potentially open to potentially change the title of the legislation. What about the “Companies (Address Disclosure) Amendment Bill”? We also have the “Companies (Anti- Harassment) Amendment Bill”, because if we actually think of the intent of the legislation, it does hark back to that, in ensuring the privacy and confidentiality of those in companies and having their information included; anti-harassment is a component of that.

We have the “Companies (Director Harassment Prevention) Amendment Bill”. We’ve got the “Companies (Protection from Harm) Amendment Bill”, which also fundamentally comes back to the earlier point I made around trying to protect the directors of these companies from harm and having their private information publicly disclosed in some occasions. We’ve got the “Companies (Threat Protection) Amendment Bill”; the “Companies (Violence Prevention) Amendment Bill”. That’s a core, fundamental part of the legislation. We’ve got the “Companies (Director Residential Address Protection) Amendment Bill”.

What about the “Companies (Public Address Information Restriction) Amendment Bill”, which is part of what this legislation is doing in restricting the publicly available address information of company directors? We’ve got the “Companies (Director Address Confidentially) Amendment Bill”.

We’re in the last 20-odd seconds, so we’ve saved the best two until last; you’ve made it to numbers 24 and 25. We’ve got the “Companies (Safe Contact Information) Amendment Bill”, and the “Companies (Protected Address Information) Amendment Bill.” May I remind members: my personal favourite is the “Companies (Director Personal Information Protection) Amendment Bill”. I would welcome the views of the member in charge of the bill on any of those proposed titles.

To the member in charge of the bill: is it true that the member has had cross-partisan and bipartisan discussions with the Minister in charge of this portfolio and has come to arrangements about the introduction and timing of this bill, and is she surprised that there is filibustering from the other side of the House?

I do want to respond to both the speakers so far. I’d like to congratulate Tom Rutherford on his clever use of AI to generate 25 titles. Some of those could have been perfectly suitable titles. There’s no reason not to, but there’s also no reason to change it either, so we’ll just stick with the title of the bill as is. I just don’t see any particularly strong reasons in favour of them—or against them, for that matter. It’s just irrelevant, really. We’re going to stick with the way it is.

To the member who asked about whether I had been in discussions with the Minister: yes. As soon as this bill was drawn, the Minister of Commerce and Consumer Affairs had a word with me and pointed out that he had a bill that would address this issue that he would have in the House soon. But he said this back when I had red hair! That was quite a long time ago, and “soon” turned out to be quite a flexible word. We had the first reading of this bill in March 2024. I took the Minister at his word, and I continue to take the Minister at his word. The Minister has said that he will have a companies amendment bill into this House and through the first reading, and he has said sometime this year.

To be absolutely clear, the Minister’s solution will be a better solution, but given that that word “soon” has taken so long to turn into a reality, I have said to the Minister that I will withdraw this bill only after the first reading of his bill. I’ve also said that no matter what, I will go to a third reading in December this year. That’s the projected timing of this bill. I cannot wait on that word “soon” any longer to ensure that people have adequate protection from having their address disclosed, in a way that was never intended when this law was set up in the first place. Hopefully, we’ll get that in place in due course, and as I’ve said, the Minister and I are operating on a very good-faith basis. He’s taking me at my word, I’m taking him at his word, and it would be good to see that good faith being replicated here.

I just want to take a short call to respond to the outrageous accusation made across the House about the intentions of members. We take our responsibilities as legislators very, very seriously on this side of the House, and the committee stage is a very important part of legislation. If you tune in to the Parliament at any day of the week when the members opposite are scrutinising legislation, they are going through it part by part, clause by clause, giving it the due diligence it deserves. I just want to put it on record that we are taking this as seriously as members opposite do with theirs.

Now, the title of this bill is, I think, a perfectly adequate one. I do like the suggestions for amendment made by the member Tom Rutherford. I understand the member in charge of the bill has indicated that she’s probably not going to accept those if they get put into a tabled amendment. I’m not sure if Mr Rutherford’s going to propose any amendments, but I think that’s perfectly reasonable.

The points about the commencement can probably be made in the next clause, which would be about when the bill should come into force. I look forward to debating that forthwith.

New Zealand First has a memory as well, and we agree with the member who said she was waiting with bated breath around the members on my left bringing to the Parliament, through the Minister, the new Companies Act. In fact, we also remember that members voted for this bill at that point when New Zealand First voted against it. The Employment Contracts Act—oh, sorry, that just slipped in; nothing to do with the Employment Contracts Act and 90-day trials, but we do have a memory. This is important in terms of process, because we need to rely on their confidence. The Hon James Meager just gave us more confidence that the Companies Act will be forthcoming. Am I correct, sir?

💬 Tom Rutherford: You can’t ask members questions.

You have to ask the question to the Minister in the chair.

💬 Dr DAVID WILSON: We look forward to the Companies Act coming forward, so our vote on this stays the same. We oppose this bill on the condition that the Companies Act arrives at something more defined than “soon”.

I’m going to call Tim Costley, but before I do, I’m just going to make a note that there has been criticism of a member to my left for bringing up points around filibustering, but when members actually bring long process speeches and 25 names to the debate, I think the member’s point was fair. I’ll be the judge of what’s going on in the debate. I urge members to keep their content relevant.

Thank you, Madam Chair, and I will take your encouragement to stay relevant. I’m going to stick to clause 1. I appreciate the member in charge’s comments about commencement but we’ll get to that in clause 2, I’m sure.

I guess, as a new MP in my first term, I’m shaped a lot by experience, and my experience of committee stage, I guess, is shaping the approach to this. I can only learn from what I see, like this morning, sitting in this Chamber. I try and replicate what it is that I see and learn from the honourable members on the other side who have set such a good example of how a committee stage should run. I intend to adhere to that great experience that I’ve picked up over the last two years.

I would like to focus on just the title. I’m not coming with a filibustering list of dozens of names. I just want to focus on one, because in one of the select committees I sit on, there’s been a lot of discussion around clarity of language, ease of understanding, and accessibility of legislation for people. The proposed title is the “Companies (Address Information) Amendment Bill”, and while, of course, address information is the subject that we’re talking about, actually, I think we can be—and, indeed, maybe have a responsibility to be—a little more specific in terms of what the problem is and what we’re addressing. It’s not just about address information; it’s really about having alternative addresses. It’s about the safety of directors in certain circumstances—whether it’s for their safety or the safety of those that they live with—who need to withhold their home address, their residential address.

If I wanted to filibuster, I probably would have come with amendments that had “home address” and then “whare address” and then “residential address”, as we have come to see over the last few months from members opposite, but that’s not what I’m suggesting—

💬 Arena Williams: No one’s going to shut you down.

I am just suggesting a less frivolous approach than the rather vocal member over there tends to bring, at times, and instead bringing a more specific one, to really drive into what this bill is about. A lot of people that I meet in the great Ōtaki electorate, in the Kāpiti region in particular, as they look at legislation don’t maybe have a legal background. Maybe they don’t have a background of reading this, and they just want to know that it does what it says on the tin, and when it says, “address information”, it kind of gets them halfway. If we could be more specific, if we could include a little more information and really lead them down the path and help them to understand, I think, actually, there’s a duty on us to do that, because it means they can understand.

There will be people out there who own the average small business on the Kāpiti Coast, for example, who would have one, maybe two, employees—often family run. If it is a director of a company like that, they won’t be across every bill and every piece of legislation that comes through. It is a good thing—I commend the member for bringing it—but can we help people to understand the tools that are now going to be available if this goes through third reading—

CHAIRPERSON (Barbara Kuriger): Well, if we focus on the title at this point, then we can talk about some of the other points at a later stage.

That’s right, and the title is the mechanism that helps them to understand. If it was to be a title like the “Companies (Ability to Withhold Residential Address) Amendment Bill”, that immediately says to people that, actually, there is an ability to withhold your residential address if you are the director of a company. I’m thinking of those people in regions like mine, in regions perhaps like yours, Madam Chair, like many people on this side represent—their home electorates—where small business, which is the backbone of New Zealand, is one or two people. It is the title that will lead them down that path.

That’s why I’m just wanting to hear from the member in charge: could we be more specific? Would she be open to a title that would make it really clear what this does—that this gives the ability to withhold a residential address or to protect directors through withholding a residential address; the ability to provide an address for service in lieu of that. Could we be a little bit more specific so that the people that I represent, that we all represent in this House, would understand what this does? I don’t raise this by way of criticism of the member for what comes in the bill, but by way of: is it possible that we could just improve this slightly by bringing a little clarity and a little specificity to this? My question to that member is: is she open to a title such as the “Companies (Ability to Provide an Alternative Address) Amendment Bill”?

The member Tim Costley does make a good point that perhaps the title could have more in it, but, of course, the title also needs to be succinct. I think the particular title does the job perfectly well.

I move, That debate on this question now close.

I’m going to take one more call. I want to see a sensible one, and I recognise that it’s a members’ day. I’d also make people aware that, while they think nobody watches Parliament TV, there are quite a few people probably still watching. Cameron Luxton—that’s not directed at the member who’s about to speak!

I understand, Madam Chair, but I take the note to welcome those who are listening in to this debate, where we actually get into a really important part of any bill, and that is its name, Madam Chair, as you pointed out. The member in the chair, the Hon Dr Deborah Russell, has spoken about—is it the “member in the chair”, Madam Chair?

CHAIRPERSON (Barbara Kuriger): Yes, this is the member in the chair.

💬 Tom Rutherford: The member in charge.

The member in charge—thank you. The member in charge has summarily sort of waved away many options for a title that have been put on the table from this side of the House, which I think might have gone a little bit prematurely, because we do need to have people understand what’s trying to be achieved.

I’ll get right into a couple of suggestions that I have, Madam Chair—and taking your advice on board, as to being succinct. The “Companies (Safer Businesses, Safer People) Amendment Bill”—I think the member in charge has really made it quite clear that safety is a core part of why this legislation has been brought forward. Making sure that it’s understood that safety is at the core of what the member is trying to achieve would, I think, do a lot to communicate what is her intention in this bill.

Also another suggestion I’ve got here is “Companies (Supporting Privacy and Security) Amendment Bill”, because it’s not a matter of forcing people to choose a different address for service—there’s another term in the bill. We’re changing it to “address for service”, so it’s not the address that the directors are at; it’s an address for service. It gives a choice for directors who might not feel safe, as my previous suggestion of a company’s name has given.

I think, if the member in charge was able to consider these two suggestions that I’ve made in the spirit in which they were given, which is a spirit, at the late part of an evening, when things do need to be taken into account in a serious manner despite how we may all be wanting to get to bed—I leave that with the member. I hope that she would address those in the spirit that I’ve put them on the table, and we can move forward.

Clause 1 agreed to.

Clause 2 Commencement