Draft Statutory Guidance on the Meaning of “Significant Influence or Control”

Lord Pannick Excerpts

Tuesday 2nd December 2025 Lords Chamber

My key concluding comment is this. To have effective regulation, as I found out when we originally introduced the water regulator back in the early 1990s—I was Minister as part of the team that did so—you need clarity, consistency and transparency. All three are missing, sadly, from this statutory guidance. I hope the Government will take away that point and focus very carefully on changing it in the interests of investors in football, while still achieving all the objectives they have set out in order to have an effective regulator. With those concluding comments, I beg to move.

[Lord Pannick (CB)]

My Lords, I am in football paradise, but not for the reason the noble Lord, Lord Moynihan, mentioned. It is because my team, Arsenal—I declare my interest—are top of the Premier League and top of the Champions League group, as all noble Lords will know. I also declare my interest as counsel to Manchester City Football Club in long ongoing disciplinary proceedings brought by the Premier League.

I will make three points on the Motion tabled by the noble Lord, Lord Moynihan. First, the Football Governance Act imposes a duty on the Secretary of State to prepare and publish guidance on the meaning of the phrase “significant influence or control”. That is in Schedule 1(15)(1), read with paragraph 2.1. The Secretary of State has no choice; she has to produce guidance.

The second point is that this is, in football terms, a hospital pass. Significant influence or control is one of many legal concepts which are amorphous; they depend, essentially, on the facts and circumstances of the individual case. I can give many examples, such as reasonable care, driving without due care and attention, indecency or obscenity. None of these concepts can be defined with the precision the noble Lord, Lord Moynihan, seeks. There was a famous obscenity case in the US Supreme Court in the 1960s, during which Mr Justice Potter Stewart said that he could not define obscenity, but he certainly knew it when he saw it.

Parliament uses a phrase such as “significant influence or control” and fails to define it here and in other contexts where it is used, such as the Companies Act, precisely because Parliament wants to ensure sufficient flexibility to cover such cases and circumstances as may arise from time to time that fall within the general mischief at which the Act is aimed. That is the whole point of having a phrase such as this, and Parliament—us—not defining it in the legislation.

I very much hope that, when the Minister responds to the noble Lord, Lord Moynihan, she will not rise to the challenge of attempting to pronounce on the Floor of the House how “significant influence or control” applies to the people the noble Lord, Lord Moynihan, mentioned. If I may respectfully say so, it would not be appropriate for a Minister to attempt to prejudge how this concept applies to particular persons.

--- Later in debate ---

[Lord Parkinson of Whitley Bay (Con)]

This is guidance and this is a Bill that is to be enforced by a new independent regulator. We did not know the name of the Government’s preferred candidate for the regulator when the Bill went through, regrettably. We know now who is entrusted with applying this new regime, and we know that the Commissioner for Public Appointments has criticised not just the Government but this morning Mr Kogan himself for a lack of transparency. It is straying from the guidance, but I wonder whether the Minister, when she rises, will have anything to say about the comments made by the Commissioner for Public Appointments today.

The noble Baroness, Lady Debbonaire, is right: the focus of this debate is the guidance before us. On this too, my noble friend Lord Moynihan has raised a number of pertinent questions, some of which we touched on during our scrutiny of the Bill and some of which are raised by the guidance that has now been published. Under particular consideration today is an issue that we spent considerable time on. When we were looking at the Bill, we were provided with rather scant information about what significant influence or control would mean in practice. We now have draft guidance—but, as my noble friend Lord Moynihan says, that appears to raise rather more questions than it answers.

As my noble friend pointed out during our scrutiny of the Bill, there is no requirement in the legislation to consult before publishing the guidance, which has now been published. I think that is regrettable. I see from some of the comments that there has been informal consultation with some in football, but maybe the Minister can set out in a bit more detail the consultation and discussions that were had, which led to the drawing up and publication of this draft guidance.

A second and rather more serious point of contention regarding the new owners’ test, again raised by my noble friend in his speech and his Motion today, is the significant departure from the current concepts of ownership employed by the Premier League, the EFL, UEFA and others in football. The noble Lord, Lord Pannick, made some remarks about obscenity—not obscene remarks, I note carefully—drawing attention to other areas of law, both in this country and in the United States, where different tests are made. But in a football context alone, the Premier League’s handbook uses the notion of control and control only, whereas here in the guidance we see the new concept of significant influence or control. So this is introducing some new thoughts into this particular sphere of football regulation. The draft guidance states:

“The right to exercise significant influence or control over a club may result in that person being considered an owner for the purpose of the Act, regardless of whether or not they actually exercise that right”.


Surely the combination of this broader interpretation of the meaning of owner and the fact that one does not actually have to do anything to be considered as such, under the Act, means that this guidance would capture a far greater number of people than one might initially anticipate.

[Lord Pannick (CB)]

Of course the guidance goes further than addressing ownership. That is because the legislation which Parliament enacted requires attention to “significant influence or control”. That is the whole point.

[Lord Parkinson of Whitley Bay (Con)]

My question to the Minister is: will that capture more people than one might imagine? I think the lay person looking at this imagines a single owner of a club, but as in the legislation that Parliament has passed, a number of people can be considered an owner and to have “significant influence or control”, and I will come on to a few more examples of that. For instance, on page 7 of the guidance, paragraph 2.11 states:

“A person might exercise significant influence or control if their recommendations or instructions are always or almost always followed by other owners and/or officers, due to the financial relationship of the person to the club”.


What does that mean, for instance, for a club sponsor? They have a clear financial relationship with the club, and they might make recommendations to the club which are often followed by the officers of the club. Does that mean, under these regulations and the Act that we have passed, that they could be considered to have “significant influence or control”? Would a sponsor in any circumstance count as an owner under these regulations?