Great British Energy Bill

Baroness Noakes Excerpts

Committee stage
Tuesday 3rd December 2024 Lords Chamber

[Lord Vaux of Harrowden (CB)]

My Lords, I rise to speak to Amendments 4, 6 and 7 in my name. I start by reminding the Committee of my interests as a micro-generator of hydroelectricity.

Amendments 4, 6 and 7 are designed to probe—a bit like Amendment 3 in the name of the noble Lord, Lord Offord—whether it might be desirable to allow Great British Energy to accept minority equity finance. I thank the noble Lord, Lord Cameron of Dillington, for his support on this. As these are simply probing amendments, I will try to be brief.

As the Bill is currently drafted, Great British Energy can be designated as such only if it is wholly owned by the Crown and will lose its designation automatically if that changes. It follows, therefore, that none of its shares can be owned by another party, and therefore no equity finance could be raised, at least at the Great British Energy level, from parties other than the Crown.

I can imagine situations where being able to introduce external capital into GBE could be a good thing. Clearly, I can understand why the Government would wish to retain control, which is why in my amendments I have set a required level of ownership of at least 75% of the issued share capital. Shareholders with more than 25% have the right to block special resolutions; so as long as the Crown controls 75% or more, it would still have full control of the company.

In that aspect, Amendments 4, 6 and 7 are more restrictive than Amendment 3 tabled by the noble Lord, Lord Offord of Garvel, although they are probing the same question. Can the Minister explain why the Government feel that they need GBE to be wholly owned and why they would not want the flexibility to raise external equity finance in future, while retaining control?

I am also interested to hear the answers to the questions raised by the noble Lord, Lord Offord, on his Amendment 1 on the relationship with the former UK Infrastructure Bank, now called the National Wealth Fund. I see from the letter that the Minister kindly sent us after Second Reading that the activities of GBE will in fact be carried out, at least initially, by the National Wealth Fund,

“in line with the NWF’s investment and operating principles”.

The letter goes on to say:

“This will enable GBE to invest quickly and draw on the NWF’s experience and existing pipeline of projects”.


That raises a serious question as to why we really need GBE at all. If the National Wealth Fund’s investment and operating principles and its existing experience already cover what GBE is being set up for, as the Minister’s letter confirms, and if it already has an existing pipeline of projects, would it not make more sense simply to provide the National Wealth Fund with the additional finance and resources to carry out the activities that are envisaged for Great British Energy—whatever those are, given the lack of detail in the Bill—and to leverage the experience and scale already built up in the National Wealth Fund? Are we in danger of duplicating responsibilities and adding another unnecessary layer of cost and bureaucracy with the Bill?

We could go further. The Bill carves out an area of activity that is currently already covered by the National Wealth Fund’s objectives and activities—again, as confirmed by the Minister’s letter—and puts that into a vehicle that has substantially less clarity on the way it will behave and substantially less accountability for what it does, as both your Lordships’ Constitution Committee and the noble Lord, Lord Offord of Garvel, have pointed out. One wonders what the Minister would have said if the previous Government had tried to do that—I suspect we know.

While Amendment 1 is a probing amendment, the noble Lord, Lord Offord, might have hit on a very neat solution in proposing to make GBE a subsidiary of the National Wealth Fund, where it would be subject to the accountability regime that already exists, which has already been accepted by Parliament. It would not in any way prevent Great British Energy meeting its objectives, but it would solve a lot of the issues that will come up later around accountability and transparency, as well as reducing the possibilities of cost duplication and ensuring that the expertise already built up in the National Wealth Fund is fully utilised. It would streamline the way the two organisations work together, removing the potential for future conflicts. There is no reason why the subsidiary could not still be separately located in Aberdeen as planned. In fact, ownership by the National Wealth Fund would not stand in the way of any of the plans that the Government say they have for Great British Energy.

The more I think about it, the more it seems that a simple change of ownership from direct to indirect would solve a lot of the issues that we will debate as this Committee goes forward, with no obvious downside for the Government or their plans for Great British Energy. I strongly encourage the Minister to give Amendment 1 serious consideration.

[Baroness Noakes (Con)]

My Lords, I support what both my noble friend Lord Offord of Garvel and the noble Lord, Lord Vaux, have said about the confusing overlap between what is now the National Fund Wealth and Great British Energy. I am one of those sad people who look at annual reports and accounts, and I was anxiously waiting for the UK Infrastructure Bank’s reports and accounts, which finally dropped last Monday. Through that, I discovered that it had legally changed its name to the National Wealth Fund two or three weeks ago, although no announcement seems to have been made about that at the time.

I agree that Amendment 1 is a very neat way of tucking Great British Energy into a more satisfactory set of governance and oversight arrangements, which we wrestled with when the UK Infrastructure Bank was set up. But my main reason for speaking today is in connection with Amendment 3 in the name of my noble friend Lord Offord of Garvel and Amendments 4, 6 and 7 in the name of the noble Lord, Lord Vaux.

I do not support these amendments, because I think the concept of minority stakes in government-controlled companies is a complete nonsense. Over the whole history of nationalised industries and publicly owned corporations and companies, there are relatively few examples of entities in which minorities held equity stakes. The exceptions are normally accidents of history—such as in the case of RBS/NatWest—rather than acts of conscious design.

I cannot think of a single good reason to encourage the Government to seek private capital in Great British Energy, as opposed to seeking to leverage private capital alongside public investment in projects that need public involvement to help to de-risk them. Equity is always more expensive than debt, and minority holdings in illiquid shares are even more expensive. The Government do not need to pay that premium. They can borrow money, to the extent that GBE needs it, by issuing government debt. That will be much cheaper than raising equity for GBE, even after the post-Budget bond yield increases.

Equity costs more to raise than debt because it carries more risk than debt. It is the first bit of the capital stack to be wiped out in liquidation—at least, that is what happens in the private sector. But does anybody believe that minority holders would be wiped out if the state decided to liquidate an insolvent Great British Energy? The Secretary of State has so many powers over Great British Energy that in practical terms the Government will find it very difficult, if not impossible, to escape underwriting all the liabilities of Great British Energy, and that includes its minority holdings. If the Government did try to wipe out the minority holdings in a liquidation, I predict a decade or more of shareholder litigation.

Having minority holdings can also engage a lot of unnecessary legal problems around protections for minorities that are built into our company law to prevent minorities being treated unfairly. It can raise issues about dividends, which are not normally part of the regime for state-owned enterprises since retained earnings, if there are any—and history tells us that there are not usually any—are generally kept within the public corporation. I am not a fan of state-owned activity, but we should accept it for what it is, which is taxpayer or debt-funded activity, and not try to mimic the real world where equity investors genuinely do take on risk.

[Lord Cameron of Dillington (CB)]

My Lords, I added my name to my noble friend Lord Vaux’s Amendments 4, 6 and 7. This was largely because when the Bill went through its stages in the other place, the Government made frequent references to the fact that an essential quality of Great British Energy was that it would be flexible, vibrant, resilient and fleet of foot. These are all good qualities to allow this new company to take advantage of opportunities in the marketplace, maybe even sudden ones when, say, an international investor is looking to throw its weight behind a tidal initiative or a new hydrogen production plant but is looking for a commitment from the UK Government in the form of some investment from GBE.

What happens in these circumstances if the Treasury reduces its annual funding for GBE in future or if GBE’s annual budget has already been spent and there is a danger of this vital project going overseas unless GBE invests? Will the opportunity just get missed or, as my thinking goes, should GBE be truly flexible, vibrant, resilient and fleet of foot and be able to go out into the financial marketplace and draw in sufficient funds to promote and thus enable this one-off opportunity?

I recognise that, to be effective, GBE must be part of government and yet not part of government. That is why the figure of 75% government ownership is crucial; 24% of outside investment would not prevent the Government remaining in total control and, more importantly, being seen to be in total control, but it could also mean that the private sector could help contribute to the success of GBE.

Your Lordships may ask why the private sector cannot just invest in the proposed investment itself. The answer is that by investing in the parent company, GBE, the private sector would be hedging its bets by spreading its risk across the renewable sector generally rather than just putting its money into, say, a hydrogen project or whatever. Furthermore, allowing GBE to attract some outside investment would be a good way of taking some of the risk away from the Treasury.

There may of course be other ways of doing this, such as issuing class A shares with a different standing from ordinary shares, but I do not believe they would ever be as attractive as the solution in our Amendments 4, 6 and 7.

The noble Lord, Lord Vaux, and I are keen to see GBE succeed, but we think it needs the greater flexibility of being able to attract some investment from outside government.

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That is why I submit that there needs to be a clear set of objectives in the Bill—for purpose, guidance, and to enable a judgment about success or failure. That is why Amendment 2 is necessary. I look forward to hearing the Minister’s reactions and the contributions from all noble Lords. Meanwhile, I beg to move.

[Baroness Noakes (Con)]

My Lords, I thank my noble friend Lord Frost for bringing forward this amendment. It crystalised in my mind that the Bill is a solution in search of a problem. It does not have a clear statement of what it is trying to achieve. Without that, it is likely that Great British Energy will end up with a set of activities that lack proper cohesion.

Like my noble friend Lord Frost, I have been searching back through what the Government have been saying, from the manifesto through to the “founding statement” and the Bill. The Government have been quite clear that they regard energy security and keeping bills low as important objectives of their Great British Energy project.

Being able to specify overarching objectives is logically separate from what we have in Clause 3: the objects of the company. These objects are designed to constrain Great British Energy to doing particular things that in turn will, in theory, deliver the objectives. If the objective is to deliver energy security, that can be delivered in a number of ways. Some could argue that having more oil and gas would be one way of giving us greater energy security. That is not the way that the Government have chosen, so through Clause 3 they restrict what Great British Energy will do to clean energy. As my noble friend Lord Frost said, after a number of years we should be able to judge whether they have achieved energy security through the way they have chosen to set up Great British Energy and the specific objects that it has been given.

My noble friend Lord Frost has outlined the way that the sands seem to be shifting on whether bills will be reduced. I heard on the radio this morning that the Prime Minister will reiterate his £300 promise this week. We look forward to hearing what he will say. Reducing bills and holding them down is clearly something that the Government have been promising for a good number of months by way of Great British Energy, and they need to be judged on whether they achieve that. They are choosing to do it through clean energy, as proposed in the Bill. We will need to look in due course at whether that objective has been achieved.

I have just a couple of drafting quibbles with my noble friend’s amendment. First, and most importantly, I do not think that the objective relating to bills should be confined to household energy bills. We know that the energy bills borne by British industries are ruinously high—much higher than those of all our competitors. Energy bills should be reduced for all energy consumers, not just households.

My second quibble is that the second objective in my noble friend’s amendment refers to “promoting” the UK’s energy security. I do not think it is good enough for this organisation to promote energy security; it should achieve energy security. I hope that, if my noble friend brings this amendment back at a later stage, he will bring a somewhat tougher version. However, these are minor quibbles with the drafting and do not detract from the fact that his amendment is very good.

[Lord Hamilton of Epsom (Con)]

My Lords, I would like to support my noble friend Lord Frost’s amendment because we have to judge this Bill on what it achieves, rather than on the processes it goes through. I have a slight problem, because it seems to me that if you want lower energy prices, you want to recognise the advances made by technology and have lower feed-in prices paid by the consumer. That is the way you get energy prices down; but, of course, if Great British Energy is investing in the companies, it wants the feed-in prices to be as high as possible, so the companies make profits.

It seems to me that there is a conflict here, with government standing on both sides of the commercial argument. Let us face it, my noble friend Lady Noakes is right: the price industry is paying for energy as a result of this extraordinary pursuit of net zero is making us extremely uncompetitive in world marketplaces and makes the reindustrialisation of this country something we can only dream about. No company is going to locate in Britain to start a business here if it is paying much higher energy prices than in the rest of Europe, as my noble friend Lord Frost has reminded us.

The Government have to be much clearer in their own mind on what they are trying to achieve with Great British Energy. Just saying that it is going to lower energy prices is not quite good enough, really; you have to say how it is going to lower energy prices. That is something we all want to see, but it is very difficult to attain. Perhaps the Minister can explain how all this is going to be done.

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[Lord Vaux of Harrowden (CB)]

There is only one way to read the words the “objects are restricted to”. That is what the clause says.

[Baroness Noakes (Con)]

My Lords, the noble Lord, Lord Hunt, may not be as familiar with company law as the noble Lord, Lord Vaux. The object of a company, which is what the clause refers to, is a constitution document, and it restricts what a company can do. That is what company law sets up for it. The Minister is trying to read “objects” in a broader sense. It is very clear that the clause refers to the legal documentation that will surround the full legal implementation of Great British Energy as a company. It does not have any other meaning.

[Lord Hunt of Kings Heath (Lab)]

My Lords, it is always helpful to have that kind of clarification, because I certainly was not intending to mislead the Committee in any way. From what I see in Clause 3, I am clear that GBE can participate in, encourage and facilitate the production, distribution, et cetera—informed, as I say, by the strategic plans and priorities. But I will obviously look at that and, if I have got myself confused, I will certainly reflect on it.

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Debate on whether Clause 2 should stand part of the Bill.

[Baroness Noakes (Con)]

My Lords, I tabled the Clause 2 stand part notice to probe the reasons why Clause 2 rules out Crown status for Great British Energy, but I also tabled it to explore further one of the topics we have already discussed: the relationship between Great British Energy and the National Wealth Fund.

As we debated at Second Reading, the Bill is a partial cut-and-paste job on the UK Infrastructure Bank Act. The main difference is that some important chunks did not get all the way over to the paste bit of the instruction. One way in which this Bill and that Act differ is that Clause 2, which deals with Crown status, has no counterpart in the 2023 Act. I do not know why the 2023 Act was silent on this, and I do not think we debated it when we went through the UK Infrastructure Bank Bill, as it then was. But, since the National Wealth Fund is fairly closely controlled by the Treasury, it may well have Crown status.

As we have discussed, the precise relationship between Great British Energy and the National Wealth Fund is something of a mystery, and I have to say that it remains so after the Minister’s letter to noble Lords after Second Reading. The Minister told us in that letter that the Government will set out the relationship in detail

“as Great British Energy scales up”—

I think that is code for saying, “We will make it up as we go along”.

The Minister said, as has been referred to, that in the early days Great British Energy investments will be made by the National Wealth Fund. This is another plea for him to explain how the interaction between the National Wealth Fund and Great British Energy will work in the context of one possibly having Crown status and the other very definitely not.

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[Lord Hardie (CB)]

My Lords, I support the amendment in the name of the noble Lord, Lord Vaux of Harrowden. Like the noble Baroness, Lady Hayman, in a past life I sat on the Front Bench where the Minister is and resisted amending legislation by making additions.

I appreciate the Minister’s reluctance to accept amendments that might constrain Great British Energy once it is established, but Amendment 10 is in a different category. It does not constrain Great British Energy; it empowers it to facilitate, encourage or participate in community schemes that trade in excess energy locally if that is what GBE wishes to do.

[Baroness Noakes (Con)]

My Lords, I start by underlining what the noble Lord, Lord Vaux, said about the difference between objectives and objects. It really does repay all noble Lords taking part in debates on the Bill to understand the differences between them. That is why earlier I supported my noble friend Lord Frost’s amendment trying to set objectives for the Bill. It may or may not have been the right list of them, but it would have been an important addition to the Bill.