Ed Miliband speaks to supporters at Redbridge on May 1, 2014. Photograph: Getty Images.
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Miliband challenges Cameron's hands-off approach on foreign takeovers

Labour leader denounces PM for acting as a "cheerleader" for the Pfizer-AstraZeneca deal and calls for a new public interest test.

In no major western country is it easier for a foreign firm to take over a domestic company than in the UK. If Britain is to move towards the "responsible capitalism" championed by Ed Miliband, this will need to change.

Aware of this, Miliband used his appearance on The Andrew Marr Show to challenge David Cameron's response to Pfizer's bid for AstraZeneca (the largest proposed foreign takeover in British history). He denounced Cameron for acting as a "cheerleader" for the deal and announced that Labour would bring in a new "public interest test" for such takeovers. Revealing that he had written to the PM on the subject today, he said: "No other country in the world would be waving this bid through, nodding it through on the basis of pretty weak assurance from Pfizer, who have a pretty dubious record when it comes to their record in this country and other takeovers.

"I'm writing to the Prime Minister today setting out how we adapt the public interest test in the future and how he, rather than being that cheerleader for this takeover with paper-thin assurances, should be actually championing British jobs and a British success story that is AstraZeneca."

In his letter to Cameron, Miliband rightly notes Pfizer's worrying track record, including its 2012 decision to close down its R&D facility in Sandwich (leading to the loss of 1,500 jobs) and its weak commitment to investment.

The Tories will probably seek to dismiss Miliband's proposals as crude state interventionism but it is harder for them to do so when figures such as Michael Heseltine, an economic adviser to the government (I recently interviewed him in his Treasury office) and Lord Sainsbury are also questioning whether the deal is in the national interest. Heseltine called earlier this week for the introduction of "reserve powers" to protect British companies when assets such as the country's science base are at risk. He said: "Foreign takeovers can often be hugely helpful and I have no doctrinal preoccupations - I've done enough takeovers of small businesses myself to know how valuable they can be. But the important point is that every other advanced economy has mechanisms of some sort on a failsafe basis to scrutinise foreign takeovers and we're the only country that doesn't."

With Pfizer responsbile for 6,700 high-quality jobs across eight sites in the UK, the stakes are high. By challenging Cameron to abandon his laissez-faire approach, Miliband has smartly intervened in a way that chimes with the public's increasing hostility to no-holds barred capitalism.

Here's the full text of Miliband's letter to Cameron.

Dear Prime Minister

I’m writing regarding the ongoing bid for AstraZeneca by Pfizer. This bid raises serious questions about a key sector of our economy. I know we share a commitment to the UK’s retaining it’s leading global role in pharmaceuticals and wanted to put in writing my concerns with this bid. I also wanted to propose areas on which we could work together to strengthen the oversight of takeovers involving UK firms and to suggest a stronger role by the UK government in this particular bid.

We all recognise that takeovers are an essential part of a functioning economy and can lead to greater efficiencies and better services for consumers. However we also all recognise that too often in recent years major takeovers have failed to deliver the promised benefits.

In this particular bid the stakes could not be much higher. Pfizer’s bid for AstraZeneca affects one of the UK’s most significant investors in R&D, a major contributor to our science base, and 6,700 high quality jobs in the UK. Despite those high stakes, the impression created in recent days has been of a Government cheerleading for this deal on the basis of a short letter with inadequate assurances.

I am strongly of the view that, when it comes to such a strategically important part of UK PLC, we need a more substantive assessment of whether this takeover is in the national economic interest before the UK government allows itself to be seen to be supporting it.

There are reasons to think that such an assessment would be of value. Firstly the company’s track record in the UK raises concerns, including their decision in 2012 to close down the world-renowned R&D facility in Sandwich, leading to the loss of 1,500 jobs. Secondly AstraZeneca currently spends a significantly higher proportion of its turnover on R&D than Pfizer – a crucial concern given the importance of pharmaceutical investment in R&D to the UK science base. Lastly there are concerns about Pfizer’s wider track record regarding the impact on research of previous takeovers.

For the future this case strengthens the view I have expressed in the past that we need to look again at the UK’s takeover regime. In particular there should be a stronger public interest test which encompasses cases such as these where strategic elements of our science base, with impacts well beyond the firm concerned, are involved. Should you wish to make changes to that effect the Labour Party will support you to make them happen.

However, more immediately we need to act swiftly in the case of this specific bid. I have seen the assurances you have received from Pfizer, but this merger would have an impact for decades to come, so it is not enough to have a few specific promises that only last for the next few years.

I note that you have opened up dialogue with the company about this bid and, while noting that this is a decision for the shareholders concerned, responded positively to the outcome of those discussions. I would hope that such a position, allowing the UK Government to be seen as cheerleading for the bid, would only have been taken on the basis of a thorough assessment of whether this bid is in Britain’s national economic interest. If you already have such an assessment I would be grateful for it to be made public to inform those taking this decision. If you do not have detailed advice of that sort I would call on you to put in place an immediate independent assessment to ensure that the implications for our national economic interest are fully discussed. Such an assessment would provide elements of the transparency and information that a wider public interest test would involve. ‎It would also be in Pfizer’s interest if their commitment to the UK’s science base is as strong as they insist. And it is only after such an assessment has been made that a British Prime Minister should decide whether to support such a bid – not by staging quick backroom conversations with one party to a deal.

Ed Miliband

George Eaton is political editor of the New Statesman.

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Is TTIP a threat or an opportunity?

TTIP offers potentially huge opportunities to both Europe and the US - we should keep an open mind on what the final agreement will mean.

Barack Obama made it abundantly clear during his visit to the UK that if Britain left the European Union then it would be quite some time before we would be able to negotiate a trade deal with the United States. All the more reason to examine carefully what the Transatlantic Trade and Investment Partnership (TTIP) will mean for the UK. For Labour this is especially important because a number of trade unionists and Party members have expressed concerns about what TTIP could mean.

The economic worth of such a partnership between the European Union and the US has been questioned and it has been frequently stated that TTIP could give multinational companies unprecedented influence and undermine the British NHS.

With regard to the economic benefits of TTIP there are few that would argue that there are no economic gains to be achieved through the partnership. The question is to what extent economic growth will be stimulated. On the positive side the European Commission has argued that an agreement could bring economic gains of between €68 billion to €119 billion per year to the EU (0.3% to 0.5% of GDP) and €50 billion to €95 billion (0.2% to 0.4% of GDP) to the US. For Britain, this means that an agreement could add up to £10 billion annually to the UK economy.

On the negative side, a study commissioned by the European United Left/Nordic Green Left Group in the European Parliament has maintained that TTIP would bring only “limited economic gains”. These gains have to be weighed, it was argued, against the “downside risks”. Those risks have been identified as coming from the alignment of standards in areas such as consumer safety, environmental protection and public health.

These are important concerns and they should not be quickly dismissed. They are made all the more important because the existence of already low tariffs between the EU and the US make the negotiations to reduce non-tariff barriers to trade all the more significant.

There are a number of areas of concern. These include food standards and the regulation of GM crops and the worry that the EU’s focus on applying the environmental precautionary principle might be weakened. The European Commission, which has a responsibility for negotiating TTIP on behalf of the EU, is however acutely aware of these concerns and is mindful of its legal responsibility to uphold, and not to in any way weaken, the agreed legal standards to which the EU adheres. A concern has been expressed that irrespective of what European law may say, TTIP could undermine those standards. This I find difficult to accept because the ‘rule of law’ is absolutely central to the negotiations and the adoption of the final agreement.

But the EU is mindful of this concern and has brought forward measures which have sought to address these fears. The latest proposals from the Commission clearly set out that it is the right of individual governments to take measures to achieve public policy objectives on the level that they deem appropriate. As the Commission’s proposal states, the Agreement shall not affect the right of the parties to regulate within their own territories in order to achieve policy objectives including “the protection of public health, safety, environmental or public morals, social or consumer protection or promotion and protection of cultural diversity”.

Of course, this is not to suggest that there should not be vigilance, but equally I believe it would be wrong to assume the theoretical problems would inevitably become reality.

The main area of concern which has been expressed in Britain about TTIP relates to the NHS and the role of the private sector. Under the Investor-State Dispute Settlement (ISDS) provisions investors would be able to bring proceedings against a foreign government that is party to the treaty. This would be done in tribunals outside the domestic legal system. If a Government is found to be in breach of its treaty obligations the investor who has been harmed could receive monetary compensation or other forms of redress.

The concern is that the ISDS arrangements will undermine the ability of democratically elected governments to act on behalf of their citizens. Some have maintained that measures to open up the NHS to competition could be made irreversible if US companies had to be compensated when there is a change of policy from a future Labour Government.

In response to these concerns the European Commission has proposed an Investor Court System. This would be based on judgements being made by publicly appointed and experienced judges and that cases would only be brought forward if they were precisely defined. Specifically, it is proposed that cases would be limited to targeted discrimination on the basis of gender, race or religion, or nationality, expropriation without compensation or the denial of justice.

Why, you might ask, is there a need at all for a trans-national Investor Court System? The reason in part lies in the parlous state of the judicial systems in some of the relatively recent EU accession countries in Eastern Europe. To be frank, it is sadly the case that there are significant shortcomings in the judiciary of some countries and the rule of law is, in these cases, more apparent than real. It is therefore not unreasonable for investors to have an international framework and structure which will give them confidence to invest. It should also be noted that there is nothing proposed in TTIP which contradicts anything which is already in UK law.

We need to remember too that this is not only about US investment in Europe, it is also about European investment in the US. No US-wide law prohibits discrimination against foreign investors, and international law, such as free trade and investment agreements like TTIP, cannot be invoked in US courts. The Investor Court System would therefore benefit European companies, especially Small and Medium Sized Enterprises. 

It is of course impossible to come to a definitive conclusion about these provisions because the negotiations are ongoing. But it would surely be unwise to assume that the final agreement would inevitably be problematic.

This is especially true regarding the NHS. Last year Unite the Union commissioned Michael Bowsher QC to provide an opinion. His opinion was that “TTIP does pose a threat to a future government wishing to take back control of health services”. The opinion does not express a view on whether TTIP will “force” the privatisation of the health service (as some have claimed) and Bowsher admits that much of the debate is “conducted at a rather speculative level” and he has been unable to produce any tangible evidence to support his contention about future problems. On the other hand, it is the case that there is nothing in the proposed agreement which would alter existing arrangements for compensation. There are of course many legal opinions which underpin the view that existing legal arrangements would continue. While I accept that it is theoretically possible for the Bowsher scenario to occur, it is nevertheless extremely improbable. That is not to say that there ought not to be watertight safeguards in the agreement, but let us not elevate the extremely improbable to the highly likely.

A frequently heard criticism of TTIP is that the negotiations between the US and the EU are being conducted in ‘secret’.  Greenpeace, for example, has strongly sought to make this a central part of their campaign.  Although the Commission publishes EU position papers and negotiating proposals soon after they are tabled, it is impossible to see how complex negotiations of this kind can be practically conducted in public.  However, I believe that the draft agreement should be made public well before the final decisions are taken.

Once the negotiations have been concluded, the draft agreement will be presented to the European Council and the European Parliament, both of which have to agree the text. The European Council is, of course, made up of representatives of the governments of the EU and the European Parliament is democratically elected. Both Houses of the British Parliament will also debate the draft and there will need to be parliamentary approval of the agreement.

Transparency and democratic scrutiny are two things which there cannot be too much of. But, in practical terms, it is difficult to see how there could be more of either without making it nigh on impossible to secure such a complex agreement. Unite, of which I am a member, and others are quite right to express their concerns about TTIP, but let’s not exaggerate the potential difficulties and let’s not assume that the worst case scenario will always come about. TTIP offers potentially huge opportunities to both Europe and the US, and we should therefore at least keep an open mind on what the final agreement will mean.

Wayne David is the Labour MP for Caerphilly and is Shadow Minister for Political Reform and Justice. He is a former Shadow Europe Minister and was a junior minister in the last Labour government.