Banking Act 2009

66 General continuity obligation: share transfers

(1) In this section and section 67—

(a) “transferred bank” means a bank all or part of the ownership of which has been transferred in accordance with section 11(2)(a) or 13(2),

(b) “former group company” means anything which was a group undertaking in relation to the transferred bank immediately before the transfer (whether or not it is also a group undertaking in relation to the transferred bank immediately after the transfer),

(c) “group undertaking” has the meaning given by section 1161(5) of the Companies Act 2006 (interpretation), and

(d) “the continuity authority” means—

(i) the Bank of England, where ownership was transferred in accordance with section 11(2)(a), and

(ii) the Treasury, where ownership was transferred in accordance with section 13(2).

(2) Each former group company must provide such services and facilities as are required to enable the transferred bank to operate effectively.

(3) The duty under subsection (2) (the “continuity obligation”) may be enforced as if created by contract between the transferred bank and the former group company.

(4) The duty to provide services and facilities in pursuance of the continuity obligation is subject to a right to receive reasonable consideration.

(5) The continuity obligation is not limited to the provision of services or facilities directly to the transferred bank.

(6) The continuity authority may by notice to a former group company state that in the authority’s opinion—

(a) specified activities are required to be undertaken in accordance with the continuity obligation;

(b) activities are required be undertaken in accordance with the continuity obligation on specified terms.

(7) A notice under subsection (6) shall be determinative of the nature and extent of the continuity obligation as from the time when the notice is given.

(8) The Bank of England may act under or by virtue of subsection (6) only with the consent of the Treasury.