SCHEDULES
C15C12C30C13C14C21C23C22C27C28C29C31C46F6SCHEDULE B1 ADMINISTRATION
Pt. 2 (including Sch. B1) applied (with modifications) (1.12.1994) by The Insolvent Partnerships Order 1994 (S.I. 1994/2421), art. 6(1), Sch. 2 (as amended (1.7.2005) by S.I. 2005/1516, art. 7, Sch. 1; (1.4.2013) by S.I. 2013/472, Sch. 2 para. 11(b)); (1.1.2015) by S.I. 2014/3486, arts. 1(2), 13 (with art. 3); (6.4.2017) by S.I. 2017/540, reg. 1, Sch. 2 para. 6 (with reg. 4); (19.12.2018) by S.I. 2018/1244, arts. 1(2), 19(2)(3) (with art. 3)); and (28.12.2020) (temp.) by S.I. 2020/1350, regs. 1(4), 121(3))
Pt. 2 (including Sch. B1) applied (with modifications) (1.2.2011) by The Financial Services and Markets Act 2000 (Administration Orders Relating to Insurers) Order 2010 (S.I. 2010/3023), art. 2, Sch. (with art. 6) (as amended (1.4.2013) by S.I. 2013/472, Sch. 2 para. 195(c); and (7.4.2017) by S.I. 2017/400, regs. 1(2), 9)
Sch. B1 applied in part (with modifications) (5.10.2004) by Energy Act 2004 (c. 20), ss. 159(1), 198, Sch. 20 Pts. 1-3; S.I. 2004/2575, art. 2(1), Sch. 1 (as amended (26.6.2020) by Corporate Insolvency and Governance Act 2020 (c. 12), s. 49(1), Sch. 9 para. 27 (with ss. 2(2), 5(2)))
Pt. 2 (including Sch. B1) applied (with modifications) (6.4.2014) by The Co-operative and Community Benefit Societies and Credit Unions (Arrangements, Reconstructions and Administration) Order 2014 (S.I. 2014/229), art. 2(2), Sch. 1 (as renamed (1.8.2014) by S.I. 2014/1815, Sch. para 33; and as amended (1.8.2014) by S.I. 2014/1822, art. 5; and (13.3.2018) by S.I. 2018/208, regs. 1(3), 15(3)(b))
Sch. B1 applied in part (with modifications) (1.10.2011) by Postal Services Act 2011 (c. 5), ss. 73, 93(2)(3), Sch. 10 Pts. 1, 2; S.I. 2011/2329, art. 3 (with arts. 4, 5) (as amended (6.4.2017) by S.I. 2017/540, reg. 1, Sch. 1 para. 6(2) (with reg. 4))
Sch. B1 applied (with modifications) by S.I. 2010/3023, art. 2, Sch. (as amended (13.3.2018) by The Small Business, Enterprise and Employment Act 2015 (Consequential Amendments, Savings and Transitional Provisions) Regulations 2018 (S.I. 2018/208), regs. 1(3), 12 (with reg. 22))
Sch. B1 specified provisions applied (with modifications) by S.I. 2012/3013, Sch. 2 Pt. 1 (as inserted (4.7.2018) by The Insolvency of Registered Providers of Social Housing Regulations 2018 (S.I. 2018/728), regs. 1, 3(6), Sch. 2)
Sch. B1 specified provisions applied (with modifications) (4.7.2018) by The Insolvency of Registered Providers of Social Housing Regulations 2018 (S.I. 2018/728), regs. 1, 2(2), Sch. 1 Pt. 1
Sch. B1 specified provisions applied (with modifications) (13.7.2018 for E.W.) by Financial Services (Banking Reform) Act 2013 (c. 33), s. 148(5), Sch. 6 para. 5; S.I. 2018/848, art. 2(b) (as amended by S.I. 2017/400, regs. 1(2), 6(a)(c); and S.I. 2018/208, regs. 1(3), 6(a))
Sch. B1 specified provisions applied (with modifications) (31.1.2019) by Technical and Further Education Act 2017 (c. 19), s. 47(2), Sch. 3; S.I. 2018/1161, reg. 3(c) (as amended (26.12.2023) by 2023 c. 55, s. 255(2)(c), Sch. 4 para. 210(a) (with s. 247))
Sch. B1 specified provisions applied (with modifications) (31.1.2019) by Technical and Further Education Act 2017 (c. 19), s. 47(2), Sch. 4; S.I. 2018/1161, reg. 3(d) (as amended: (28.6.2022) by 2022 c. 21, ss. 25(4), 36(2); and (26.12.2023) by 2023 c. 55, s. 255(2)(c), Sch. 4 para. 211(a) (with s. 247))
Sch. B1 modified (28.12.2020 until IP completion day when the amending provision ceases to have effect in accordance with reg. 1(4) of the amending S.I.) by The Bank Recovery and Resolution (Amendment) (EU Exit) Regulations 2020 (S.I. 2020/1350), regs. 1(4), 114 (with reg. 108)
Sch. B1 excluded in part (E.W.) (15.3.2024) by The Water Industry (Special Administration) Regulations 2024 (S.I. 2024/205), regs. 2(2), 5(2) (with reg. 64)
GENERAL
C1C24C33C45C46100C46F11Joint and concurrent administrators
1
In this Schedule—
a
a reference to the appointment of an administrator of a company includes a reference to the appointment of a number of persons to act jointly or concurrently as the administrator of a company, and
b
a reference to the appointment of a person as administrator of a company includes a reference to the appointment of a person as one of a number of persons to act jointly or concurrently as the administrator of a company.
2
The appointment of a number of persons to act as administrator of a company must specify—
a
which functions (if any) are to be exercised by the persons appointed acting jointly, and
b
which functions (if any) are to be exercised by any or all of the persons appointed.
C2C34C45C46101
1
This paragraph applies where two or more persons are appointed to act jointly as the administrator of a company.
2
A reference to the administrator of the company is a reference to those persons acting jointly.
3
But a reference to the administrator of a company in paragraphs 87 to 99 of this Schedule is a reference to any or all of the persons appointed to act jointly.
4
Where an offence of omission is committed by the administrator, each of the persons appointed to act jointly—
a
commits the offence, and
b
may be proceeded against and punished individually.
5
The reference in paragraph 45(1)(a) to the name of the administrator is a reference to the name of each of the persons appointed to act jointly.
6
Where persons are appointed to act jointly in respect of only some of the functions of the administrator of a company, this paragraph applies only in relation to those functions.
C3C35C45C46102
1
This paragraph applies where two or more persons are appointed to act concurrently as the administrator of a company.
2
A reference to the administrator of a company in this Schedule is a reference to any of the persons appointed (or any combination of them).
C4C36C45C46103
1
Where a company is in administration, a person may be appointed to act as administrator jointly or concurrently with the person or persons acting as the administrator of the company.
2
Where a company entered administration by administration order, an appointment under sub-paragraph (1) must be made by the court on the application of—
a
a person or group listed in paragraph 12(1)(a) to (e), or
b
the person or persons acting as the administrator of the company.
3
Where a company entered administration by virtue of an appointment under paragraph 14, an appointment under sub-paragraph (1) must be made by—
a
the holder of the floating charge by virtue of which the appointment was made, or
b
the court on the application of the person or persons acting as the administrator of the company.
4
Where a company entered administration by virtue of an appointment under paragraph 22(1), an appointment under sub-paragraph (1) above must be made either by the court on the application of the person or persons acting as the administrator of the company or—
a
by the company, and
b
with the consent of each person who is the holder of a qualifying floating charge in respect of the company’s property or, where consent is withheld, with the permission of the court.
5
Where a company entered administration by virtue of an appointment under paragraph 22(2), an appointment under sub-paragraph (1) must be made either by the court on the application of the person or persons acting as the administrator of the company or—
a
by the directors of the company, and
b
with the consent of each person who is the holder of a qualifying floating charge in respect of the company’s property or, where consent is withheld, with the permission of the court.
6
An appointment under sub-paragraph (1) may be made only with the consent of the person or persons acting as the administrator of the company.
C5C24C37C45C46104C46Presumption of validity
An act of the administrator of a company is valid in spite of a defect in his appointment or qualification.
C24C38105C46Majority decision of directors
A reference in this Schedule to something done by the directors of a company includes a reference to the same thing done by a majority of the directors of a company.
C6C24C39C47C46106C46Penalties
1
A person who is guilty of an offence under this Schedule is liable to a fine (in accordance with section 430 and Schedule 10).
2
A person who is guilty of an offence under any of the following paragraphs of this Schedule is liable to a daily default fine (in accordance with section 430 and Schedule 10)—
a
paragraph 20,
b
paragraph 32,
c
paragraph 46,
d
paragraph 48,
e
paragraph 49,
f
paragraph 51,
g
paragraph 53,
h
paragraph 54,
i
paragraph 56,
j
paragraph 71,
k
paragraph 72,
l
paragraph 77,
m
paragraph 78,
n
paragraph 80,
o
paragraph 84,
p
paragraph 86, and
q
paragraph 89.
C7C24C40C46C48107C46Extension of time limit
1
Where a provision of this Schedule provides that a period may be varied in accordance with this paragraph, the period may be varied in respect of a company—
a
by the court, and
b
on the application of the administrator.
2
A time period may be extended in respect of a company under this paragraph—
a
more than once, and
b
after expiry.
C8C41108
1
A period specified in paragraph 49(5) F12... or 51(2) may be varied in respect of a company by the administrator with consent.
2
In sub-paragraph (1) “consent” means consent of—
a
each secured creditor of the company, and
F13b
if the company has unsecured debts, the unsecured creditors of the company.
3
But where the administrator has made a statement under paragraph 52(1)(b) “consent” means—
a
consent of each secured creditor of the company, or
b
if the administrator thinks that a distribution may be made to preferential creditors, consent of—
i
each secured creditor of the company, and
F14ii
the preferential creditors of the company.
b
if the company has unsecured debts, the unsecured creditors of the company.
F153A
Whether the company's unsecured creditors or preferential creditors consent is to be determined by the administrator seeking a decision from those creditors as to whether they consent.
F164
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
5
The power to extend under sub-paragraph (1)—
a
may be exercised in respect of a period only once,
b
may not be used to extend a period by more than 28 days,
c
may not be used to extend a period which has been extended by the court, and
d
may not be used to extend a period after expiry.
C9C42C44C46109
Where a period is extended under paragraph 107 or 108, a reference to the period shall be taken as a reference to the period as extended.
C10C25C44C46110C46Amendment of provision about time
1
The Secretary of State may by order amend a provision of this Schedule which—
a
requires anything to be done within a specified period of time,
b
prevents anything from being done after a specified time, or
c
requires a specified minimum period of notice to be given.
2
An order under this paragraph—
a
must be made by statutory instrument, and
b
shall be subject to annulment in pursuance of a resolution of either House of Parliament.
C11C25C43C44C46111C46Interpretation
1
In this Schedule—
“administrative receiver” has the meaning given by section 251,
“administrator” has the meaning given by paragraph 1 and, where the context requires, includes a reference to a former administrator,
F1. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F17. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
F17. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
“enters administration” has the meaning given by paragraph 1,
“floating charge” means a charge which is a floating charge on its creation,
“in administration” has the meaning given by paragraph 1,
“hire-purchase agreement” includes a conditional sale agreement, a chattel leasing agreement and a retention of title agreement,
“holder of a qualifying floating charge” in respect of a company’s property has the meaning given by paragraph 14,
“market value” means the amount which would be realised on a sale of property in the open market by a willing vendor,
“the purpose of administration” means an objective specified in paragraph 3, and
“unable to pay its debts” has the meaning given by section 123.
F21A
In this Schedule, “company” means—
F3a
a company registered under the Companies Act 2006 in England and Wales or Scotland,
b
a company incorporated in an EEA State F18..., or
c
a company not incorporated in an EEA State but having its centre of main interests in a member State F19(other than Denmark) or in the United Kingdom.
1B
In sub-paragraph (1A), in relation to a company, “centre of main interests” has the same meaning as in F10Article 3 of the EU Regulation .
F42
. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
3
In this Schedule a reference to action includes a reference to inaction.
111AC46F5Non-UK companies
A company incorporated outside the United Kingdom that has a principal place of business in Northern Ireland may not enter administration under this Schedule unless it also has a principal place of business in England and Wales or Scotland (or both in England and Wales and in Scotland).
C16C26C32112C46Scotland
In the application of this Schedule to Scotland—
a
a reference to filing with the court is a reference to lodging in court, and
b
a reference to a charge is a reference to a right in security.
C17C32113
Where property in Scotland is disposed of under paragraph 70 or 71, the administrator shall grant to the disponee an appropriate document of transfer or conveyance of the property, and—
a
that document, or
b
recording, intimation or registration of that document (where recording, intimation or registration of the document is a legal requirement for completion of title to the property),
has the effect of disencumbering the property of or, as the case may be, freeing the property from, the security.
C18C32114
In Scotland, where goods in the possession of a company under a hire-purchase agreement are disposed of under paragraph 72, the disposal has the effect of extinguishing as against the disponee all rights of the owner of the goods under the agreement.
C19C32115
1
In Scotland, the administrator of a company may make, in or towards the satisfaction of the debt secured by the floating charge, a payment to the holder of a floating charge which has attached to the property subject to the charge.
F71A
In Scotland, sub-paragraph (1B) applies in connection with the giving by the court of permission as provided for in paragraph 65(3)(b).
1B
On the giving by the court of such permission, any floating charge granted by the company shall, unless it has already so attached, attach to the property which is subject to the charge.
2
In Scotland, where the administrator thinks that the company has insufficient property to enable a distribution to be made to unsecured creditors other than by virtue of section 176A(2)(a), he may file a notice to that effect with the registrar of companies.
3
On delivery of the notice to the registrar of companies, any floating charge granted by the company shall, unless it has already so attached, attach to the property which is subject to the charge F9....
F84
Attachment of a floating charge under sub-paragraph (1B) or (3) has effect as if the charge is a fixed security over the property to which it has attached.
C20C32116
In Scotland, the administrator in making any payment in accordance with paragraph 115 shall make such payment subject to the rights of any of the following categories of persons (which rights shall, except to the extent provided in any instrument, have the following order of priority)—
a
the holder of any fixed security which is over property subject to the floating charge and which ranks prior to, or pari passu with, the floating charge,
b
creditors in respect of all liabilities and expenses incurred by or on behalf of the administrator,
c
the administrator in respect of his liabilities, expenses and remuneration and any indemnity to which he is entitled out of the property of the company,
d
the preferential creditors entitled to payment in accordance with paragraph 65,
e
the holder of the floating charge in accordance with the priority of that charge in relation to any other floating charge which has attached, and
f
the holder of a fixed security, other than one referred to in paragraph (a), which is over property subject to the floating charge.
Sch. B1 inserted (15.9.2003) by 2002 c. 40, ss. 248(2), 279, Sch. 16 (with s. 249(1)-(3)(6)); S.I. 2003/2093, art. 2(1), Sch. 1 (subject to arts. 3-8 (as amended by S.I. 2003/2332, art. 2))