The Investment Bank Special Administration Regulations 2011

Regulation 9

SCHEDULE 1 U.K. Special administration (bank insolvency)

1.  This Schedule provides for a procedure known as special administration (bank insolvency) to be used as an alternative to bank insolvency (as set out in Part 2 of the Act) where the investment bank is a deposit-taking bank. U.K.

2.  A special administration (bank insolvency) order is an order appointing a person as the administrator for the purpose of this Schedule. U.K.

3.  A special administration (bank insolvency) order is to be treated as a special administration order and an administrator appointed under a special administration (bank insolvency) order is to be treated as if they were appointed under a special administration order for all purposes, save that— U.K.

(a) the modifications set out in this Schedule shall apply; and

(b) in regulation 22, the Bank of England may also make an application under paragraph (1) and the [F1 FCA or the PRA] can only make an application with the consent of the Bank of England.

Textual Amendments

F1 Words in Sch. 1 para. 3(b) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(p) (with Sch. 2 para. 213)

4.—(1) An administrator appointed under a special administration (bank insolvency) order has the following objectives— U.K.

(a) Objective A is to work with the FSCS so as to ensure that as soon as is reasonably practicable each eligible depositor—

(i) has the relevant account transferred to another financial institution, or

(ii) receives payments from (or on behalf of) the FSCS; and

(b) the special administration objectives as set out in regulation 10.

(2) Objective A takes precedence over the special administration objectives until a full payment resolution is passed (but the administrator is to begin working towards the special administration objectives immediately on appointment, in accordance with regulation 10).

(3) The administrator must not comply with a direction of the [F2 FCA or the PRA] given under regulation 16 in a way which prejudices the achievement of Objective A.

Textual Amendments

F2 Words in Sch. 1 para. 4(3) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(p) (with Sch. 2 para. 213)

5.—(1) The provisions of the Insolvency Act as applied by regulation 15 shall apply to special administration (bank insolvency) subject to the following additional modifications to Schedule B1— U.K.

(a) the FSCS shall be appointed as a member of the creditors' committee referred to in paragraph 57 unless it informs the administrator that it does not wish to be appointed;

(b) the Objective A committee may also make an application under paragraph 74(2));

(c) disregard paragraph 81;

(d) in the application of paragraph 87, before the Objective A committee has passed a full payment resolution, the administrator may only resign with the consent of the Bank of England and the notice of resignation shall be copied to the Bank of England;

(e) before the Objective A committee has passed a full payment resolution, only the Bank of England or the Objective A committee may make an application to remove the administrator from office under paragraph 88;

(f) the notice given under paragraph 89(2)(a) must also be copied to the Bank of England;

(g) before the passing of the full payment resolution, paragraph 91 has effect as if it provided for the Bank of England to appoint a replacement administrator as soon as is reasonably practicable;

(h) the Bank of England may also make an application under paragraph 103(2); and

(i) a reference to a provisional liquidator is to a person appointed under section 135 of the Insolvency Act as applied by paragraph 8.

(2) If any application is made to the court under these Regulations (including under the Insolvency Act as applied by these Regulations) before the Objective A committee has passed a full payment resolution, the court, in giving directions, must have regard to the achievement of Objective A.

6.—(1) The provisions of Part 2 of the Act (bank insolvency) set out in the Table apply in relation to special administration (bank insolvency) with the following modifications— U.K.

(a) the modifications set out in sub-paragraph (2); and

(b) any other modification specified in the Table.

(2) The modifications are that a reference to—

(a) a bank is to a deposit-taking bank;

(b) bank insolvency is to special administration (bank insolvency);

(c) a bank insolvency order is to a special administration (bank insolvency) order;

(d) the bank liquidator is to the administrator;

(e) Objective 1 in section 99 of the Act or Objective 1 is to Objective A;

(f) the liquidation committee is to the Objective A committee;

(g) rules made under section 411 of the Insolvency Act 1986 is to insolvency rules; and

(h) section 168(5) of the Insolvency Act is to paragraph 74(2) of Schedule B1 (as applied by regulation 15).

Table of applied provisions

Provision of Part 2 of the Act	Subject	Modification or comment
Section 94(2) to (4)	The order
Section 95	Application	Subsection (1)(c) is not applied.
Section 96	Grounds for applying
Section 97	Grounds for making	In making a special administration (bank insolvency) order, the court must also be satisfied that the company is an investment bank.
Section 98	Commencement
Section 100	Liquidation committee	(a) This committee is established only for the purpose of ensuring that the administrator works towards the achievement of Objective A. (b) Subsections (6) and (7) are not applied.
Section 101	Liquidation committee: supplemental	(a) In subsection (2) ignore the words from “While the liquidation” to “nominated replacements)”. (b) The references in subsection (5)(b) to sections 168(3) or 169(2) of the Insolvency Act are to paragraph 63 of Schedule B1 (as applied by regulation 15). (c) On the passing of the full payment resolution, the Objective A committee ceases to exist but the FSCS shall have the right to be a member of the creditors' committee. (d) Subsections (7) to (9) are not applied
Section 102	Objective 1: (a) or (b)	(a) The references to “Objective 1 (a)” and to “Objective 1(b)” are to Objective A(a) and Objective A(b) respectively. (b) The reference to Objective 2 is a reference to the special administration objectives.
Section 123	Role of the FSCS	Ignore subsection (3).
Section 124	Transfer of accounts

7.  Section 120 of the Act is applied with the following modifications— U.K.

(a) in subsection (7)(b), the reference to a bank insolvency order includes a special administration order;

(b) in subsection (8), the reference to bank insolvency order includes a special administration order or a special administration (bank insolvency) order;

(c) in subsection (10)(b), the reference to bank insolvency order includes a special administration order or a special administration (bank insolvency) order; and

(d) in subsection (10)(c), the reference to bank insolvency order includes a special administration (bank insolvency) order.

8.—(1) Section 135 of the Insolvency Act is applied with the following modifications where an application is made for a special administration (bank insolvency) order— U.K.

(a) in subsection (1), the reference to the presentation of a winding up petition is to an application for a special administration (bank insolvency) order;

(b) in subsection (2)—

(i) the reference to England and Wales includes Scotland,

(ii) the reference to a winding up order is to a special administration order,

(iii) “other fit person” means a person qualified to act as an insolvency practitioner and who consents to act, and

(iv) ignore the reference to the official receiver; and

(c) subsection (3) is not applied.

(2) A person appointed under section 135 (as applied by this paragraph)—

(a) must not pay dividends to creditors;

(b) may only be removed by order of the court; and

(c) shall vacate office if they cease to be qualified to act as a insolvency practitioner.

(3) The appointment of the person appointed under section 135 (as applied by this paragraph) lapses on the appointment of an administrator under a special administration (bank insolvency) order.

9.  In this Schedule— U.K.

“eligible depositor” has the meaning set out in section 93(3) of the Act;

“full payment resolution” has the meaning set out in section 100(5) of the Act as applied by paragraph 6;

“Objective A” has the meaning set out in paragraph 4; and

“Objective A committee” means the committee set up to oversee the achievement of Objective A in paragraph 4, (see paragraph 6(2) and the modification to section 100 of the Act in paragraph 6).

Regulation 9

SCHEDULE 2 U.K. Special administration (bank administration)

General provisions U.K.

1.  This Schedule provides for a procedure known as special administration (bank administration) to be used as an alternative to bank administration (as set out in Part 3 of the Act) where part of the business of the [F3 investment] bank is sold to a commercial purchaser in accordance with section 11 of the Act, or transferred to a bridge bank in accordance with section 12 (and it can also be used in certain cases of multiple transfers under Part 1 of the Act).

Textual Amendments

F3 Word in Sch. 2 substituted (1.9.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) (No. 3) Order 2013 (S.I. 2013/1765), arts. 1, 10

2.  A special administration (bank administration) order is an order appointing a person as an administrator for the purposes of this Schedule. U.K.

3.—(1) An administrator appointed under a special administration (bank administration) order has the following objectives— U.K.

(a) Objective A: to provide support for a private sector purchaser or bridge bank (see section 138 of the Act as applied by paragraph 6), and

(b) the special administration objectives as set out in regulation 10.

(2) Objective A takes precedence over the special administration objectives until the Bank of England notifies the administrator that the residual bank is no longer required in connection with the private sector purchaser or bridge bank, but the administrator is to begin working on the special administration objectives immediately on appointment in accordance with regulation 10.

(3) A notice under sub-paragraph (2) is referred to as an “Objective A Achievement Notice”.

(4) The administrator must not comply with a direction of the [F4 FCA or the PRA] given under regulation 16 in a way which prejudices the achievement of Objective A.

(5) In pursuing the special administration objectives following transfer to a bridge bank, the administrator may not realise any asset unless—

(a) the asset is on a list of realisable assets agreed between the administrator and the Bank of England; or

(b) the Bank of England has given an Objective A Achievement Notice.

(6) The reference to ‘asset’ in sub-paragraph (5) does not include client assets.

Textual Amendments

F4 Words in Sch. 2 para. 3(4) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(i) (with Sch. 2 para. 213)

4.  An administrator appointed under a special administration (bank administration) order is to be treated as if they were appointed under a special administration order subject to any modification made by this Schedule. U.K.

5.  A special administration (bank administration) order is to be treated for all purposes as a special administration order save that— U.K.

(a) regulations 20 and 21 do not apply;

(b) regulation 15 does not apply except where otherwise stated;

(c) the modifications set out in this Schedule shall apply.

Application of Part 3 of the Act and the Insolvency Act U.K.

6.—(1) The provisions of Part 3 of the Act (bank administration) set out in the Table apply in relation to a special administration (bank administration) with the following modifications—

(a) the modifications set out in sub-paragraph (2); and

(b) any other modification specified in the Table.

(2) The modifications are that a reference to—

(a) a bank is to an [F3 investment] bank;

(b) bank administration is to special administration (bank administration);

(c) a bank administration order is to a special administration (bank administration) order;

(d) the bank administrator is to the administrator;

(e) Objective 1, or Objective 1 in section 137 or 138, is to Objective A in paragraph 3;

(f) the Objectives in section 137 is to Objective A and the special administration objectives;

(g) an Objective 1 Achievement Notice is to an Objective A Achievement Notice;

(h) an Objective 1 Interim Achievement Notice is to an Objective A Interim Achievement Notice (see section 150 of the Act as applied by the Table);

(i) “provisional liquidator” means a person appointed under section 135 of the Insolvency Act, as applied by this Schedule; and

(j) rules made under section 411 of the Insolvency Act 1986 is to insolvency rules.

(3) Where section 145 of the Act applies a provision of the Insolvency Act with a modification, that provision applies in relation to special administration (bank administration) with that modification unless otherwise stated in the Table.

Table of applied provisions

Provision of Part 3 of the Act	Subject	Modification or comment
Section 138	Objective 1: supporting private sector purchaser or bridge bank
Section 139(2)	Objective A: duration	(a) The reference to section 145 is to that section as applied by this paragraph. (b) The reference to “notice under subsection (1) above” is to notice under paragraph 3(2).
Section 141(2) to (4)	Bank administration order
Section 142	Application
Section 143	Grounds for applying
Section 144	Grounds for making	In making a special administration (bank administration) order, the court must also be satisfied that the company is an investment bank.
Section 145	General powers etc.	(a) In subsection (1), the administrator may not rely on subsection (1) for the purpose of recovering property transferred by a property transfer instrument. (b) Subsection (3)(c), (5) and (6) are not applied.
Section 145	Table 1: Applied Provisions: Insolvency Act 1986, Schedule B1 M1	In Table 1 after subsection (6)— (a) Paragraph 41 is not applied. (b) In paragraph 46 — (i) in sub-paragraph (3)(a), in addition to obtaining the list of creditors, the administrator shall obtain as complete a list as possible of the clients of the investment bank, (ii) in sub-paragraph (3)(b), the administrator shall send a notice of their appointment to each client of whose claim and address the administrator is aware and to the [F5 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA]. (c) In paragraph 47, in sub-paragraph (2), the statement must also include particulars (to the extent prescribed) of the client assets held by the investment bank. (d) Paragraphs 49 to 54 are not applied: see paragraphs 7 to 14 of this Schedule. (e) Paragraph 55 is only applied where the Bank of England has given the Objective A Achievement Notice and— (i) sub-paragraph (1)(a) is not applied, (ii) in sub-paragraph (1)(b), the meeting referred to is one held under paragraph 12 of this Schedule, (iii) in making an order under sub-paragraph (2) the court must have regard to the special administration objectives, and (iv) sub-paragraph (2)(d) is not applied. (f) In paragraph 56— (i) before the Bank of England has given an Objective A Achievement Notice, the administrator may comply with a request under sub-paragraph (1)(a) only if satisfied that it will not prejudice the achievement of Objective A, and (ii) the [F5 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] must be invited to any meeting under this paragraph. (g) In paragraph 57— (i) a creditors' committee can only be established by a creditors' meeting of which creditors and clients have been both given notice, (ii) before the Bank of England has given an Objective A Achievement Notice, the creditors' committee, when exercising functions, must comply with any directions given to it by the Bank of England, (iii) the [F5 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] may appoint a person to attend a meeting of the creditors' committee and make representations as to any matter for decision, (iv) the FSCS shall be appointed as a member of the creditors' committee unless it indicates to the administrator that it does not wish to be appointed, and (v) insolvency rules shall ensure that the make up of the creditors' committee is a reflection of all parties with an interest in the achievement of the special administration objectives. (h) In paragraph 60 (and Schedule 1) the exercise of powers is subject to the need to prioritise Objective A. (i) In paragraph 62, the administrator may also call a meeting of clients or contributories. (j) In paragraph 68— (i) sub-paragraph (1) includes proposals where a court order has been obtained dispensing with the need for approval in accordance with paragraph 8 or 13 of this Schedule 2, and (ii) the references to paragraphs 53 and 54 are to paragraphs 7 to 13 of this Schedule. (k) In paragraph 73— (i) the reference to the administrator's proposals under paragraph 49 is to the statement of proposals under paragraph 7 of this Schedule, and (ii) sub-paragraph (2)(d) is not applied. (l) In paragraph 74— (i) the [F5 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] may also make an application under sub-paragraph (1) on the grounds that — (aa) the administrator is acting or has acted so as unfairly to harm the interests of some or all of the members, creditors or clients, or (bb) the administrator is proposing to act in a way which would unfairly harm the interests of some or all of the members, creditors or clients, (ii) a client may also make an application under sub-paragraphs (1) and (2), but, until the Bank of England has given an Objective A Achievement Notice, an order may be made on the application of a client only if the court is satisfied that it would not prejudice pursuit of Objective A, (iii) where the [F6 FCA or the PRA] has given a direction under regulation 16, an order may not be made on an application (by persons other than the Bank of England or the [F6 FCA or the PRA]) under this paragraph before the direction is withdrawn if it would impede or prevent compliance with the direction, and (iv) any of the following persons may make an application under this paragraph on the grounds that the administrator is not taking any action in response to a request from that person under regulation 13(2) and that the person is of the opinion that the action requested would not lead to a material reduction in the value of the property of the investment bank— (i) the Bank of England, (ii) the Treasury, (iii) the [F5 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA], or (iv) a market infrastructure body. (m) A client and the [F5 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] are included in the list of those persons who may make an application under paragraph 75(2). (n) Paragraph 79 is not applied: see paragraphs 15 and 16 of this Schedule. (o) In paragraph 91, after the Bank of England has given an Objective A Achievement Notice, the [F5 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] may make an application to appoint an administrator but the restrictions in sub-paragraph (2) apply. (p) Paragraph 96 is not applied. (q) In paragraph 98, sub-paragraph (2)(b) is not applied. (r) In paragraph 99— (i) in sub-paragraph (3), the former administrator's remuneration and expenses incurred in respect of the pursuit of Objective 1 will be charged on and payable out of client assets, and (ii) in sub-paragraph (4)(b), the reference to any charge arising under sub-paragraph (3) does not include a charge on client assets. (s) In paragraph 101, the reference to paragraphs 87 to 99 is to paragraphs 87 to 91, 98 and 99. (t) In paragraph 103(2), after the Bank of England has given the Objective A Achievement Notice, in sub-paragraph (2)(a), an application to the court under sub-paragraph (1) shall be made by a person listed in regulation 5(1). (u) In paragraph 106, sub-paragraphs (2)(a), (2)(b) and (2)(l) to (n) are not applied. (v) In paragraph 107, in considering an application the court must have regard to Objective A and the special administration objectives. (w) In paragraph 108— (i) the references in sub-paragraph (1) are to paragraphs 7 to 13 of this Schedule, and (ii) sub-paragraph (3) is not applied. (x) In paragraph 111, the definition of “administrator” and sub-paragraph (1A)(b) and (c) are not applied, and the reference in sub-paragraph (1) to paragraph 50 is to paragraph 10 of this Schedule.
Section 145	Table 2: Applied Provisions: other provisions of the Insolvency Act	In Table 2 after subsection (6)— (a) In section 135— (i) the reference in (e) to section 138(2)(a) is to that section as applied by this paragraph, and (ii) the reference in (f) to Objective 2 is to the special administration objectives. (b) In section 234— (i) subsection (1) is not applied, and (ii) “office holder” means the administrator. (c) In section 235— (i) subsections (1) and (4)(b) to (d) are not applied, and (ii) “office holder” means the administrator. (d) In section 236— (i) subsection (1) is not applied, and (ii) “office holder” means the administrator. (e) In the application of section 240 to sections 238 and 239— (i) in subsection (2)(a), the reference to being unable to pay its debts has the meaning given by regulation 2, and (ii) subsections (1)(d) and (3)(b) to (e) are not applied. (f) In section 245— (i) in subsection (4)(a) the reference to being unable to pay its debts has the meaning given by regulation 2, and (ii) subsections (3)(d) and (5)(b) to (d) are not applied. (g) In section 246— (i) subsection (1) is not applied, and (ii) “office holder” means the administrator. (h) In section 387, subsections (2)(b), (2A), (3) and (4) to (6) are not applied. (i) In section 423, subsection (4) is not applied. (j) In section 432, in subsection (4) ignore all the provisions of the Insolvency Act listed there except for sections 206 to 211. (k) In section 433, subsection (4) is not applied.
Section 146	Status of administrator
Section 147	Administrator's proposals	Section 147 is not applied.
Section 148	Sharing information
Section 149	Multiple transfers - general application
Section 150	Bridge bank to private sector purchaser	In subsection (5), the reference to section 139 is to paragraph 3(2) above.
Section 151	Property transfer from bridge bank
Section 157	Other processes	The definition of an insolvency power includes regulation 5 (application for a special administration order).

(4) Where a provision of the Insolvency Act is set out in Table 2 in regulation 15(6), but is not applied by section 145 of the Act, that provision also applies to special administration (bank administration) with the modifications specified in that regulation and in sub-paragraph (2).

Textual Amendments

F3 Word in Sch. 2 substituted (1.9.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) (No. 3) Order 2013 (S.I. 2013/1765), arts. 1, 10

F5 Words in Sch. 2 para. 6 Table substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(ii)(aa) (with Sch. 2 para. 213)

F6 Words in Sch. 2 para. 6 Table substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(ii)(bb) (with Sch. 2 para. 213)

Marginal Citations

M1 The Table in section 145 was amended by section 21 of the Financial Services Act 2010 (c. 28).

Statement of proposals U.K.

7.—(1) In a special administration (bank administration), the proposals setting out how the purpose of the administration is to be achieved (“ the statement”) shall be drawn up as follows.

(2) The administrator must, as soon as is reasonably practicable after the [F3 investment] bank enters special administration (bank administration), make a statement setting out proposals for achieving Objective A and the special administration objectives.

(3) In a case of special administration (bank administration) following transfer to a bridge bank, before making the statement the administrator must consult the Bank of England about the likelihood of a payment to the residual bank from a scheme established by a resolution fund order under section 49(3) of the Act.

Textual Amendments

F3 Word in Sch. 2 substituted (1.9.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) (No. 3) Order 2013 (S.I. 2013/1765), arts. 1, 10

8.—(1) The statement is to be agreed with the Bank of England and, where [F7 a regulator] has given a direction under regulation 16, with [F8 that regulator]. U.K.

(2) If [F9 neither regulator has] given a direction under regulation 16 and the administrator is unable to agree a statement with the Bank of England—

(a) the administrator may apply to the court for directions under paragraph 63 of Schedule B1 (as applied by section 145 of the Act and this Schedule); and

(b) the court may make any order it considers appropriate, including dispensing with the need for the Bank of England's agreement.

(3) If [F10 a regulator has] given a direction under regulation 16 which has not been withdrawn and the administrator is unable to agree a statement with either the Bank of England [F11 or that regulator], the administrator may apply to the court for directions under paragraph 63 of Schedule B1.

(4) Following an application under sub-paragraph (3), the court may—

(a) make an order dispensing with the need for agreement;

(b) adjourn the hearing conditionally or unconditionally; or

(c) make any other order that the court thinks appropriate.

(5) The court may make an order in sub-paragraph (4)(a) only if it considers that—

(i) the proposals set out in the statement are reasonably likely to ensure that the administrator acts in accordance with the F12 ... direction, and

(ii) the F12 ... direction is not likely to prejudice the achievement of Objective A.

(6) Where the court makes an order, the administrator shall as soon as reasonably practicable send the order to the registrar of companies and to such persons as may be prescribed.

Textual Amendments

F7 Words in Sch. 2 para. 8(1) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iii)(aa)(bb) (with Sch. 2 para. 213)

F8 Words in Sch. 2 para. 8(1) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iii)(aa)(cc) (with Sch. 2 para. 213)

F9 Words in Sch. 2 para. 8(2) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iii)(dd) (with Sch. 2 para. 213)

F10 Words in Sch. 2 para. 8(3) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iii)(ee)(ff) (with Sch. 2 para. 213)

F11 Words in Sch. 2 para. 8(3) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iii)(ee)(gg) (with Sch. 2 para. 213)

F12 Word in Sch. 2 para. 8(5) omitted (1.4.2013) by virtue of The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iii)(hh) (with Sch. 2 para. 213)

9.—(1) The administrator shall send the statement to— U.K.

(a) the [F13 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA];

(b) the FSCS;

(c) the registrar of companies;

(d) every creditor of the [F3 investment] bank of whose claim and address the administrator is aware;

(e) every member of the [F3 investment] bank of whose address the administrator is aware; and

(f) every client of the [F3 investment] bank of whose claim the administrator is aware and of whom the administrator has a means of contacting.

(2) The administrator shall comply with sub-paragraph (1) not later than 10 business days after—

(a) obtaining the agreement of the Bank of England (and where [F14 a regulator] has given a direction, [F15 that regulator]); or

(b) the court has made an order dispensing with the need for this agreement.

(3) The administrator shall be taken to comply with sub-paragraph (1)(d) if the administrator publishes in the prescribed manner a notice undertaking to provide a copy of the statement of proposals free of charge to any member of the [F3 investment] bank who applies in writing to a specified address.

(4) The administrator shall also give notice in the prescribed manner that the statement of proposals is to be provided free of charge to a market infrastructure body which applies in writing to a specified address.

(5) Sub-paragraphs (7) and (8) of paragraph 49 of Schedule B1 apply with the following modifications—

(a) the reference in paragraph 49(7) to sub-paragraph (5) shall be a reference to sub-paragraph (2) of this paragraph;

(b) the reference to “this paragraph” in paragraph 49(8) means this paragraph;

(c) the reference to paragraph 107 is a reference to that paragraph as applied by section 145 of the Act and by paragraph 6(3).

Textual Amendments

F3 Word in Sch. 2 substituted (1.9.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) (No. 3) Order 2013 (S.I. 2013/1765), arts. 1, 10

F13 Words in Sch. 2 para. 9(1)(a) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iv)(aa) (with Sch. 2 para. 213)

F14 Words in Sch. 2 para. 9(2)(a) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iv)(bb)(cc) (with Sch. 2 para. 213)

F15 Words in Sch. 2 para. 9(2)(a) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(iv)(bb)(dd) (with Sch. 2 para. 213)

Meeting of creditors and clients to approve statement U.K.

10.—(1) This paragraph applies after the administrator has sent the statement of proposals to the persons listed in paragraph 9(1) unless (subject to sub-paragraph (6)) [F16 a regulator] has given a direction under regulation 16 and the direction has not been withdrawn.

(2) Paragraph 50 of Schedule B1 applies save that—

(a) in sub-paragraph (1), the administrator shall invite the clients to the meeting of creditors and the clients shall be given the prescribed period of notice under sub-paragraph (1)(b); and

(b) the [F17 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] may appoint a person to attend a meeting of creditors and make representations as to any matter for decision.

(3) Paragraph 51 of Schedule B1 applies save that—

(a) the reference to paragraph 49(4)(b) is to paragraph 9(1) of this Schedule; and

(b) each copy of the statement sent to a client or to [F18 a regulator] under paragraph 9(1) of this Schedule must be accompanied by an invitation to the initial creditor's meeting.

(4) Paragraph 53 of Schedule B1 applies save that in sub-paragraph (2), if [F19 FCA or, where the investment bank concerned is a PRA-authorised person, the PRA] has not appointed a person to attend the meeting, the administrator must also report any decision taken to [F20 that regulator].

(5) If the meeting of creditors is unable to approve the statement, the administrator may apply to court for an order dispensing with the need for the approval of the meeting of creditors, and paragraph 14 applies.

(6) Where, before [F21 a regulator] gives a direction under regulation 16, a meeting of creditors has already approved the statement under this paragraph, when [F22 that regulator] gives its direction a new statement shall be drawn up in accordance with paragraphs 7 to 9 to replace the statement that has already been approved.

Textual Amendments

F16 Words in Sch. 2 para. 10(1) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(v)(aa) (with Sch. 2 para. 213)

F17 Words in Sch. 2 para. 10(2)(b) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(v)(bb) (with Sch. 2 para. 213)

F18 Words in Sch. 2 para. 10(3)(b) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(v)(cc) (with Sch. 2 para. 213)

F19 Words in Sch. 2 para. 10(4) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(v)(dd)(ee) (with Sch. 2 para. 213)

F20 Words in Sch. 2 para. 10(4) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(v)(dd)(ff) (with Sch. 2 para. 213)

F21 Words in Sch. 2 para. 10(6) substituted (1.4.2013) by virtue of The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(v)(gg)(hh) (with Sch. 2 para. 213)

F22 Words in Sch. 2 para. 10(4) substituted (1.4.2013) by virtue of The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(v)(gg)(ii) (with Sch. 2 para. 213)

Revision to the statement of proposals (Objective A not yet achieved) U.K.

11.—(1) This paragraph applies where—

(a) the administrator's statement has been—

(i) agreed with the Bank of England (or the court has made an order dispensing with the need for this agreement under paragraph 8(2)), and

(ii) approved by the meeting of creditors (or if the court has made an order dispensing with the need for this approval under paragraph 14);

(b) the administrator proposes a revision to the statement;

(c) the administrator thinks the revision is substantial; and

(d) the Bank of England has not given the Objective A Achievement Notice.

(2) The administrator shall agree the revised statement with the Bank of England and, where [F23 a regulator] has given a direction and it has not been withdrawn, with [F24 that regulator].

(3) Paragraph 8(2) to (6) shall apply where the administrator is unable to agree a statement with the Bank of England or (as the case may be) with [F25 FCA or, where relevant, the PRA].

(4) Once the revision has been approved by the Bank of England (and, as the case may be, with [F25 FCA or, where relevant, the PRA]) or, if the court has made an order dispensing with the need for those approvals, paragraph 54(2) to (5)(a) of Schedule B1 applies in respect of the revised statement save that—

(a) if the administrator thinks that the proposed revision affects both creditors and clients, then every reference in paragraph 54 to creditors includes clients;

(b) if the administrator thinks that the proposed revision only affects either creditors or clients, then paragraph 54 only applies in respect of the affected party,

and where sub-paragraph (b) applies, the party not affected must be informed of the proposed revision in a manner prescribed.

(5) In sub-paragraph (2) of paragraph 54, where [F26 neither regulator has] given a direction under regulation 16, the [F27 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA shall] be sent a copy of the statement of the proposed revision and invited to appoint a representative to attend the creditors' meeting.

(6) The FSCS shall be sent a copy of the statement of the proposed revision.

(7) If the meeting of creditors is unable to approve the statement, the administrator may apply to court for an order dispensing with the need for the approval of the meeting of creditors, and paragraph 14 applies.

(8) Where the administrator makes an application under sub-paragraph (7), sub-paragraphs (6) and (7) of paragraph 54 shall apply.

Textual Amendments

F23 Words in Sch. 2 para. 11(2) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(vi)(aa)(bb) (with Sch. 2 para. 213)

F24 Words in Sch. 2 para. 11(2) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(vi)(aa)(cc) (with Sch. 2 para. 213)

F25 Words in Sch. 2 para. 11(3)(4) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(vi)(dd) (with Sch. 2 para. 213)

F26 Words in Sch. 2 para. 11(5) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(vi)(ee)(ff) (with Sch. 2 para. 213)

F27 Words in Sch. 2 para. 11(5) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(vi)(ee)(gg) (with Sch. 2 para. 213)

Revision to the statement of proposals (Objective A achieved and no [F28 regulation 16] direction) U.K.

12.—(1) This paragraph applies where —

(a) the events in paragraph 11(1)(a) to (c) have occurred;

(b) the Bank of England has given the Objective A Achievement Notice; and

(c) [F29 no direction has been given] under regulation 16, or if it has, that direction has been withdrawn.

(2) Paragraph 54 of Schedule B1 applies in respect of that statement save that—

(a) if the administrator considers that the proposed revision affects both creditors and clients, then every reference in paragraph 54 to creditors includes clients;

(b) if the administrator considers that the proposed revision only affects either creditors or clients, then paragraph 54 only applies in respect of the affected party,

and where sub-paragraph (b) applies, the party not affected must be informed of the proposed revision in a manner prescribed.

(3) In sub-paragraph (2) of paragraph 54 the [F30 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] shall be sent a copy of the statement of the proposed revision and be invited to appoint a representative to attend the creditors' meeting.

(4) The FSCS shall be sent a copy of the statement of the proposed revision.

Textual Amendments

F28 Words in Sch. 2 para. 12 heading substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(vii) (with Sch. 2 para. 213)

F29 Words in Sch. 2 para. 12(1)(c) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(viii)(aa) (with Sch. 2 para. 213)

F30 Words in Sch. 2 para. 12(3) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(viii)(bb) (with Sch. 2 para. 213)

Revision to the statement of proposals (Objective A achieved and [F31 regulation 16] direction has not been withdrawn) U.K.

13.—(1) This paragraph applies where —

(a) the events in paragraph 11(1)(a) to (c) have occurred;

(b) the Bank of England has given the Objective A Achievement Notice; and

(c) [F32 a regulator] has given a direction under regulation 16 and the direction has not been withdrawn.

(2) The administrator shall agree the revised statement with [F33 that regulator].

(3) Paragraph 8(3) to (6) shall apply where the administrator is unable to agree a revision to the statement with [F34 that regulator].

(4) After the revision to the statement has been agreed with [F35 that regulator], or if the court makes an order under paragraph 8(4) dispensing with the need for agreement, the administrator shall send the revised statement to—

(a) every creditor of the investment bank of whose claim and address the administrator is aware;

(b) every client of the investment bank of whose claim the administrator is aware and has a means of contacting;

(c) every member of the investment bank of whose address the administrator is aware.

(5) The administrator shall be taken to have complied with paragraph (4)(c) if the administrator publishes a notice undertaking to provide a copy of the statement free of charge to any member of the investment bank who applies in writing to a specified address.

(6) A notice under paragraph (4) shall be published in the prescribed manner and within the prescribed period.

(7) The administrator shall send a copy of the revised statement to—

(a) the court; and

(b) the registrar of companies.

Textual Amendments

F31 Words in Sch. 2 para. 13 heading substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(ix) (with Sch. 2 para. 213)

F32 Words in Sch. 2 para. 13(1)(c) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(x)(aa) (with Sch. 2 para. 213)

F33 Words in Sch. 2 para. 13(2) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(x)(bb) (with Sch. 2 para. 213)

F34 Words in Sch. 2 para. 13(3) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(x)(bb) (with Sch. 2 para. 213)

F35 Words in Sch. 2 para. 13(4) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(x)(bb) (with Sch. 2 para. 213)

Powers of the court U.K.

14.—(1) Where the administrator makes an application to the court under paragraph 10(5) or 11(7), the court may—

(a) make the order, if it considers that the proposals set out in the statement are likely to achieve Objective A whilst not preventing the achievement of the special administration objectives;

(b) adjourn the hearing conditionally or unconditionally; or

(c) make any other order that the court thinks appropriate.

(2) Where the court makes an order, the administrator shall as soon as reasonably practicable send the order to the registrar of companies and to such other persons as may be prescribed.

(3) Paragraph 54(7) of Schedule B1 applies as if the reference in that paragraph to sub-paragraph (6) were a reference to sub-paragraph (2) of this paragraph.

Ending of special administration (bank administration) (rescue) U.K.

15.—(1) This regulation applies if—

(a) the Bank of England has given an Objective A Achievement Notice; and

(b) the administrator has pursued the first part of Objective 3 (as set out in regulation 10(1)(c)(i)) and thinks that it has been sufficiently achieved.

(2) The administrator shall make an application under paragraph 79 of Schedule B1 (as applied by regulation 15).

(3) An administrator who makes an application in accordance with sub-paragraph (2) must send a copy to the [F36 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA].

Textual Amendments

F36 Words in Sch. 2 para. 15(3) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(q)(xi) (with Sch. 2 para. 213)

Ending of special administration (bank administration) (dissolution or voluntary arrangement U.K.

16.—(1) This section applies if—

(a) the Bank of England has given an Objective A Achievement Notice;

(b) the administrator believes that Objectives 1 and 2 have been sufficiently achieved; and

(c) the administrator pursues the second part of Objective 3 (as set out in regulation 10(1)(c)(ii)).

(2) The administrator may—

(a) give a notice under paragraph 84 of Schedule B1 (as applied by regulation 15); or

(b) make a proposal in accordance with Part 1 of the Insolvency Act (company voluntary arrangement).

(3) Part 1 of the Insolvency Act shall apply to a proposal made by an administrator with the following modifications—

(a) in section 3 (summoning of meetings), subsection (2) (and not (1)) applies;

(b) the action that may be taken by a court under section 5(3) (effect of approval) includes suspension of the special administration order; and

(c) on the termination of a company voluntary arrangement the administrator may apply to the court to lift the suspension of the special administration order.

Interpretation U.K.

17.  In this Schedule—

• “bridge bank” is a company wholly owned by the Bank of England to which all or part of the business of an [F3 investment] bank may be transferred in accordance with section 12 of the Act;

• “residual bank” means the non-sold or non-transferred part of the [F3 investment] bank which remains after a power in section 11 (sale to private sector purchaser) or section 12 (transfer to bridge bank) of the Act has been exercised in respect of that bank;

• “Objective A” has the meaning set out in paragraph 3(1)(a);

• “Objective A Achievement Notice” has the meaning set out in paragraph 3(3);

• “private sector purchaser” means a commercial purchaser to whom part of the business of the [F3 investment] bank is sold to in accordance with section 11 of the Act; and

• “statement” means the statement of proposals drawn up in accordance with paragraph 7.

Textual Amendments

F3 Word in Sch. 2 substituted (1.9.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) (No. 3) Order 2013 (S.I. 2013/1765), arts. 1, 10

Regulation 24

SCHEDULE 3 U.K. Application of these Regulations to limited liability partnerships

1.  In this Schedule, “ the 2001 Regulations” means the Limited Liability Partnerships Regulations 2001 M2 . U.K.

Marginal Citations

M2 S.I. 2001/1090.

2.  These Regulations apply where the investment bank is a limited liability partnership subject to the following modifications. U.K.

3.—(1) Those provisions of the Insolvency Act, as applied and modified by regulation 15 of these Regulations, shall apply in respect of an investment bank formed as a limited liability partnership subject to sub-paragraph (2). U.K.

(2) Those provisions of the Insolvency Act set out in the Table in sub-paragraph (3) shall also apply with the modifications set out in sub-paragraph (3).

(3) The modifications are—

(a) those contained in regulation 5(2) of the 2001 Regulations (not including those in regulation 5(2)(f)); and

(b) any other modification set out in the Table.

Table: Applied provisions of the Insolvency Act (General provisions and Schedule B1)

Provision of the Insolvency Act	Subject	Modification or comment
Section 74	Liability as contributories of present and past members	The following is substituted for section 74– “74 (1) This section applies when a limited liability partnership goes into special administration, every present and past member of the limited liability partnership is liable to contribute to its assets as follows. (2) Where a member has agreed with the other members or with the limited liability partnership, that that member be liable to contribute to the assets of the limited liability partnership in the event that that body goes into liquidation or special administration, that member is liable, to the extent that they have so agreed, to contribute— (a) to its assets to any amount sufficient for payment of its debts and liabilities; (b) to the expenses of the special administration; (c) for the adjustment of the rights of the contributories among themselves. (3) A past member shall only be liable under this section if the obligation arising from such agreement in subsection (2) survived them ceasing to be a member of the limited liability partnership.”.
Sections 76-78	Contributories	These sections are not applied.
Section 79	Meaning of “contributory”	(a) In subsection (1) for “every person” substitute— “ every past and present member of the limited liability partnership ”. (b) At the end of subsection (2), insert “ or section 214A (adjustment of withdrawals) ”. (c) Subsection (3) is not applied.
Section 83	Companies registered under the Companies Act Part XXII, Chapter II	Section 83 is not applied.
Section 183	Effect of execution or attachment	Subsection (2)(a) is not applied.
Section 187	Power to make over assets to employees	Section 187 is not applied.
Section 194	Resolutions passed at meetings	After “contributories” insert “ or of the members of a limited liability partnership ”.
Section 214	Wrongful trading	In subsection (2), omit from “but the court shall not” to the end of the subsection.
After section 214	Adjustment of withdrawals	Insert— “ 214A(1) This section has effect in relation to a person, “P”, who is or has been a member of a limited liability partnership where, in the course of the special administration of that limited liability partnership, it appears that subsection (2) of this section applies in relation to P. ”. (2) This subsection applies in relation to P if— (a) within the period of two years ending with the commencement of the special administration, P was a member of the limited liability partnership who withdrew property of the limited liability partnership, whether in the form of a share of profits, salary, repayment of or payment of interest on a loan to the limited liability partnership or any other withdrawal of property; and (b) it is proved by the administrator to the satisfaction of the court that at the time of the withdrawal P knew or had reasonable ground for believing that the limited liability partnership— (i) was at the time of the withdrawal unable to pay its debts, or (ii) would become so unable to pay its debts after the assets of the limited liability partnership had been depleted by that withdrawal taken together with all other withdrawals (if any) made by any members contemporaneously with that withdrawal or in contemplation when that withdrawal was made. (3) Where this section has effect in relation to P, the court, on the application of the administrator, may declare that P is to be liable to make such contribution (if any) to the limited liability partnership's assets as the court thinks proper. (4) The court shall not make a declaration in relation to P the amount of which exceeds the aggregate of the amounts or values of all the withdrawals referred to in subsection (2) made by P within the period of two years referred to in that subsection. (5) The court shall not make a declaration under this section with respect to P unless P knew or ought to have concluded that after each withdrawal referred to in subsection (2) there was no reasonable prospect that the limited liability partnership would avoid going into an insolvency procedure under the Insolvency Act or special administration. (6) For the purposes of subsection (5) the facts which P ought to know or ascertain and the conclusions which P ought to reach are those which would be known, ascertained, or reached by a reasonably diligent person having both: (a) the general knowledge, skill and experience that may reasonably be expected of a person carrying out the same functions as are carried out by P in relation to the limited liability partnership; and (b) the general knowledge, skill and experience that P has. (8) In this section “member” includes a shadow member. (9) This section is without prejudice to section 214.”.
Section 215	Proceedings under section 213 or 214	(a) In subsection (1) omit the word “or” between the words “213” and “214” and insert after “214” “ or 214A ”. (b) In subsection (2) substitute “any of those sections” for “ either section ”. (c) In subsection (4) substitute “any of those sections” for “ either section ”. (d) In subsection (5) substitute “sections 213, 214 or 214A” for “ sections 213 and 214 ”.
Section 218	Prosecution of delinquent officers and members of company	(a) In subsection (1), for “officer, or any member, of the company” substitute “ member of the limited liability partnership ”. (b) In subsection (3) for “officer of the company, or any member of it,” substitute “ member of the limited liability partnership ”.
Section 386 of and Schedule 6 (and Schedule 4 to the Pension Schemes Act 1993)	Preferential debts	(a) In subsection (1) omit the words “or an individual”. (b) In subsection (2) omit the words “or the individual”.
Section 387	“The relevant date”	Subsections (5) and (6) are not applied.
Section 432	Offences by bodies corporate	In subsection (2) omit the words “secretary or”.
Schedule B1 Paragraph 42	Moratorium on insolvency proceedings	For sub-paragraph (2) substitute— “ (2) No determination to wind up the limited liability partnership voluntarily may be made ”.
Schedule B1 Paragraph 61	Directors	For paragraph 61 substitute— “ 61. The administrator has power to prevent any person from taking part in the management of the business of the limited liability partnership and to appoint any person to be a manager of that business. ”.
Schedule B1 Paragraph 62	Power to call meetings	At the end of the paragraph add— “ The meeting shall be held in a manner provided by the Investment Bank Special Administration Regulations 2011 or by the limited liability partnership agreement or by insolvency rules (as defined in regulation 2 of those Regulations ”. The quorum required for a meeting of the members of the limited liability partnership shall be any quorum required by the limited liability partnership agreement for meetings of the members of the limited liability partnership and if no requirement for a quorum has been agreed upon, the quorum shall be 2 members.”.
Schedule B1 Paragraph 91	Replacement	Sub-paragraph (1)(c) is not applied.
Schedule B1 Paragraph 105	Majority decision of directors	Paragraph 105 is not applied.

4.—(1) The provisions of the Disqualification Act shall apply with the modifications set out in sub-paragraph (2). U.K.

(2) The modifications are–

(a) those contained in regulation 23 of these Regulations;

(b) those contained in regulation 4(2) of the 2001 Regulations; and

(c) that contained in Part 2 of Schedule 2 to the 2001 Regulations.

Application to Scotland U.K.

5.  The provisions of the Insolvency Act listed in this paragraph are not applied to Scotland—

(a) section 167 (and Schedule 4);

(b) sections 185 to 187;

(c) sections 193 to 194;

(d) section 196 to the extent that that section applies to the specified devolved functions of Part 4 of the Insolvency Act;

(e) section 199;

(f) sections 206 to 215;

(g) sections 218, subsection (1);

(h) sections 242 to 243; and

(i) section 245.

Subordinate legislation U.K.

6.—(1) The following subordinate legislation shall apply as from time to time in force to investment banks that are limited liability partnerships in special administration and—

(a) in case of the legislation listed in sub-paragraph (2), with such modifications as the context requires for the purpose of giving effect to the provisions of the Insolvency Act as applied by these Regulations; and

(b) in case of the legislation listed in sub-paragraph (3), with such modifications as the context requires for the purpose of giving effect to the provisions of the Companies Act 2006 and the Disqualification Act.

(2) The legislation referred to in sub-paragraph (1)(a) is—

(a) The Insolvency Practitioners Regulations 2005 M3 ;

(b) The Insolvency Practitioners (Recognised Professional Bodies) Order 1986 M4 ;

(c) The Insolvency Proceedings Fees Order 2004 M5 ;

(d) The Insolvency Practitioners Tribunal (Conduct of Investigations) Rules 1986 M6 ; and

(e) insolvency rules.

(3) The legislation referred to in sub-paragraph (1)(b) is—

(a) The Insolvent Companies (Disqualification of Unfit Directors) Proceedings Rules 1987 M7 ;

(b) The Uncertificated Securities Regulations 2001; M8

(c) The Insolvent Companies (Reports on Conduct of Directors) Rules 1996 M9 ; and

(d) The Insolvent Companies (Reports on Conduct of Directors) (Scotland) Rules 1996 M10 .

Marginal Citations

M3 S.I. 2005/524.

M4 S.I. 1986/1764.

M5 S.I. 2004/593.

M6 S.I. 1986/952.

M7 S.I. 1987/ 2023.

M8 S.I. 2001/3755.

M9 S.I. 1996/ 1909.

M10 S.I. 1996/1910.

Regulation 25

SCHEDULE 4 U.K. Application of these Regulations to partnerships

1.  In this Schedule, “ the 1994 Order” means the Insolvent Partnerships Order 1994 M11 . U.K.

Marginal Citations

M11 S.I. 1994/2421; this instrument was amended by S.I. 2005/1516.

2.  These Regulations apply where the investment bank is a partnership subject to the following modifications. U.K.

3.  In the application of these Regulations and the Disqualification Act to partnerships, unless the contrary intention appears, the following apply— U.K.

(a) references to companies shall be construed as references to partnerships and all references to the registrar of companies shall be omitted;

(b) references to shares of a company shall be construed—

(i) in relation to a partnership with capital, as references to rights to share in that capital, and

(ii) in relation to a partnership without capital, as references to interests—

(aa) conferring any right to share in the profits or liability to contribute to the losses of the partnership, or

(bb) giving rise to an obligation to contribute to the debts or expenses of the partnership in the event of special administration; and

(c) other expressions appropriate to companies shall be construed, in relation to partnerships, as references to the corresponding persons, officers, documents or organs (as the case may be) appropriate to a partnership.

4.—(1) The provisions of Schedule B1 as applied by regulation 15 apply in respect of a partnership but where a provision of Schedule B1 is listed in Table 1 below, that provision shall apply— U.K.

(a) as modified by Schedule 2 to the 1994 Order; and

(b) with the modifications set out in column 3 of Table 1,

instead of as modified in accordance with regulation 15.

(2) In the provisions referred to in the second column of Table 1, a reference to—

(a) a provision of the Insolvency Act is to that provision as applied by regulation 15 (subject to sub-paragraph (1));

(b) action includes a reference to inaction;

(c) the administrator means the administrator appointed under regulation 7;

(d) the court means the court as defined in regulation 2;

(e) the creditors' meeting has the meaning given by paragraph 50 of Schedule B1 (as applied by regulation 15);

(f) entering administration means entering special administration;

(g) a hire purchase agreement includes a conditional sale agreement, a chattel leasing agreement and a retention of title agreement;

(h) an insolvency order is to a special administration order;

(i) an insolvency petition means an application for a special administration order;

(j) insolvency proceedings means special administration;

(k) market value means the amount which would be realised on a sale of property in the open market by a willing vendor;

(l) the purpose of administration means the pursuit of the special administration objectives;

(m) partnership is to an investment bank;

(n) the partnership being in administration is to the investment bank being in special administration;

(o) a responsible insolvency practitioner is to the administrator;

(p) a thing in writing includes a reference to a thing in electronic form; and

(q) an inability to pay its debts has the meaning given in regulation 2(4).

Table 1: Applied provisions of the 1994 Order with respect to Schedule B1

Provision of Schedule 2	Subject	Modification or comment
Para 17	Para 42: moratorium on insolvency proceedings	In the modified paragraph 42, sub-paragraph (5)(a) is not applied.
Para 18	Para 43: moratorium on other legal process	In the modified paragraph 43, sub-paragraph (6) is not applied.
Para 19	Para 47: statement of affairs	In the modified paragraph 47, in sub-paragraph (2), the statement must also include particulars (to the extent prescribed) of the client assets held by the investment bank.
Para 20	Para 49: administrator's proposals	In the modified paragraph 49— (a) sub-paragraph (2)(b) is not applied; (b) under sub-paragraph (4), the administrator shall also send a copy of the statement of proposals to— (i) every client of the investment bank of whose claim the administrator is aware and has a means of contacting, and (ii) the [F37 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA]; and (c) the administrator shall also give notice in the prescribed manner that the statement of proposals is to be provided free of charge to a market infrastructure body who applies in writing to a specified address.
Para 22	Para 61: management
Para 23	Para 65: distribution to creditors	In the modified paragraph 61, sub-paragraph (3) is not applied.
Para 24	Para 69: agency
Para 25	Para 73: protection for secured or preferential creditors
Para 26	Para 74: challenge to administrator's conduct	In the modified paragraph 74— (a) the [F37 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] may also make an application under this modified paragraph on the grounds that— (i) the administrator is acting or has acted so as unfairly to harm the interests of some or all of the members, creditors or clients; or (ii) the administrator is proposing to act in a way which would unfairly harm the interests of some or all of the members, creditors or clients; (b) a client may also make an application under sub-paragraph (1) or (2); (c) where the [F38 FCA or the PRA] has given a direction under regulation 16 which has not been withdrawn, an order may not be made under this paragraph if it would impede or prevent compliance with the direction; and (d) any of the following persons may make an application under this paragraph on the grounds that the administrator is not taking any action in response to a request from that person under regulation 13(2) and that the person is of the opinion that the action requested would not lead to a material reduction in the value of the property of the investment bank— (i) the Bank of England, (ii) the Treasury, (iii) the [F38 FCA or the PRA], or (iv) a market infrastructure body.
Para 28	Para 84: termination: no more assets for distribution	In the modified paragraph 84— (a) the administrator shall only file a notice under sub-paragraph (1) if the investment bank no longer holds client assets; and (b) in sub-paragraph (5), a copy of the notice shall be sent to every client of the investment bank of whom the administrator is aware and the [F37 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA].
Para 29	Para 87: resignation	In the modified paragraph 87— (a) where the administrator was appointed on the application of the Secretary of State [F39 , the FCA or the PRA], the notice given in accordance with sub-paragraph (2)(a) must also be given to the applicant; and (b) sub-paragraphs (2)(b) and (c) are not applied.
Para 30	Para 89: disqualification	In the modified paragraph 89— (a) where the administrator was appointed by the Secretary of State [F39 , the FCA or the PRA], the notice given in accordance with sub-paragraph (2)(a) must also be given to the applicant; and (b) sub-paragraphs (2)(b) and (c) are not applied.
Para 31	Para 90: replacement	In the modified paragraph 90, the reference to paragraphs 91to 93 and 95 is to paragraph 91.
Para 32	Para 91: replacement	In the modified paragraph 91, the [F37 FCA and, where the investment bank concerned is a PRA-authorised person, the PRA] is added to the list of persons who may make an application to appoint an administrator but to whom the restrictions in sub-paragraph (2) apply.
Para 38	Para 103: joint administrators	In the modified paragraph 103— (a) in sub-paragraph (2)(a), the reference to paragraph 12(1)(a) to (c) is to regulation 5(1); and (b) sub-paragraphs (3) and (4) are not applied.
Para 39	Para 105: majority decision of directors	Paragraph 105 is not applied.
Para 40	Para 106: fines	In the modified paragraph 106, sub-paragraphs (2)(a), (2)(b), (2)(j) and (2)(k) are not applied.
Para 42	Paras 112 to 116: Scotland	Paragraphs 112 to 116 are not applied.

Textual Amendments

F37 Words in Sch. 4 para. 4 Table 1 substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(r) (with Sch. 2 para. 213)

F38 Words in Sch. 4 para. 4 Table 1 substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(r)(i) (with Sch. 2 para. 213)

F39 Words in Sch. 4 para. 4 Table 1 substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(r)(ii) (with Sch. 2 para. 213)

5.—(1) The provisions of the Insolvency Act other than those in Schedule B1 as applied by regulation 15 apply in respect of a partnership but where the provision is listed in Table 2 below, that provision shall apply subject to this paragraph. U.K.

(2) The provisions of the 1994 Order set out in Table 2 apply in relation to these Regulations, with—

(a) the modifications set out in sub-paragraph (3); and

(b) any other modification set out in Table 2.

(3) The modifications are that a reference to—

(a) the Act (the Insolvency Act) is a reference to the Regulations;

(b) a provision of the Insolvency Act is to that provision as applied and modified by regulation 15, unless the provision appears in Table 1;

(c) being wound up means that the partnership is in special administration;

(d) office-holder means the administrator; and

(e) insolvency order means a special administration order.

Table 2: Applied provisions of the 1994 Order (general)

Provision	Subject	Modification or comment
Article 16	Application of the Disqualification Act	The reference to the partnership being wound up as an unregistered company under Part V of the Insolvency Act is a reference to it being placed in special administration under these Regulations.
Article 18	Subordinate legislation
Schedule 2, para 43	Schedule 1 to the Insolvency Act	Paragraph 19 is not applied.
Schedule 3, para 9	Section 234 of the Insolvency Act	The reference in sub-paragraph (1) to article 7 of the 1994 Order is to be read as a reference to regulation 7.
Schedule 3, para 10	Schedule 4 to the Insolvency Act	In Schedule 4, paragraphs 4 to 10, and paragraph 12, are not applied, and in paragraph 13, the reference to “winding up the partnership's affairs and distributing its property” is a reference to “pursuing the special administration objectives.”
Schedule 4, para 25	Section 211	Sub-paragraph (1) is not applied.
Schedule 8	Application of the Disqualification Act	The provisions of the Disqualification Act listed in Article 16, and applied with modification by Schedule 8, are to be read with the modifications set out in regulation 23.
Schedule 10	Subordinate legislation	(a) The reference to the Insolvency Rules 1986 is a reference to insolvency rules. (b) Ignore the reference to the following instruments— (i) The Insolvency Proceedings (Monetary Limits) Order 1986 M12 , (ii) The Administration of Insolvent Estates of Deceased Persons Order 1986 M13 , (iii) The Insolvency (Amendment of Subordinate Legislation) Order 1986 M14 , (iv) The Companies (Disqualification Orders) Regulations 2001 M15 , (v) The Co-operation of Insolvency Courts (Designation of Relevant Countries and Territories) Order 1986 M16 , (vi) The Insolvency Practitioners and Insolvency Services Accounts (Fees) Order 2003 M17 ; and (vii) The Insolvency Proceedings (Fees) Order 2004 M18 .

Marginal Citations

M12 S.I. 1986/1996.

M13 S.I. 1986/ 1999.

M14 S.I. 1986/2001.

M15 S.I. 2001/967 (now revoked).

M16 S.I. 1986/2123.

M17 S.I. 2003/3363.

M18 S.I. 2004/593.

Regulation 26

SCHEDULE 5 U.K. Table of enactments referred to in these Regulations together with the equivalent enactment having effect in relation to Northern Ireland

The enactments listed in column 2, being the equivalent Northern Ireland enactments to the enactments listed in column 1, have effect with the modifications (if any) set out in column 3.

Enactment	Equivalent enactment in N. Ireland	Modifications to the N. Ireland enactment
Insolvency Act	Insolvency (Northern Ireland) Order 1989 (“the Insolvency Order”) M19
The following provisions of the Insolvency Act	The following provisions of the Insolvency Order
Part 1	Part 2
Part 4 or 5	Part 5 or 6
Section 3	Article 16
Section 4	Article 17
Section 5	Article 18
Sections 74 and 76 to 83	Articles 61 and 63 to 69
Section 79	Article 13
Section 84	Article 70
Section 123	Article 103
Section 124(2)	Article 104(2)
Section 124A(1)	Article 104A(1) M20
Section 125	Article 105
Section 135	Article 115
Section 167 (and Schedule 4)	Article 142 (and Schedule 2)
Section 168	Article 143
Section 176	Article 150
Section 176A	Article 150A M21
Section 178	Article 152
Section 179	Article 153
Section 180	Article 154
Section 181	Article 155
Section 182	Article 156
Section 186	Article 157
Section 187	Article 158
Section 194	Article 163
Section 206	Article 170
Section 207	Article 171
Section 208	Article 172
Section 209	Article 173
Section 210	Article 174
Section 211	Article 175
Section 212	Article 176
Section 213	Article 177
Section 214	Article 178
Section 215	Article 179
Section 216	Article 180
Section 217	Article 181
Section 218	Article 182	The reference to the Secretary of State in the modification to section 218 in regulation 15(6) is to be treated as a reference to the Department of Enterprise, Trade and Investment.
Section 219	Article 183
Section 233	Article 197
Section 234	Article 198
Section 235	Article 199
Section 236	Article 200
Section 237	Article 201
Section 238	Article 202
Section 239	Article 203
Section 240	Article 204
Section 241	Article 205
Section 244	Article 206
Section 245	Article 207
Section 246	Article 208
section 247	Article 6
Section 386 (and Schedule 6 and Schedule 4 to the Pensions Schemes Act 1993)	Article 346 (and Schedule 4 and Schedule 4 to the Social Security Pensions (Northern Ireland) Order 1975 M22
Section 387	Article 347
Section 388	Article 349
Section 389	Article 348
Section 390	Article 349
Section 391	Article 350
Section 411 (and Schedule 8)	Article 359 (and Schedule 5)	(a) The modifications to section 411 set out in column 3 of Table 2 in Regulation 15 are not applied. (b) Rules shall be made by the Department of Justice with the concurrence of— (i) the Department of Finance and Personnel; and (ii) in the case of rules that affect court procedure, the Lord Chief Justice of Northern Ireland. (c) The reference to “this Order” in Article 359 includes these Regulations. (d) A reference in Schedule 5 to the Insolvency (Northern Ireland) Order 1989 to doing anything under or for the purpose of a provision in this Order includes a reference to doing anything under or for the purposes of a provision of these Regulations.
Section 414	Article 361	(a) The modifications to section 414 set out in column 3 of Table 2 in Regulation 15 are not applied. (b) The reference in this Article to “this Order” includes these Regulations. (c) Ignore the reference to the official receiver.
Section 423	Article 367
Sections 424 and 425	Article 368 and 369
Sections 430 and 431 (and Schedule 10)	Articles 373 and 374 (and Schedule 7)
Section 432	Article 374
Section 433	Article 375	(a) The modifications to section 433 set out in column 3 of Table 2 in Regulation 15 are not applied. (b) In paragraph (1)(a) a statement of affairs prepared “for the purposes of any provision of this Order” includes any statement made by a provision of that Order as applied by these Regulations. (c) In paragraph (1)(b), the reference to “this Order” includes these Regulations.
Sections 434B to 434D	Articles 384 to 386
Schedule B1	Schedule B1
The following provisions of Schedule B1	The following provisions of Schedule B1
Para 40(1)(a)	Para 41(1)(a)
Para 42	Para 43
Para 43	Para 44
Para 44	Para 45
Para 45	Para 46
Para 46	Para 47
Para 47	Para 48
Para 48	Para 49
Para 49	Para 50
Para 50	Para 51
Para 51	Para 52
Para 53	Para 54
Para 54	Para 55
Para 55	Para 56
Para 56	Para 57
Para 57	Para 58
Para 58	Para 59
Para 59	Para 60
Para 60 (and Schedule 1)	Para 61 (and Schedule 1)
Para 61	Para 62
Para 62	Para 63
Para 63	Para 64
Para 64	Para 65
Para 65	Para 66
Para 66	Para 67
Para 67	Para 68
Para 68	Para 69
Para 69	Para 70
Para 70	Para 71
Para 71	Para 72
Para 72	Para 73
Para 73	Para 74
Para 74	Para 75
Para 75	Para 76
Para 79	Para 80
Para 81	Para 82
Para 84	Para 85
Para 85	Para 86
Para 86	Para 87
Para 87	Para 88
Para 88	Para 89
Para 89	Para 90
Para 90	Para 91
Para 91	Para 92
Para 98	Para 99
Para 99	Para 100
Para 100	Para 101
Para 101	Para 102
Para 102	Para 103
Para 103	Para 104
Para 104	Para 105
Para 105	Para 106
Para 106 (and section 430 and Schedule 10)	Para 107 (and Article 373 and Schedule 7)
Para 107	Para 108
Para 108	Para 109
Paras 109	Para 110
Para 111	Para 1
Section 87A of the Magistrates' Courts Act 1980	Article 92A of the Magistrates' Courts (Northern Ireland) Order 1981 M23
Company Directors Disqualification Act 1986	Company Directors Disqualification (Northern Ireland) Order 2002 M24
Section 7 of the Company Directors Disqualification Act 1986	Article 10 of the Company Directors Disqualification (Northern Ireland) Order 2002
Part 7 of the Companies Act 1989	Part 5 of the Companies (No. 2) (Northern Ireland) Order 1990 M25
Section 155 of the Companies Act 1989	Article 80 of the Companies (No. 2) (Northern Ireland) Order 1990
Section 173 of the Companies Act 1989	Article 95 of the Companies (No. 2) (Northern Ireland) Order 1990
Section 188 of the Companies Act 1989	Article 109 of the Companies (No. 2) (Northern Ireland) Order 1990
Insolvency Practitioners (Recognised Professional Bodies) Order 1986	Insolvency Practitioners (Recognised Professional Bodies) Order (Northern Ireland) 1991 M26
Insolvent Companies (Disqualification of Unfit Directors) Proceedings Rules 1987	Insolvent Companies (Disqualification of Unfit Directors) Proceedings Rules (Northern Ireland) 2003 M27
Insolvent Partnerships Order 1994	Insolvent Partnerships Order (Northern Ireland) 1995 M28
Insolvent Companies (Reports on Conduct of Directors) Rules 1996	Insolvent Companies (Reports on Conduct of Directors) Rules (Northern Ireland) 2003 M29
Limited Liability Partnership Regulations 2001	Limited Liability Partnership Regulations (Northern Ireland) 2004 M30
Insolvency Proceedings Fees Order 2004	Insolvency (Fees) Order (Northern Ireland) 2006 M31
Insolvency Practitioners Regulations 2005	Insolvency Practitioners Regulations (Northern Ireland) 2006 M32
Insolvency Rules	Insolvency Rules (Northern Ireland) 1991 M33

Marginal Citations

M19 S.I. 1989/2405 (N.I.19). This instrument was amended by several instruments; the only relevant amendments were made by S.R. 2006/25.

M20 Article 104A was inserted by Article 8(3) of the Companies (No. 2) (Northern Ireland) Order 1990 (S.I. 1990/1504 (N.I. 10)) and amended by section 79(14) of, and Part II of Schedule 6 to, the Criminal Justice Act 1993 (c. 36). It has also been amended by other instruments but those amendments are not relevant.

M21 Article 150A was inserted by Article 7(1) of the Insolvency (Northern Ireland) Order 2005 (S.I. 2005/1455 (N.I. 10)).

M22 S.I. 1975/1503 (N.I. 15).

M23 S.I. 1981/1675 (N.I. 26). This article was inserted by Article 5 of the Criminal Justice (Northern Ireland) Order 1984 (S.I. 1994/2796 (N.I. 15)) and later amended by S.I. 2005/1455 (N.I. 10).

M24 S.I. 2002/3150 (N.I. 4).

M25 S.I. 1990/1504 (N.I.10).

M26 S.R. 1991 No. 301.

M27 S.R. 2003 No. 358.

M28 S.R. 1995 No. 225.

M29 S.R. 2003 No. 357.

M30 S.R. 2004 No. 307.

M31 S.R. 2006 No. 54.

M32 S.R. 2006 No. 33.

M33 S.R. 1991 No. 364.

Regulation 27

SCHEDULE 6 U.K. Modifications and consequential amendments

PART 1 U.K.

1.—(1) Where this Part of this Schedule applies, the enactments set out below apply with the following modifications. U.K.

(2) References to—

(a) an administrator appointed in respect of a Schedule B1 administration include a reference to an administrator appointed under a special administration order;

(b) administration under Schedule B1 or “insolvent administration” include a reference to special administration;

(c) “administration order” include a reference to a special administration order;

(d) “insolvency legislation”, the “general law of insolvency”, the “enactments relating to insolvency” and similar expressions include special administration and the provisions of the Insolvency Act as applied by these Regulations;

(e) becoming insolvent, or an “insolvency event” occurring in respect of the investment bank includes being put into special administration and “insolvency proceedings” or an “insolvency procedure” include special administration;

(f) “winding up”, being “wound up”, “wound up by the court” “going into liquidation” or “compulsory liquidation” include being put into special administration, and a “winding-up order” include a special administration order (and, in this context, “liquidator” shall be read as “administrator”);

(g) a person acting as an insolvency practitioner within the meaning of section 388 of the Insolvency Act include a person acting as an administrator under these Regulations;

(h) the provisions of the Insolvency Act include those provisions as applied and modified by these Regulations; and

(i) the provisions of the Insolvency Rules 1986 M34 , the Insolvency Rules (Northern Ireland) 1991 M35 and the Insolvency (Scotland) Rules 1986 M36 include the provisions of insolvency rules made under section 411 of the Insolvency Act as applied by regulation 15(6).

(3) A reference to insolvency or liquidation within the meaning of section 247 of the Insolvency Act includes a reference to special administration.

(4) A reference to the “purposes of the Insolvency Act 1986” includes a reference to the purposes of these Regulations.

Marginal Citations

M34 S.I. 1986/1925.

M35 S.R. 1991 No. 364.

M36 S.I. 1986/1915.

Primary Legislation U.K.

Taxes Management Act 1970 M37

Marginal Citations

M37 1970 c. 9.

Prescription and Limitation (Scotland) Act 1973 M38

Marginal Citations

M38 1973 c. 52.

Companies Act 1985 M39

Marginal Citations

M39 1985 c. 6.

Finance Act 1986 M40

Marginal Citations

M40 1986 c.41.

Companies (Northern Ireland) Order 1986 M41

Marginal Citations

M41 S.I. 1986 No. 1032 (N.I. 6).

Debtors (Scotland) Act 1987 M42

Marginal Citations

M42 1987 c.18.

Companies Act 1989

Companies (No. 2) (Northern Ireland) Order 1990 M43

Marginal Citations

M43 S.I. 1990/1504 (N.I. 10).

Taxation of Chargeable Gains Act 1992 M44

Marginal Citations

M44 1992 c.12.

Pension Schemes Act 1993 M45

Marginal Citations

M45 1993 c. 48.

Pension Schemes (Northern Ireland) Act 1993 M46

Marginal Citations

M46 1993 c. 49.

Pensions Act 1995 M47

Marginal Citations

M47 1995 c.26.

Pensions (Northern Ireland) Order 1995 M48

Marginal Citations

M48 S.I. 1995/3213 (N.I. 22).

Proceeds of Crime (Scotland) Act 1995 M49

Marginal Citations

M49 1995 c.43.

Employment Rights Act 1996 M50

Marginal Citations

M50 1996 c.18.

Employment Rights (Northern Ireland) Order 1996 M51

Marginal Citations

M51 S.I. 1996/1919 (N.I. 16).

Terrorism Act 2000 M52

Marginal Citations

M52 2000 c.11.

Finance Act 2000 M53

Marginal Citations

M53 2000 c.17.

International Criminal Court Act 2001 M54

Marginal Citations

M54 2001 c.17.

International Criminal Court (Scotland) Act 2001 M55

Marginal Citations

M55 2001 asp 13.

Proceeds of Crime Act 2002 M56

Marginal Citations

M56 2002 c. 29.

Debt Arrangement and Attachment (Scotland) Act 2002 M57

Marginal Citations

M57 2002 asp 17.

Finance Act 2003 M58

Marginal Citations

M58 2003 c.14.

Pensions Act 2004 M59

Marginal Citations

M59 2004 c. 35.

Pensions (Northern Ireland) Order 2005 M60

Marginal Citations

M60 S.I. 2005/255 (N.I. 1).

Companies Act 2006 (but not including section 1078 (documents subject to Directive disclosure requirements)

Bankruptcy and Diligence (Scotland) Act 2007 M61

Marginal Citations

M61 2007 asp 3.

Finance Act 2008 M62

Marginal Citations

M62 2008 c. 9.

Dormant Bank and Building Society Accounts Act 2008 M63

Marginal Citations

M63 2008 c. 31.

Corporation Tax Act 2009 M64

Marginal Citations

M64 2009 c. 4.

Corporation Tax Act 2010 M65

Marginal Citations

M65 2010 c. 4.

Taxation (International and other Provisions) Act 2010 M66

Marginal Citations

M66 2010 c. 8.

Secondary Legislation U.K.

Statutory Maternity Pay (General) Regulations 1986 M67

Marginal Citations

M67 S.I. 1986/1960.

Statutory Maternity Pay (General) (Northern Ireland) Regulations 1987 M68

Marginal Citations

M68 S.R. 1987 No. 30.

Insolvent Companies (Disqualification of Unfit Directors) Proceedings Rules 1987 M69

Marginal Citations

M69 S.I. 1987/2023.

Financial Markets and Insolvency Regulations 1991 M70

Marginal Citations

M70 S.I. 1991/880.

Financial Markets and Insolvency Regulations (Northern Ireland) 1991 M71

Marginal Citations

M71 S.R. 1991 No. 443.

Insolvency Regulations 1994 M72

Marginal Citations

M72 S.I. 1994/2507.

Non-Domestic Rating (Unoccupied Property) (Scotland) Regulations 1994 M73

Marginal Citations

M73 S.I. 1994/3200.

Insolvent Companies (Reports on Conduct of Directors) Rules 1996 M74

Marginal Citations

M74 S.I. 1996/1909.

Financial Markets and Insolvency Regulations 1996 M75

Marginal Citations

M75 S.I. 1996/1469.

Financial Markets and Insolvency Regulations (Northern Ireland) 1996 M76

Marginal Citations

M76 S.R. 1996 No. 252.

Individual Savings Account Regulations 1998 M77

Marginal Citations

M77 S.I. 1998/1870.

Corporation Tax (Simplified Arrangements for Group Relief) Regulations 1999 M78

Marginal Citations

M78 S.I. 1999/2975.

Financial Markets and Insolvency (Settlement Finality) Regulations 1999

Statutory Paternity Pay and Statutory Adoption Pay (General) Regulations 2002 M79

Marginal Citations

M79 S.I. 2002/2822.

Statutory Paternity Pay and Statutory Adoption Pay (General) (Northern Ireland) Regulations 2002 M80

Marginal Citations

M80 S.R. 2002 No. 378.

Financial Collateral Arrangements (No. 2) Regulations 2003

Insolvent Companies (Reports on Conduct of Directors) Rules (Northern Ireland) 2003 M81

Marginal Citations

M81 S.R. 2003 No. 357.

Insolvent Companies (Disqualification of Unfit Directors) Proceedings Rules (Northern Ireland) 2003 M82

Marginal Citations

M82 S.R. 2003 No. 358.

Credit Institutions (Reorganisation and Winding Up) Regulations 2004 M83

Marginal Citations

M83 S.I. 2004/1045.

Insolvency Practitioners Regulations 2005 M84

Marginal Citations

M84 S.I. 2005/524.

Pension Protection Fund (Entry Rules) Regulations 2005 M85

Marginal Citations

M85 S.I. 2005/590.

Pension Protection Fund (Entry Rules) Regulations (Northern Ireland) 2005 M86

Marginal Citations

M86 S.R. 2005 No. 126.

Gender Recognition (Disclosure of Information) (England, Wales and Northern Ireland) (No. 2) Order 2005 M87

Marginal Citations

M87 S.I. 2005/916.

Gender Recognition (Disclosure of Information) (Scotland) Order 2005 M88

Marginal Citations

M88 S.S.I. 2005/125.

Financial Assistance Scheme Regulations 2005 M89

Marginal Citations

M89 S.I. 2005/1986.

Insolvency Practitioners Regulations (Northern Ireland) 2006 M90

Marginal Citations

M90 S.R. 2006 No. 33.

Land Registration (Scotland) Rules 2006 M91

Marginal Citations

M91 S.S.I. 2006/485.

Companies (Cross-Border Mergers) Regulations 2007 M92

Marginal Citations

M92 S.I. 2007/2974.

Regulated Covered Bonds Regulations 2008 M93

Marginal Citations

M93 S.I. 2008/346.

Companies (Trading Disclosures) Regulations 2008 M94

Marginal Citations

M94 S.I. 2008/495.

Land Registration (Network Access) Rules 2008 M95

Marginal Citations

M95 S.I. 2008/1748.

Limited Liability Partnerships (Accounts and Audit) (Application of Companies Act 2006) Regulations 2008 M96

Marginal Citations

M96 S.I. 2008/1911.

Registrar of Companies (Fees) (Companies, Overseas Companies and Limited Liability Partnerships) Regulations 2009 M97

Marginal Citations

M97 S.I. 2009/2101.

Payment Services Regulations 2009 M98

Marginal Citations

M98 S.I. 2009/209.

Companies (Disclosure of Address) Regulations 2009 M99

Marginal Citations

M99 S.I. 2009/214.

Additional Statutory Paternity Pay (General) Regulations 2010 M100

Marginal Citations

M100 S.I. 2010/1056.

PART 2 U.K. Specific modifications

2.  Where this Part of this Schedule applies, the enactments set out below apply with the modifications indicated. U.K.

Financial Services and Markets Act 2000 U.K.

3.—(1) The following provisions of the Financial Services and Markets Act 2000 apply with the modifications set out in this paragraph.

(2) In section 215M101 (rights of the scheme in insolvency)—

(a) in subsection (3), the reference to making an administration application is to be read as including making an application for a special administration order; and

(b) subsection (4) is to be read as if it provided the following—

“(4) In the case of a special administration (bank insolvency), if the scheme manager decides, pursuant to section 101 of the Banking Act 2009, as applied by paragraph 6(2) of Schedule 1 to the Investment Bank Special Administration Regulations 2011, not to be a member of the creditors' committee, the scheme manager has the same rights as are conferred on the [F40 regulators] by section 371.”.

(3) In section 220(3)M102 , the reference to an administrator is to be read as including an administrator appointed under a special administration order.

(4) In section 362(6)M103 , the reference to administration is to be read as including special administration.

(5) In section 375 ([F41 right of FCA and PRA] to apply for an order), references to the provisions of the Insolvency Act 1986 and the Insolvency (Northern Ireland) Order 1989 are to be read as including references to those provisions as applied and modified by—

(a) regulation 15; or

(b) section 145 of the Banking Act 2009 (with the modifications set out in paragraph 6(3) of Schedule 2).

Textual Amendments

F40 Word in Sch. 6 para. 3(2)(b) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(s)(i) (with Sch. 2 para. 213)

F41 Words in Sch. 6 para. 3(5) substituted (1.4.2013) by The Financial Services Act 2012 (Consequential Amendments and Transitional Provisions) Order 2013 (S.I. 2013/472), art. 1(1), Sch. 2 para. 198(s)(ii) (with Sch. 2 para. 213)

Marginal Citations

M101 Section 215(3) was amended by the Enterprise Act 2002 (c. 40), section 248(3), Schedule 17, paragraphs 53, 54(1), (2) and by S.I. 2005/1455.

M102 Section 220(3) was amended but the amendments are not relevant.

M103 Section 362(6) was amended by S.I. 2008/948.

Pensions Act 2004 U.K.

4.  In section 121(3)(d) of the Pensions Act 2004 (meaning of insolvency event), the reference to “the company enters administration within the meaning of paragraph 1(2)(b) of Schedule B1 to that Act” is to be read so as to include the investment bank entering special administration.

Companies Act 2006 U.K.

5.—(1) The following provisions of the Companies Act 2006 apply with the modifications set out in this paragraph.

(2) In section 461 (permitted disclosure of information obtained under compulsory powers)—

(a) subsection (4)(c) is to be read so as to include these Regulations in the list of enactments in that subsection; and

(b) subsection (4)(g) is to be read so as to include these Regulations in the list of enactments in that subsection.

(3) Any references in Part 35 (the registrar of companies) to the Insolvency Act 1986 and the Insolvency (Northern Ireland) Order 1989 are to be read as including that legislation as applied and modified by these Regulations.

(4) Where an application is made to the court for—

(a) a special administration order; or

(b) the appointment of a person under section 135 of the Insolvency Act 1986 or article 115 of the Insolvency (Northern Ireland) Order 1989 as applied by these Regulations,

sections 1139 and 1140 (service of documents on company, directors, secretaries and others) have effect subject to the provisions for service set out in rules made under section 411 of the Insolvency Act as applied and modified by regulation 15 of these Regulations.

(5) In Part 2 of Schedule 2 M104 (Specified descriptions of disclosures for the purposes of section 948), under heading A—

(a) paragraph 13 is to be read so as to include these Regulations in the list of enactments in that paragraph, and

(b) paragraph 37 is to be read so as to include these Regulations in the list of enactments in that paragraph.

(6) In Part 2 of Schedule 11A M105 (Specified descriptions of disclosures for the purposes of section 1224A)—

(a) paragraph 30 is to be read so as to include these Regulations in the list of enactments in that paragraph, and

(b) paragraph 52 is to be read so as to include these Regulations in the list of enactments in that paragraph.

Marginal Citations

M104 Schedule 2 was inserted by S.I. 2009/1208.

M105 Schedule 11A was inserted by S.I. 2007/3494.

Land Registration Rules 2003 U.K.

6.  Rule 184(1) of the Land Registration Rules 2003 M106 is to be read as if the reference to administration included special administration.

Marginal Citations

M106 S.I. 2003/1417; this instrument was amended by S.I. 2003/2096.

Credit Institutions (Reorganisation and Winding Up) Regulations 2004 U.K.

7.—(1) The following provision of the Credit Institutions (Reorganisation and Winding Up) Regulations 2004 M107 applies with the modification set out in this paragraph.

(2) Regulation 11(2) is to be read as if it provided the following—

“(2) The prescribed circumstances are that, after the appointment of the administrator, the administrator, in drawing up the statement of proposals in accordance with paragraph 49 of Schedule B1 (as applied by regulation 15(6) of the Investment Bank Special Administration Regulations 2011) or paragraph 7 of Schedule 2 to those Regulations has concluded that it is not possible to rescue the investment bank as a going concern.”.

Marginal Citations

M107 S.I. 2004/1045.

PART 3 U.K. Consequential amendments

Companies Act 1985 U.K.

8.  After paragraph 9(f) in Schedule 15D M108 to the Companies Act 1985 (disclosures), insert—

“(g) the Investment Bank Special Administration Regulations 2011.”.

Marginal Citations

M108 Schedule 15D was inserted by the Companies (Audit, Investigations and Community Enterprise) Act 2004 (c. 27), section 25(1), Schedule 2, paragraphs 16, 25.

Finance Act 1986 U.K.

9.—(1) The following provisions of the Finance Act 1986 are amended as follows.

(2) In section 80D(9)(h) M109 (stamp duty on repurchases and stock lending: replacement on insolvency) omit “or” and after that paragraph insert—

“(ha) if a special administration order takes effect under the Investment Bank Special Administration Regulations 2011, or”.

(3) In section 89AB(9)(h) M110 (stamp duty reserve tax: exception for repurchases and stock lending in case of insolvency) omit “or” and after that paragraph insert—

“(ha) if a special administration order takes effect under the Investment Bank Special Administration Regulations 2011.”.

Marginal Citations

M109 Section 80D was inserted by the Finance Act 2009 (c. 10), section 83(1), Schedule 37, paragraphs 1, 2.

M110 Section 89AB was inserted by the Finance Act 2009, section 83(1), Schedule 37, paragraphs 4, 5.