2020 No. 523

Exiting The European Union
Companies
Auditors
Fees And Charges
Limited Liability Partnerships
Partnership

The Companies and Statutory Auditors etc. (Consequential Amendments) (EU Exit) Regulations 2020

Made

Laid before Parliament

Coming into force in accordance with regulation 1(2)

The Secretary of State makes these Regulations in exercise of the powers conferred by section 41(1) of the European Union (Withdrawal Agreement) Act 2020 M1.

Annotations:
Marginal Citations

PART 1

Citation and commencementI11

1

These Regulations may be cited as the Companies and Statutory Auditors etc. (Consequential Amendments) (EU Exit) Regulations 2020.

2

These Regulations come into force immediately before IP completion day, except for this Part and Part 8 which come into force immediately before regulation 6 of the Statutory Auditors, Third Country Auditors and International Accounting Standards (Amendment) (EU Exit) Regulations 2019 M2 comes into force.

PART 2Amendments to the European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018

I22

The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 M3 are amended in accordance with this Part.

I33

In Part 2—

a

in regulation 4(a), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

b

in regulation 8, in inserted regulation 12A—

i

in paragraph (1)—

aa

in the opening words, for “exit day” substitute “ IP completion day ”;

bb

in sub-paragraph (a), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

cc

in sub-paragraph (b), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

ii

in paragraph (2), for “exit day” substitute “ IP completion day ”;

iii

in paragraph (3), for “exit day” substitute “ IP completion day ”;

iv

in paragraph (4), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

v

in paragraph (6), for “exit day” substitute “ IP completion day ”;

c

in regulation 24(a), for “exit day” substitute “ IP completion day ”;

d

in regulation 36(b)(i), for “exit day” substitute “ IP completion day ”;

e

in regulation 49—

i

in paragraph (a)—

aa

in sub-paragraph (ii), for “exit day”, in each of the three places where it appears, substitute “ IP completion day ”;

bb

in sub-paragraph (viii), for “exit day” substitute “ IP completion day ”;

cc

in sub-paragraph (x), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

ii

in paragraph (c), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

f

in regulation 56(b), for “exit day” substitute “ IP completion day ”;

g

in regulation 64(a)(iii), for “exit day” substitute “ IP completion day ”;

h

in regulation 67—

i

in paragraph (a)—

aa

in sub-paragraph (ii), for “exit day”, in each of the three places where it appears, substitute “ IP completion day ”;

bb

in sub-paragraph (viii), for “exit day” substitute “ IP completion day ”;

cc

in sub-paragraph (x), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

ii

in paragraph (c), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

i

in regulation 74(b), for “exit day” substitute “ IP completion day ”;

j

in regulation 81(a)(iii), for “exit day” substitute “ IP completion day ”;

k

in regulation 84(c), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

l

in regulation 88—

i

in paragraph (a), for “exit day” substitute “ IP completion day ”;

ii

in paragraph (b), for “exit day” substitute “ IP completion day ”;

m

in regulation 95(b), for “exit day” substitute “ IP completion day ”.

I44

In Part 3—

a

in regulation 97—

i

in inserted Article A1, in the definition of “SE”, for “exit day” substitute “ IP completion day ”;

ii

in inserted Article AA1—

aa

in paragraph 1, for “exit day”, in each of the three places where it appears, substitute “ IP completion day ”;

bb

in the opening words of paragraph 2, for “exit day” substitute “ IP completion day ”;

cc

in paragraph 5, for “exit day”, in each of the three places where it appears, substitute “ IP completion day ”;

b

in regulation 106(c)(ii), for “exit day” substitute “ IP completion day ”.

I55

In Part 4—

a

in regulation 140, for “exit day”, in both places where it appears, substitute “ IP completion day ”;

b

in regulation 141, for “exit day”, in both places where it appears, substitute “ IP completion day ”;

c

in regulation 142—

i

in paragraph (1), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

ii

in paragraph (2), for “exit day”, in each of the three places where it appears, substitute “ IP completion day ”;

d

in regulation 143—

i

in paragraph (1), for “exit day” substitute “ IP completion day ”;

ii

in paragraph (2), for “exit day” substitute “ IP completion day ”;

e

in regulation 144, for “exit day”, in each of the three places where it appears, substitute “ IP completion day ”;

f

in regulation 145, for “exit day”, in both places where it appears, substitute “ IP completion day ”;

g

in regulation 146(1)—

i

in the opening words, for “exit day” substitute “ IP completion day ”;

ii

in paragraph (a), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

iii

in paragraph (b), for “exit day” substitute “ IP completion day ”;

iv

in paragraph (c), for “exit day” substitute “ IP completion day ”;

h

in regulation 147, for “exit day”, in both places where it appears, substitute “ IP completion day ”;

i

in regulation 148, for “exit day” substitute “ IP completion day ”;

j

in regulation 149(c)—

i

in sub-paragraph (iv), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (v), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

k

in regulation 153(1)—

i

in the opening words, for “exit day” substitute “ IP completion day ”;

ii

in paragraph (a), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

iii

in paragraph (b), for “exit day” substitute “ IP completion day ”;

iv

in paragraph (c), for “exit day” substitute “ IP completion day ”;

l

in regulation 154, for “exit day”, in both places where it appears, substitute “ IP completion day ”;

m

in regulation 155, for “exit day” substitute “ IP completion day ”;

n

in regulation 156(c)—

i

in sub-paragraph (iii)(aa), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (iv), for “exit day”, in both places where it appears, substitute “ IP completion day ”.

PART 3Amendments to the European Economic Interest Grouping (Amendment) (EU Exit) Regulations 2018

I66

The European Economic Interest Grouping (Amendment) (EU Exit) Regulations 2018 M4 are amended in accordance with this Part.

I77

In Part 2, in regulation 9, in substituted regulation 9—

a

in paragraph (1), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

b

in paragraph (2), for “exit day” substitute “ IP completion day ”;

c

in paragraph (3), for “exit day” substitute “ IP completion day ”;

d

in paragraph (4)(b), for “exit day” substitute “ IP completion day ”;

e

in paragraph (6), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

f

in paragraph (7), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

g

in paragraph (9), for “exit day” substitute “ IP completion day ”.

I88

In Part 3—

a

in regulation 33, in substituted Article 1—

i

in paragraph 1, for “exit day”, in each of the three places where it appears, substitute “ IP completion day ”;

ii

in paragraph 2(b), for “exit day” substitute “ IP completion day ”;

iii

in paragraph 4, for “exit day”, in both places where it appears, substitute “ IP completion day ”;

iv

in paragraph 5, for “exit day” substitute “ IP completion day ”;

b

in regulation 34, in paragraph 3(b) of inserted Article 1A, for “exit day” substitute “ IP completion day ”;

c

in regulation 38(c), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

d

in regulation 46, in paragraph 2 of substituted Article 13, for “ exit day ” substitute “IP completion day”.

PART 4Amendments to the Accounts and Reports (Amendment) (EU Exit) Regulations 2019

I99

The Accounts and Reports (Amendment) (EU Exit) Regulations 2019 M5 are amended in accordance with this Part.

I1010

In regulation 1(2)(b), for “exit day” substitute “ IP completion day ”.

I1111

In regulation 7—

a

in paragraph (1), for “exit day” substitute “ IP completion day ”;

b

in paragraph (3), for “exit day” substitute “ IP completion day ”.

I1212

In Schedule 3—

a

in paragraph 31(b), for “exit day” substitute “ IP completion day ”;

b

in paragraph 37, in paragraph (1) of inserted regulation 12ZA, for “exit day” substitute “ IP completion day ”.

PART 5Amendments to the Statutory Auditors and Third Country Auditors (Amendment) (EU Exit) Regulations 2019

I1313

The Statutory Auditors and Third Country Auditors (Amendment) (EU Exit) Regulations 2019 M6 are amended in accordance with this Part.

I1414

In Part 2—

a

in regulation 5(c), for “exit day” substitute “ IP completion day ”;

b

in regulation 6—

i

in paragraph (a), in paragraph (a) of the substituted definition of “ audit committee ”, for “exit day” substitute “ IP completion day ”;

ii

in paragraph (c)(iii), for “exit day” substitute “ IP completion day ”;

c

in regulation 8(a)(iii), for “exit day” substitute “ IP completion day ”;

d

in regulation 11(b)(ii), for “exit day” substitute “ IP completion day ”;

e

in regulation 28 M7—

i

before paragraph (a), insert—

za

in sub-paragraph (1)(a), for “an EEA auditor” substitute “ a third country auditor ”;

zb

in sub-paragraph (1)(aa), for “an EEA auditor” substitute “ a third country auditor ”;

zc

in sub-paragraph (1)(b), omit “which is not an EEA auditor”;

ii

for paragraph (a), substitute—

a

omit sub-paragraph (1)(c);

iii

after paragraph (d), insert—

da

in sub-paragraph (2C)(a), for “another EEA State” substitute “ an EEA State ”;

iv

omit paragraph (e);

f

for regulation 29, substitute—

29

In paragraph 7 (holding of appropriate qualification)—

a

for sub-paragraph (2)(a), substitute—

a

in relation to an individual, to that individual's—

i

holding an appropriate qualification, or

ii

being a third country auditor and meeting the requirements of paragraph 6(1)(aa)(ii) or 6(1A);

b

omit sub-paragraph (2)(b)(ii) and the “or” before it.

g

in regulation 30(b), for “exit day” substitute “ IP completion day ”;

h

in regulation 32(d)(iii), for “exit day” substitute “ IP completion day ”;

i

in regulation 38, for “exit day” substitute “ IP completion day ”;

j

in regulation 40, for “exit day” substitute “ IP completion day ”.

Annotations:
Commencement Information
I14

Reg. 14 in force immediately before IP completion day (in accordance with 2020 c. 1, Sch. 5 para. 1(1)), see reg. 1(2)

Marginal Citations
M7

Regulation 28 is amended by S.I. 2019/1392 (as further amended by regulation 29 of this instrument) and 2020/335.

I1515

In Part 3—

a

in regulation 51—

i

in paragraph (a)(ii), for “exit day” substitute “ IP completion day ”;

ii

in paragraph (b)(i), for “exit day” substitute “ IP completion day ”;

b

in regulation 61(c)(ii), for “exit day” substitute “ IP completion day ”;

c

in regulation 66(d)(iii), for “exit day” substitute “ IP completion day ”;

d

in regulation 68(a), for “exit day” substitute “ IP completion day ”;

e

in regulation 70(a), for “exit day” substitute “ IP completion day ”;

f

in regulation 71(d)(i), for “exit day” substitute “ IP completion day ”.

I1616

In Part 4, in regulation 100(f), for “exit day” substitute “ IP completion day ”.

I1717

In Schedule 1—

a

in paragraph 1(1), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

F1b

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

I1818

In Schedule 2, in paragraph 1(1), for “exit day”, in both places where it appears, substitute “ IP completion day ”.

I1919

In Schedule 4—

a

in the opening words of paragraph 1 M8, for “exit day” substitute “ IP completion day ”;

b

in paragraph 2—

i

in the opening words, for “exit day”, substitute “ IP completion day ”;

ii

in sub-paragraph (a), for “exit day”, substitute “ IP completion day ”;

c

in paragraph 3, for “exit day” substitute “ IP completion day ”.

PART 6Amendments to the Companies, Limited Liability Partnerships and Partnerships (Amendment etc.) (EU Exit) Regulations 2019

I2020

Schedule 4 of the Companies, Limited Liability Partnerships and Partnerships (Amendment etc.) (EU Exit) Regulations 2019 M9 is amended as follows—

a

in paragraph 1—

i

in the opening words, for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (a), for “exit day” substitute “ IP completion day ”;

iii

in sub-paragraph (b), for “exit day” substitute “ IP completion day ”;

b

in paragraph 2—

i

in sub-paragraph (1), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (2), for “exit day” substitute “ IP completion day ”;

iii

in sub-paragraph (3), for “exit day” substitute “ IP completion day ”;

iv

in sub-paragraph (4), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

c

in paragraph 3—

i

in sub-paragraph (1), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (2), for “exit day” substitute “ IP completion day ”;

d

in paragraph 4—

i

in sub-paragraph (1), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (2), for “exit day” substitute “ IP completion day ”;

iii

in sub-paragraph (4), for “exit day” substitute “ IP completion day ”;

iv

in sub-paragraph (5), for “exit day” substitute “ IP completion day ”;

e

in paragraph 5—

i

in sub-paragraph (1), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (2), for “exit day”, in both places where it appears, substitute “ IP completion day ”.

PART 7Amendments to the International Accounting Standards and European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2019

I2121

The International Accounting Standards and European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2019 M10 are amended in accordance with this Part.

I2222

In Part 1, in regulation 1—

a

in paragraph (3), for “exit day” substitute “ IP completion day ”;

b

in paragraph (4), for “exit day” substitute “ IP completion day ”.

I2323

In Part 2—

a

in the heading to Chapter 2, for “exit day” substitute “ IP completion day ”;

b

in regulation 4, for “exit day”, in the heading and the two other places where it appears, substitute “ IP completion day ”;

c

in regulation 20(2), for “exit day” substitute “ IP completion day ”.

I2424

In regulation 23(d), for “exit day” substitute “ IP completion day ”.

I2525

In Schedule 1—

a

in paragraph 63(2) M11, in substituted point (3)(a) of Article 3—

i

in point (i), for “exit day” substitute “ IP completion day ”;

ii

in point (iii), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

b

in paragraph 64—

i

in sub-paragraph (2), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (4), for “exit day” substitute “ IP completion day ”;

iii

in sub-paragraph (5), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

c

in paragraph 65—

i

in sub-paragraph (2), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (4) for “exit day” substitute “ IP completion day ”;

iii

in sub-paragraph (5)(c), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

d

in paragraph 66—

i

in sub-paragraph (2), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (4), for “exit day” substitute “ IP completion day ”;

iii

in sub-paragraph (5), for “exit day”, in both places where it appears, substitute “ IP completion day ”;

e

in paragraph 67—

i

in sub-paragraph (2), for “exit day” substitute “ IP completion day ”;

ii

in sub-paragraph (4), for “exit day” substitute “ IP completion day ”;

iii

in sub-paragraph (5), for “exit day”, in both places where it appears, substitute “ IP completion day ”.

I2626

In Schedule 3—

a

in paragraph 2, for “exit day” substitute “ IP completion day ”;

b

in paragraph 11—

i

in sub-paragraph (1), for “exit day”, in each of the three places where it appears, substitute “ IP completion day ”;

ii

in sub-paragraph (3)(b), for “exit day” substitute “ IP completion day ”;

c

in paragraph 15, in paragraph (1) of inserted regulation 152A, for “exit day” substitute “ IP completion day ”;

d

in paragraph 17, in paragraph (1) of inserted regulation 159A, for “exit day” substitute “ IP completion day ”.

PART 8Amendments to the Statutory Auditors, Third Country Auditors and International Accounting Standards (Amendment) (EU Exit) Regulations 2019

I2727

Regulation 6 of the Statutory Auditors, Third Country Auditors and International Accounting Standards (Amendment) (EU Exit) Regulations 2019 is amended as follows—

a

after the words “the individual” insert “ is an EEA auditor who ”;

b

for “31 December 2020”, in both places where it appears, substitute “ IP completion day ”.

Callanan Parliamentary Under Secretary of State Department for Business, Energy and Industrial Strategy

(This note is not part of the Regulations)

These Regulations make consequential provisions in exercise of the power in section 41(1) of the European Union (Withdrawal Agreement) Act 2020 (c. 1) (“the 2020 Act”).

Regulations 2 to 29 amend a number of references to exit day in legislation made as a consequence of exiting the European Union, which were related to the regulation of companies and other legal entities, and in particular auditing and accounts. Those provisions being amended here will come into force on IP completion day by operation of paragraph 1 of Schedule 5 to the 2020 Act. The amendments made by this instrument ensure that their effects begin from IP completion day rather than from exit day.

Paragraphs (e) and (f) of regulation 14 make amendments to the Statutory Auditors and Third Country Auditors (Amendment) (EU Exit) Regulations 2019 (S.I. 2019/177), which amend Schedule 10 to the Companies Act 2006 (c. 46). The changes made by this instrument provide that from IP completion day, auditors from EEA States will cease to count automatically towards the requisite majority ownership of audit firms, and will be eligible for appointment as a statutory auditor under the same conditions as those of other countries.

A full impact assessment has not been produced for this instrument, as no, or no significant, impact on the private, voluntary or public sector is foreseen.