Generally (for the provisions of this part of the table mentioned below)

To be read as if—

1. (a)

   references to a provision of the I(NI)O 1989 which is applied and modified by these Regulations were to the provision as applied and modified by these Regulations,

2. (b)

   references to the liquidator were to the administrator,

3. (c)

   references to winding up were to special administration,

4. (d)

   references to winding up by the court were to the imposition of special administration by order of the court,

5. (e)

   references to being wound up under Part 5 or 6 of the I(NI)O 1989 were to being in special administration,

6. (f)

   references to the commencement of winding up were to the commencement of special administration,

7. (g)

   references to going into liquidation were to entering special administration,

8. (h)

   references to liquidation or to insolvent liquidation were to special administration,

9. (i)

   references to a winding-up order were to a special administration order, and

10. (j)

    references to a company were to an institution.

Those general modifications are subject to any specific modifications below.

Article 13

Definition of contributory

Articles 61 and 63 to 69

Contributories

Article 142 and Schedule 2

Powers of the liquidator

To be read as if—

1. (a)

   in paragraphs (1) and (2) the references to a liquidation committee were to a creditors’ committee;

2. (b)

   a user or holder may also apply to the court under paragraph (3);

3. (c)

   in Schedule 2, paragraphs 4 to 7, 8 to 11 and 13 were omitted and in paragraph 14 the reference to winding up the company’s affairs and distributing its assets were to pursuing the special administration objectives.

Article 143(4)

Discretion in managing and distributing assets

Article 150

Preferential charges on goods distrained

Article 150A

Unsecured creditors

Article 152

Disclaimer of onerous property

Article 153

Disclaimer of leaseholds

Article 154

Land subject to rent charge

Article 155

Disclaimer: powers of High Court (General)

Article 156

Powers of High Court (leaseholds)

Article 157

Rescission of contracts by the court

Article 158

Power to make over assets to employees

Article 163

Resolutions passed at adjourned meetings

Article 170

Fraud in anticipation of winding up

To be read as if in paragraph (1), there were no reference to passing a resolution for voluntary winding up.

Article 171

Transactions in fraud of creditors

To be read as if in paragraph (1), there were no reference to passing a resolution for voluntary winding up.

Article 172

Misconduct in the course of winding up

To be read as if in paragraph (1), “whether by the High Court or voluntarily”, were omitted.

Article 173

Falsification of company’s books

Article 174

Material omissions from statement

To be read is if—

1. (a)

   in paragraph (1) “whether by the High Court or voluntarily”, were omitted;

2. (b)

   in paragraph (2), “or has passed a resolution for voluntary winding up”, were omitted.

Article 175

False representation to creditors

To be read is if in paragraph (1)—

1. (a)

   “whether by the High Court or voluntarily”, were omitted;

2. (b)

   the reference to the company’s creditors included users or holders.

Article 176

Summary remedy

Article 177

Fraudulent trading

Article 178

Wrongful trading

To be read as if paragraph (6) were omitted.

Article 179

Proceedings under Articles 177 or 178

Article 180

Restriction on re-use of company names

To be read as if—

1. (a)

   references to the liquidating company were to a company in special administration;

2. (b)

   paragraphs (7) and (8) were omitted.

Article 181

Personal liability for debts following contravention of Article 180

To be read as if paragraph (6) were omitted.

Prosecution of delinquent officers and members of company

To be read is if—

1. (a)

   in paragraph (2), the first reference to the official receiver were omitted and the second reference were to the Secretary of State;

2. (b)

   in paragraph (4), the reference to paragraph (3) were to paragraph (2);

3. (c)

   paragraphs (3), (5) and (6) were omitted.

Article 183

Obligations arising under Article 182

To be read as if in paragraph (1), the reference to Article 182(3) were to Article 182(2).

Article 197

Utilities

Article 197A

Further protection of essential supplies

Article 198

Getting in the company’s property

To be read is if—

1. (a)
   for paragraph (1) there were substituted—

   “(1)

   This Article applies where a company enters special administration.”;

2. (b)

   the references to the office-holder were references to the administrator.

Article 199

Co-operation with the administrator

To be read as if—

1. (a)

   paragraphs (1) and (4)(b) to (d) were omitted;

2. (b)

   the references to the office-holder were references to the administrator.

Article 200

Inquiry into company’s dealings

To be read is if—

1. (a)
   for paragraph (1) there were substituted—

   “(1)

   This Article applies where a company enters special administration.”;

2. (b)

   the references to the office-holder were references to the administrator.

Article 201

Enforcement by the High Court

To be read as if the references to the office-holder were references to the administrator.

Article 202

Transactions at an undervalue

To be read is if—

1. (a)
   for paragraph (1) there were substituted—

   “(1)

   This Article applies where a company enters special administration.”;

2. (b)

   the references to the office-holder were references to the administrator.

Article 203

Preferences

To be read as if the references to the office-holder were references to the administrator.

Article 204

Articles 202 and 203: relevant time

To be read as if—

1. (a)

   in sub-paragraph (2)(a), the reference to being unable to pay debts were to be read in accordance with section 93(4) of the BA 2009 (as applied and modified by the EMR 2011 and the PSR 2017);

2. (b)

   sub-paragraphs (1)(d) and (3)(a) to (d) were omitted.

Article 205

Orders under Articles 202 and 203

To be read as if paragraphs (3A) and (3B) were omitted.

Article 206

Extortionate credit transactions

Article 207

Avoidance of floating charges

To be read as if—

1. (a)

   in paragraph (3)(c), the references to an administration application and administration order were references to an application for special administration and special administration order respectively;

2. (b)

   in sub-paragraphs (4)(a) and (b), the reference to being unable to pay its debts were to be read in accordance with section 93(4) of the BA 2009 (as applied and modified by the EMR 2011 and the PSR 2017);

3. (c)

   subparagraphs (3)(d) and (5)(a) to (c) were omitted.

Article 208

Unenforceability of liens

To be read as if—

1. (a)
   for paragraph (1) there were substituted—

   “(1)

   This Article applies where a company enters special administration.”;

2. (b)

   the reference to the office-holder were references to the administrator.

Article 208ZA

Remote attendance at meetings

To be read as if references to creditors included users or holders.

Article 208ZB

Use of websites

Article 346 and Schedule 4 to the I(NI)O 1989 (and Schedule 3 to the Pension Schemes (Northern Ireland) Act 1993)

Preferential debts

Article 347, paragraphs (1) and (3A)

“The relevant date”

To be read as if the reference to administration were to special administration.

Article 348

Offence of acting without being qualified

To be read as if—

1. (a)

   the reference to acting as an insolvency practitioner were to acting as the administrator

2. (b)

   paragraph (2) were omitted.

Articles 349 to 350T

Authorisation and regulation of insolvency practitioners

To be read as if—

1. (a)

   in Article 349, references to acting as an insolvency practitioner were to acting as the administrator;

2. (b)

   in paragraph (2) of that Article, after “authorised” there were inserted “to act as an insolvency practitioner”;

3. (c)

   in Articles 349A, 349B(1) and (2), 350O(1)(b) and 350R(3)(b) references to authorisation or permission to act as an insolvency practitioner in relation to (or only in relation to) companies, the reference to companies had effect as a reference to companies without modification by this Table

4. (d)

   an order under Article 350 had effect in relation to any provision applied for the purposes of special administration;

5. (e)

   in Articles 350Q(2)(b) and 350S(3)(e) the references to a company had effect as references to a company without modification by this Table.

Article 359

Insolvency rules

To be read as if, in paragraphs (1C), (2C) and (3), the references to Part 2 of the BA 2009 were a reference to these Regulations.

Article 361

Fees orders

To be read as if—

1. (a)

   the references to “this Order” includes these Regulations;

2. (b)

   paragraph (1)(za) and paragraph (2)(b) were omitted;

3. (c)

   there were no reference to the official receiver;

4. (d)

   proceedings which would be under the I(NI)O 1989 were under the Payment and Electronic Money Institution Insolvency Regulations 2021.

Article 367

Transactions defrauding creditors

Articles 368 and 369

Transactions defrauding creditors

Article 373 and Schedule 7

Offences by bodies corporate

To be read as if, in Article 373(4), there were no provisions of the I(NI)O 1989 listed there except for Articles 170(1), (2) and (5), 171(1), 172(1), 173, 174(1) and 175(1).

Article 374

Summary proceedings

Article 375

Statements: admissibility

Article 376

Judicial notice of court documents

Articles 384 to 386

Supplementary provisions

Generally (for the provisions of this part of the table mentioned below)

To be read as if—

1. (a)

   references to a provision of the I(NI)O 1989 which is applied and modified by these Regulations were to the provision as applied and modified by these Regulations,

2. (b)

   references to the administrator were to the administrator appointed under regulation 7,

3. (c)

   references to administration were to special administration,

4. (d)

   references to an administration order were to a special administration order,

5. (e)

   references to a company were to an institution, and

6. (f)

   references to the purpose of administration were to the special administration objectives.

Those general modifications are subject to any specific modifications below.

Paragraph 1

Interpretation

To be read as if the definition of “administrator” and sub-paragraph (1A) and sub-paragraph (1B) were omitted.

Paragraph 41(1)(a)

Dismissal of pending winding up petition

Paragraph 43

Moratorium on insolvency proceedings

To be read as if sub-paragraphs (4)(a) and (4)(b) were omitted.

Paragraph 44

Moratorium on other legal processes

Paragraph 45(1), (5) and (7)

Interim moratorium

To be read as if—

1. (a)

   subparagraph (7) also included a reference to paragraph 45 not preventing or requiring the permission of the court for an application by the FCA for a special administration order;

2. (b)

   sub-paragraph (7)(b) to (d) were omitted.

Paragraph 46

Publicity

Paragraph 47

Announcement of administrator’s appointment

To be read as if—

1. (a)

   in sub-paragraph (3)(a), in addition to obtaining the list of creditors, the administrator were also required to obtain as complete a list as possible of the users or holders of the institution;

2. (b)

   in sub-paragraph (3)(b), the administrator were also required to send a notice of their appointment to each user or holder of whose claim and address the administrator is aware;

3. (c)

   where the special administration application has not been made by the FCA, notice of the administrator’s appointment were also required to be sent under sub-paragraph (5) to the FCA;

4. (d)

   sub-paragraphs (6)(b) and (c) were omitted.

Paragraph 48

Statement of company’s affairs

To be read as if, in sub-paragraph (2), there were also a reference to including particulars of the relevant funds held by the institution.

Paragraph 49

Statement of company’s affairs

Paragraph 50

Administrator’s proposals

To be read as if—

1. (a)

   sub-paragraph (2)(b) were omitted;

2. (b)

   in sub-paragraph (4), the administrator were also required to send a copy of the statement of proposals to every user or holder of whose claim the administrator is aware and who the administrator has a means of contacting, and to the FCA;

3. (c)

   the administrator were also required to give notice that the statement of proposals is to be provided free of charge to a payment system operator who applies in writing to a specified address.

The application of paragraph 50(1) to (3) is subject to regulation 38(6).

Paragraph 51

Creditors’ meeting

To be read as if—

1. (a)

   in sub-paragraph (1), the administrator were also required to summon the users or holders referred to in paragraph 50(4) to the meeting of creditors and to give such users or holders notice under sub-paragraph (1)(b);

2. (b)

   the FCA were empowered to appoint a person to attend a meeting of creditors and make representations as to any matter for decision.

Paragraph 52

Requirement for initial creditors’ meeting

To be read as if—

1. (a)

   there were a requirement that each copy of an administrator’s proposals sent to a user or holder or the FCA under paragraph 50 be accompanied by an invitation to the initial creditor’s meeting;

2. (b)

   the application of paragraph 52 is subject to regulation 38(6).

Paragraph 54

Business and result of initial creditors’ meeting

To be read as if—

1. (a)

   there were a requirement that special administration insolvency rules prescribe how users or holders are to vote at meetings of creditors;

2. (b)

   in sub-paragraph (2), if the FCA has not appointed a person to attend the meeting, the administrator were also required to report any decision taken to the FCA.

The application of paragraph 54 is subject to regulation 38(6).

Paragraph 55

Revision of administrator’s proposals

To be read as if—

1. (a)

   if the revision proposed by the administrator affects both creditors and users or holders, every reference to creditors included users or holders;

2. (b)

   if the administrator thinks that the revision proposed only affects either creditors or users or holders, it only applied to the affected party and required the party not affected to be informed of the revision;

3. (c)

   the FCA were required to be invited to the creditors’ meeting mentioned in sub-paragraph (2)(a);

4. (d)

   the statement of the proposed revision mentioned in sub-paragraph (2)(b) were also required to be sent to the FCA.

The application of paragraph 55 is subject to regulation 38(6).

Paragraph 56

Failure to obtain approval of administrator’s proposals

To be read as if—

1. (a)

   in making an order under sub-paragraph (2) the court were required to have regard to the special administration objectives;

2. (b)

   sub-paragraph (2)(d) were omitted.

The application of paragraph 56 is subject to regulation 38(6).

Paragraph 57

Further creditors’ meetings

To be read as if the administrator were required to invite the FCA to any meeting summoned.

Paragraph 58

Creditors’ committee

To be read as if—

1. (a)

   a creditors’ committee were only able to be established by a creditors’ meeting to which creditors and users or holders have both been given notice;

2. (b)

   the FCA were empowered to appoint a person to attend a meeting of the creditors’ committee and make representations as to any matter for decision;

3. (c)

   there were a requirement that special administration insolvency rules prescribe that, where a meeting of creditors resolves to establish a creditors’ committee, the makeup of the creditors’ committee is a reflection of all parties with an interest in the achievement of the special administration objectives.

Paragraph 59

Correspondence instead of creditor’s meeting

Paragraph 60

Functions of an administrator

To be read as if—

1. (a)

   in sub-paragraph (1), the administrator’s power were to do anything necessary or expedient in pursuit of Objectives 1 to 3;

2. (b)

   in sub-paragraph (2), the reference to a provision of the Schedule expressly permitting the administrator to do a specified thing included a provision of these Regulations expressly permitting the administrator to do a specified thing;

3. (c)
   at the end there were inserted—

   “(4)

   The administrator is an officer of the court.”.

Paragraph 61 (and Schedule 1)

General powers

Paragraph 62

Directors

Paragraph 63

Power to call meetings

To be read as if the administrator were also empowered to call a meeting of users or holders or contributories.

Paragraph 64

Application to court for directions

Paragraph 65

Management powers

Paragraph 66

Distribution to creditors

To be read as if—

1. (a)

   in paragraph (1)—

   1. (i)

      the words from the beginning to “in full,” were omitted;

   2. (ii)

      for “any other creditor” there were substituted “any creditor”;

2. (b)

   sub-paragraph (3) were omitted.

Paragraph 67

Payments

To be read as if the words from the beginning to “have been met,” were omitted.

Paragraph 68

Property

Paragraph 69

Management

To be read as if references to proposals approved under paragraphs 54 or 55 included, without need for approval—

1. (a)

   proposals agreed with the FCA under regulations 39 or 40; or

2. (b)

   proposals in respect of which the court has made an order dispensing with the need for agreement in accordance with those regulations.

Paragraph 70

Agency

Paragraph 71

Floating charge

Paragraph 72

Non-floating charge

Paragraph 73

Hire purchase property

Paragraph 74

Protection for secured or preferential creditors

To be read as if sub-paragraph (2)(d) were omitted.

Paragraph 75

Challenge to administrator’s conduct

To be read as if—

1. (a)

   the FCA were also empowered to make an application to the court, on the grounds that—

   1. (i)

      the administrator is acting or has acted so as unfairly to harm the interests of some or all of the members, creditors or users or holders;

   2. (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 users or holders;

   3. (iii)

      the administrator has failed to carry out a reconciliation in accordance with regulation 13;

2. (b)

   a user or holder were also empowered to make an application to the court under sub-paragraph (1) or (2);

3. (c)

   any of the following persons were also empowered to make an application on the grounds that the administrator is not taking any action in response to a request from that person under regulation 35(3) 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 institution—

   1. (i)

      the Bank of England;

   2. (ii)

      the Treasury;

   3. (iii)

      the FCA;

   4. (iv)

      the Payment Systems Regulator;

4. (d)

   the following persons were also empowered to make an application on the grounds that the administrator has made, or proposes to make, a PPTA in contravention of regulation 32 or 34—

   1. (i)

      the Bank of England;

   2. (ii)

      the FCA;

5. (e)

   any person, other than the institution, who is party to an arrangement of a kind referred to in regulation 31(1) were also empowered to make an application on the grounds that the administrator has made, or proposes to make, a relevant transfer in contravention of that regulation;

6. (f)

   where an application is made on the grounds that the administrator has made a relevant transfer in contravention of regulation 34—

   1. (i)

      sub-paragraphs (3)(a), (d) and (e) and (4) were omitted;

   2. (ii)

      the court were also empowered to make an order declaring that the transfer was made in contravention of the regulation concerned

7. (g)

   where an application is made on the grounds that the administrator has made a relevant transfer in contravention of regulation 32 or 33, the court were also empowered to make such order as it thinks fit for restoring the position to what it would have been if the transfer had not been made in contravention of the regulation concerned;

8. (h)

   where the FCA has given a direction under regulation 38 which has not been withdrawn, the court did not have power to make an order if it would impede or prevent compliance with the direction.

Paragraph 76

Misfeasance

To be read as if a user or holder and the FCA were included in the list of persons who may make an application under sub-paragraph (2).

Paragraph 80

Court ending administration on application of administrator

To be read as if sub-paragraph (2) were omitted.

Paragraph 82

Court ending administration on application of a creditor

To be read as if it did not apply where the administrator was appointed by the court on the application of the FCA or the Secretary of State.

Paragraph 85

Termination: no more relevant funds for distribution

To be read as if—

1. (a)

   the administrator were only empowered to send a notice under sub-paragraph (1) if the institution no longer holds relevant funds;

2. (b)

   in sub-paragraph (5)(b), a copy of the notice were also required to be sent be sent to every user or holder of the institution of whom the administrator is aware and the FCA.

Paragraph 86

Discharge of administration order

Paragraph 87

Notice to Companies Registrar at the end of administration

Paragraph 88

Resignation

To be read as if—

1. (a)

   where the administrator was appointed by the court on the application of the FCA or the Secretary of State, the notice of the resignation given in accordance with sub-paragraph (2)(a) were also required to be given to the applicant;

2. (b)

   sub-paragraph (2)(b) to (d) were omitted

Paragraph 89

Removal

Paragraph 90

Disqualification

To be read as if—

1. (a)

   where the administrator was appointed by the court on the application of the FCA or the Secretary of State, the notice given in accordance with sub-paragraph (2)(a) were also required to be given to the applicant;

2. (b)

   sub-paragraphs (2)(b) to (d) were omitted.

Paragraph 91

Replacement

To be read as if the reference to paragraphs 92 to 96 were to paragraph 92 only.

Paragraph 92

Replacement

To be read as if the FCA were included in the list of persons who may make an application to appoint an administrator in reliance on sub-paragraph (1) but to whom the restrictions in sub-paragraph (2) apply.

Paragraph 99

Discharge

To be read as if sub-paragraphs (2)(b) and (3) were omitted.

Paragraph 100

Vacation of office: charges and liabilities

To be read as if—

1. (a)

   in sub-paragraph (3), the former administrator’s remuneration and expenses incurred in respect of the pursuit of Objective 1 are to be charged on and payable out of relevant funds;

2. (b)

   in sub-paragraph (4)(b), the reference to any charge arising under sub-paragraph (3) did not include a charge on relevant funds.

Paragraph 101

Joint and concurrent administrators

Paragraph 102

Joint and concurrent administrators

To be read as if in sub-paragraph (3), the reference to paragraphs 88 to 100 were to paragraphs 88 to 92 and 99 to 100.

Paragraph 103

Joint and concurrent administrators

Paragraph 104

Joint and concurrent administrators

To be read as if—

1. (a)

   in sub-paragraph (2), the reference to paragraph 13(1)(a) to (f) were to regulation 8(1);

2. (b)

   sub-paragraphs (3) to (5) were omitted.

Paragraph 105

Presumption of validity

Paragraph 106

Majority decision of directors

Paragraph 107 (and Article 373 and Schedule 7)

Fines

To be read as if sub-paragraph (2)(a), (b) and (l) to (n) was omitted.

Paragraph 108

Extension of time limit

To be read as if, in considering an application under paragraph 108, the court were required to have regard to the special administration objectives.

Paragraph 109

Extension of time limit

To be read as if—

1. (a)

   the administrator were also required to obtain consent of those users or holders whose claims amount to more than 50% of the total amount of claims for relevant funds, disregarding the claims of those users or holders who were sent a copy of the statement of proposals but who did not respond to an invitation to give or withhold consent;

2. (b)

   sub-paragraph (3) were omitted.

Paragraph 110

Extension of time limit

Sections of the IA 1986

Section 197 of the IA 1986

Commission for receiving evidence

Section 426 of the IA 1986

Co-operation between courts

To be read as if references to insolvency law included provisions made by or under these Regulations.