Statement by the Delegation of Norway in response to the report by the Head of the OSCE Mission in Kosovo, Ambassador Jan Braathu
In the Insolvency Act 1986, before Part 1 (but within the First Group of Parts) insert—
Schedule 1 inserts into the Insolvency Act 1986 a new Schedule ZA1 (eligible companies).
Schedule 2 inserts into the Insolvency Act 1986 a new Schedule ZA2 (contracts involving financial services).
Schedule 3 contains consequential and other amendments to do with moratoriums under new Part A1 of the Insolvency Act 1986.
Nothing in this Act affects the operation of the Insolvency Act 1986, or any other enactment, in relation to a moratorium under Schedule A1 to that Act which comes into force before the repeal of that Schedule by Schedule 3 to this Act.
Subsection (2) is without prejudice to the operation of section 16 of the Interpretation Act 1978 (general savings).
Schedule 4 makes temporary modifications to Part A1 of the Insolvency Act 1986 (moratorium) and other temporary provision in connection with that Part.
In the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)), immediately before Part 2 (and after the heading before Parts 2 to 7) insert—
Schedule 5 inserts into the Insolvency (Northern Ireland) Order 1989 a new Schedule ZA1 (eligible companies).
Schedule 6 inserts into the Insolvency (Northern Ireland) Order 1989 a new Schedule ZA2 (contracts involving financial services).
Schedule 7 contains consequential and other amendments to do with moratoriums under new Part 1A of the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)).
Nothing in this Act affects the operation of the Insolvency (Northern Ireland) Order 1989, or any other statutory provision, in relation to a moratorium under Schedule A1 to that Order which comes into force before the repeal of that Schedule by Schedule 7 to this Act.
Subsection (2) is without prejudice to the operation of section 16 of the Interpretation Act 1978 (general savings).
In this section “statutory provision” has the meaning given by section 1(f) of the Interpretation Act (Northern Ireland) 1954 (c. 33 (N.I.)).
Schedule 8 makes temporary modifications to Part 1A of the Insolvency (Northern Ireland) Order 1989 (moratorium) and other temporary provision in connection with that Part.
Schedule 9 contains provision about arrangements and reconstructions for companies in financial difficulty.
Paragraph 60A of Schedule B1 to the Insolvency Act 1986 (which expired in May 2020) is revived.
For sub-paragraph (10) of that paragraph substitute—
The Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)) is amended as follows.
Schedule B1 (administration) is amended in accordance with subsections (3) to (5).
Paragraph 61 (powers of administrator) becomes sub-paragraph (1) of that paragraph.
After that sub-paragraph insert—
After paragraph 61 insert—
In Article 2(2), in the definition of “regulations”, after the words “and paragraph 16 of Schedule A1” (which are repealed by paragraph 3(b) of Schedule 7 to this Act) insert “ and paragraph 61A of Schedule B1 ”.
Schedule 10 contains temporary provision in relation to winding-up petitions in Great Britain.
Schedule 11 contains temporary provision in relation to winding-up petitions in Northern Ireland.
In determining for the purposes of section 214 or 246ZB of the Insolvency Act 1986 (liability of director for wrongful trading) the contribution (if any) to a company's assets that it is proper for a person to make, the court is to assume that the person is not responsible for any worsening of the financial position of the company or its creditors that occurs during the relevant period.
In this section the “relevant period” is the period which—
begins with 1 March 2020, and
ends with 30 September 2020.
Subsection (1) does not apply if at any time during the relevant period the company concerned is excluded from being eligible by any of the paragraphs of Schedule ZA1 to the Insolvency Act 1986 listed in subsection (4), as they apply for the purposes of this subsection (see subsection (5)).
The paragraphs of Schedule ZA1 to the Insolvency Act 1986 are—
paragraph 3 (insurance companies),
paragraph 4 (banks),
paragraph 5 (electronic money institutions),
paragraph 6 (investment banks and investment firms),
paragraph 9 (payment institutions),
paragraph 10 (operators of payment systems etc),
paragraph 11 (recognised investment exchanges, clearing houses etc),
paragraph 12 (securitisation companies),
paragraph 13 (parties to capital market arrangements),
paragraph 15 (public-private partnership project companies), and
paragraph 18 (certain overseas companies).
In their application for the purposes of subsection (3)—
each of paragraphs 13 and 15 of Schedule ZA1 to the Insolvency Act 1986 has effect as if in sub-paragraph (1)—
the words “, on the filing date” were omitted, and
paragraph (b) were omitted, and
paragraph 18 of that Schedule has effect as if for “paragraph 2”, in both places, there were substituted “ paragraphs 2, 7 and 8 ”.
Subsection (1) also does not apply if at any time during the relevant period the company concerned—
has permission under Part 4A of the Financial Services and Markets Act 2000 to carry on a regulated activity, and
is not subject to a requirement imposed under that Act to refrain from holding money for clients.
This section has effect—
in so far as it relates to section 214 of the Insolvency Act 1986, as if it were contained in Part 4 of that Act, and
in so far as it relates to section 246ZB of the Insolvency Act 1986, as if it were contained in Part 6 of that Act.
But this section does not have effect in relation to the following bodies (which are bodies to which provisions contained in Parts 4 and 6 of the Insolvency Act 1986 apply)—
a society that is registered within the meaning of the Friendly Societies Act 1974 and that at any time during the relevant period carries on the regulated activity of effecting or carrying out contracts of insurance;
a building society within the meaning of the Building Societies Act 1986;
a society that is incorporated under the Friendly Societies Act 1992;
a registered society within the meaning of the Co-operative and Community Benefit Societies Act 2014 that is registered under that Act as a credit union;
a registered society within the meaning of the Co-operative and Community Benefit Societies Act 2014 that at any time during the relevant period carries on the regulated activity of effecting or carrying out contracts of insurance.
In this section “regulated activity” has the meaning given by section 22 of the Financial Services and Markets Act 2000, taken with Schedule 2 to that Act and any order under that section.
In determining for the purposes of Article 178 of the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)) (liability of director for wrongful trading) the contribution (if any) to a company's assets that it is proper for a person to make, the High Court is to assume that the person is not responsible for any worsening of the financial position of the company or its creditors that occurs during the relevant period.
In this section the “relevant period” is the period which—
begins with 1 March 2020, and
ends with 30 September 2020.
Subsection (1) does not apply if at any time during the relevant period the company concerned is excluded from being eligible by any of the paragraphs of Schedule ZA1 to the Insolvency (Northern Ireland) Order 1989 listed in subsection (4), as they apply for the purposes of this subsection (see subsection (5)).
The paragraphs of Schedule ZA1 to the Insolvency (Northern Ireland) Order 1989 are—
paragraph 3 (insurance companies),
paragraph 4 (banks),
paragraph 5 (electronic money institutions),
paragraph 6 (investment banks and investment firms),
paragraph 9 (payment institutions),
paragraph 10 (operators of payment systems etc),
paragraph 11 (recognised investment exchanges, clearing houses etc),
paragraph 12 (securitisation companies),
paragraph 13 (parties to capital market arrangements),
paragraph 15 (public-private partnership project companies), and
paragraph 18 (certain overseas companies).
In their application for the purposes of subsection (3)—
each of paragraphs 13 and 15 of Schedule ZA1 to the Insolvency (Northern Ireland) Order 1989 has effect as if in sub-paragraph (1)—
the words “, on the filing date” were omitted, and
paragraph (b) were omitted, and
paragraph 18 of that Schedule has effect as if for “paragraph 2”, in both places, there were substituted “ paragraphs 2, 7 and 8 ”.
Subsection (1) also does not apply if at any time during the relevant period the company concerned—
has permission under Part 4A of the Financial Services and Markets Act 2000 to carry on a regulated activity, and
is not subject to a requirement imposed under that Act to refrain from holding money for clients.
This section has effect as if it were contained in Part 5 of the Insolvency (Northern Ireland) Order 1989.
But this section does not have effect in relation to the following bodies (which are bodies to which provisions contained in Part 5 of the Insolvency (Northern Ireland) Order 1989 apply)—
a registered society within the meaning of the Co-operative and Community Benefit Societies Act (Northern Ireland) 1969 (c. 24 (N.I.)) that at any time during the relevant period carries on the regulated activity of effecting or carrying out contracts of insurance;
a society that is registered within the meaning of the Friendly Societies Act 1974 and that at any time during the relevant period carries on the regulated activity of effecting or carrying out contracts of insurance;
a building society within the meaning of the Building Societies Act 1986;
a credit union within the meaning of the Credit Unions (Northern Ireland) Order 1985 (S.I. 1985/1205 (N.I. 12));
a society that is incorporated under the Friendly Societies Act 1992.
In this section “regulated activity” has the meaning given by section 22 of the Financial Services and Markets Act 2000, taken with Schedule 2 to that Act and any order under that section.
In the Insolvency Act 1986, after section 233A insert—
In the Insolvency Act 1986, in section 434 (Crown application), before “bind” insert “ and sections 233A and 233B and Schedule 4ZZA ”.
Schedule 12—
inserts a new Schedule into the Insolvency Act 1986 which provides for exclusions from the operation of section 233B of that Act, and
contains consequential amendments.
The amendments made by this section and Schedule 12 have effect in relation to a company which becomes subject to a relevant insolvency procedure on or after the day on which this section comes into force (but in respect of contracts entered into before, as well as those entered into on or after, that day).
Section 233B of the Insolvency Act 1986 does not apply in relation to a contract for the supply of goods or services to a company where—
the company becomes subject to a relevant insolvency procedure during the relevant period, and
the supplier is a small entity at the time the company becomes subject to the procedure.
In subsection (1)(a) “relevant period” means the period which—
begins with the day on which this section comes into force, and
ends with 30 June 2021.
For the purposes of subsection (1)(b), whether the supplier is a “small entity” at the time the company becomes subject to a relevant insolvency procedure (the “ relevant time ”) is to be determined under subsections (4) to (10).
Where the supplier is not in its first financial year at the relevant time, the supplier is a small entity at the relevant time if at least two of the following conditions were met in relation to its most recent financial year— Condition 1: the supplier's turnover was not more than £10.2 million; Condition 2: the supplier's balance sheet total was not more than £5.1 million; Condition 3: the number of the supplier's employees was not more than 50.
For the purposes of Condition 1 in subsection (4), if the supplier's most recent financial year was not 12 months, the maximum figure for turnover must be proportionately adjusted.
For the purposes of Condition 2 in subsection (4), the supplier's balance sheet total means the aggregate of the amounts shown as assets in the supplier's balance sheet.
For the purposes of Condition 3 in subsection (4), the number of the supplier's employees means the average number of persons employed by the supplier in its most recent financial year, determined as follows—
find for each month in that financial year the number of persons employed under contracts of service by the supplier in that month (whether throughout the month or not),
add together the monthly totals, and
divide by the number of months in the financial year.
In subsections (4) to (7) the supplier's “most recent financial year” is the financial year of the supplier which, at the relevant time, has ended most recently.
Where the supplier is in its first financial year at the relevant time, the supplier is a small entity at the relevant time if at least two of the following conditions are met— Condition 1: the supplier's average turnover for each complete month in the supplier's first financial year is not more than £850,000; Condition 2: the aggregate of amounts which would be shown in a balance sheet of the supplier drawn up at the relevant time is not more than £5.1 million; Condition 3: the average number of persons employed by the supplier in the supplier's first financial year (determined as specified in subsection (7)) is not more than 50.
In this section—
“the Assembly” means the Northern Ireland Assembly;
“person with corporate responsibility” means—
A statement under section A13(2) must be made within the period of 3 days ending with the day on which the application under that section is made.
Where a provision of this Part of this Schedule requires a document to contain identification details for a company that is registered under the Companies Act 2006 in England and Wales, the following information must be given— Where a provision of this Part of this Schedule requires a document to contain identification details for a company that has registered particulars under section 1046(1) of the Companies Act 2006 (registered overseas companies), the following information must be given— Where a provision of this Part of this Schedule requires a document to contain identification details for an unregistered company that does not come within sub-paragraph (2) the following information must be given—
Expressions used in this Part of this Schedule are to be construed as if this Part of this Schedule were contained in Part A1 of the Insolvency Act 1986.
A notice or statement under Article 13BC(1), 13CA(1), 13CB(1) or 13CD(2) of the Insolvency (Northern Ireland) Order 1989 must be authenticated by or on behalf of the person giving the notice or making the statement (see paragraph 49). A notice under Article 13BE(2)(a) of the Insolvency (Northern Ireland) Order 1989 must be authenticated by the monitor (see paragraph 49).
Each statement under Article 13BC(1)(b) to (e) of the Insolvency (Northern Ireland) Order 1989 must be made within the period of 5 days ending with the day on which the documents under Article 13BC(1)(a) to (e) are filed with the High Court (or, if the documents are filed on different days, the last of those days).
A statement by the monitor under Article 13CA(1)(d) or 13CB(1)(d) of the Insolvency (Northern Ireland) Order 1989 must contain contact details of the monitor.
A creditor may not during the relevant period present a petition under Article 104 of the 1989 Order for the winding up of a registered company on a ground specified in Article 103(1)(a) to (d) of that Order (“the relevant ground”), unless the condition in sub-paragraph (2) is met. The condition referred to in sub-paragraph (1) is that the creditor has reasonable grounds for believing that— A creditor may not during the relevant period present a petition under Article 104 of the 1989 Order for the winding up of a registered company on the ground specified in Article 103(1)(e) or (2) of that Order (“the relevant ground”), unless the condition in sub-paragraph (4) is met. The condition referred to in sub-paragraph (3) is that the creditor has reasonable grounds for believing that— This paragraph is to be regarded as having come into force on 27 April 2020.
This paragraph applies where— The High Court may wind the company up under Article 102(f) of the 1989 Order on a ground specified in Article 103(1)(a) to (d) of that Order only if the Court is satisfied that the facts by reference to which that ground applies would have arisen even if coronavirus had not had a financial effect on the company. The High Court may wind the company up under Article 102(f) of the 1989 Order on the ground specified in Article 103(1)(e) or (2) of that Order only if the Court is satisfied that the ground would apply even if coronavirus had not had a financial effect on the company. This paragraph is to be regarded as having come into force on 27 April 2020.
Paragraphs 9 to 16 apply where— Paragraphs 9 to 16 are to be regarded as having come into force on 27 April 2020.
The Insolvency (Northern Ireland) Order 1989 is amended as follows.
The monitor in relation to a moratorium under Part 1A of the Insolvency (Northern Ireland) Order 1989 The monitor’s functions in relation to the moratorium
The Insolvency (Northern Ireland) Order 2005 is amended as follows.
A notice or statement under Article 13BC(1), 13BE(2), 13CA(1), 13CB(1) or 13CD(2) of the Insolvency (Northern Ireland) Order 1989 must state—
the provision under which it is given or made,
the nature of the notice or statement,
the date of the notice or statement, and
the identification details for the company to which it relates.
A statement under Article 13BC(1)(b) of the Insolvency (Northern Ireland) Order 1989 must be headed “Proposed monitor’s statement and consent to act” and must contain the following— In this paragraph “IP number” means the identifying number or reference issued to the insolvency practitioner by a professional body recognised under Article 350 of the Insolvency (Northern Ireland) Order 1989.
A notice under Article 13CA(1)(a) or 13CB(1)(a) of the Insolvency (Northern Ireland) Order 1989 must state the company’s address for service.
If a meeting under Article 13CC(2) of the Insolvency (Northern Ireland) Order 1989 is held during the relevant period (within the meaning given by paragraph 1), paragraph 3 of Schedule 14 applies to the meeting as if it were a meeting within sub-paragraph (2) of that paragraph (even if the meeting is not held within the relevant period within the meaning of that Schedule).
A notice under Article 13CH(1) of the Insolvency (Northern Ireland) Order 1989 must be given within the period of 5 days beginning with the day on which the duty to give the notice arises. The notice must state—
During the relevant period, a company is not eligible for the purposes of Article 13B, 13BA or 13BB of the Insolvency (Northern Ireland) Order 1989 if the company—
has permission under Part 4A of the Financial Services and Markets Act 2000 to carry on a regulated activity within the meaning of that Act, and
is not subject to a requirement imposed under that Act to refrain from holding money for clients.
If the winding up would by virtue of Article 109(2) of the 1989 Order be deemed to commence at the time of the presentation of the petition, the winding up is instead for the purposes of that Order to be deemed to commence on the making of the winding-up order.
In each of the following places, for “Parts II to VII” substitute “Parts 1A to 7”— the heading before Article 5; Article 5(1); Article 6(1) and (2); Article 7; Article 8; the heading before Parts 2 to 7; Article 315(6); Article 366(1); Article 374(1).
Article 10 is amended as follows. At the end of the heading insert “etc”. In paragraph (2)—
In their application for the purposes of a decision by pre-moratorium creditors to consent to a revised end date for a moratorium under Article 13CC of the Insolvency (Northern Ireland) Order 1989, the Insolvency Rules have effect with the following modifications. References to creditors are to be read as references to the pre-moratorium creditors. The following rules have effect with the further modifications set out in paragraphs 24 to 30—
A notice under Article 13CH(2) or (3) of the Insolvency (Northern Ireland) Order 1989 must be given within the period of 5 days beginning with the day on which the duty to give the notice arises. The notice must state— A notice under Article 13CH(2) or (3) of the Insolvency (Northern Ireland) Order 1989 that is given to the registrar must be authenticated by or on behalf of the monitor (see paragraph 49).
In Article 61 of the 1989 Order (liability as contributories of present and past members), paragraph (2)(a) has effect as if the reference to one year or more before the commencement of the winding up were to—
one year or more before the day on which the petition was presented, or
if the winding-up order was made more than 6 months after the day on which the petition was presented, 18 months or more before the day on which the winding-up order was made.
In Article 2(2), in the definition of “regulations”—
after “(except in” insert “Part 1A, Article 148A(6),”;
omit “and paragraph 16 of Schedule A1”.
Omit Article 11.
Rule 4.061 has effect as if for paragraphs (1) to (6) there were substituted—
Where a moratorium comes to an end under Article 13CG of the Insolvency (Northern Ireland) Order 1989 because the company has entered into a relevant insolvency procedure within the meaning of that Article, the notices under Article 13CH(1) and (2) must state—
the date on which the company entered into the relevant insolvency procedure, and
the name and contact details of the supervisor of the voluntary arrangement, the administrator or the liquidator.
In Article 170 of the 1989 Order (fraud etc in anticipation of winding up), paragraph (1) has effect as if the reference to 12 months immediately preceding the commencement of the winding up were to a period which—
begins with whichever is the later of—
the day 12 months before the day on which the petition was presented, and
the day 18 months before the day on which the winding-up order was made, and
ends with the day on which the winding-up order was made.
In Schedule 2, omit paragraph 45.
Article 3 (meaning of “act as insolvency practitioner”) is amended as follows. In paragraph (1)(a), for “or administrative receiver” substitute “, administrative receiver or monitor”. In paragraph (4), at the appropriate place insert—
Rule 4.062 has effect as if for paragraphs (2) to (5) there were substituted—
A notice under Article 13CH(4) of the Insolvency (Northern Ireland) Order 1989 must be given within the period of 3 business days beginning with the day on which the notice under Article 13ED(1) of that Order is filed with the High Court. The notice under Article 13CH(4) of that Order must be accompanied by the notice that the monitor has filed with the High Court under Article 13ED(1) of that Order.
In Article 171 of the 1989 Order (transactions in fraud of creditors), paragraph (1)(a) has effect as if the reference to 5 years immediately preceding the commencement of the winding up were to—
5 years immediately preceding the day on which the petition was presented, or
if the winding-up order was made more than 6 months after the day on which the petition was presented, 5 years and 6 months immediately preceding the day on which the winding-up order was made.
In Article 6 (meaning of “insolvency” etc), in paragraph (1), after “includes” insert “the coming into force of a moratorium for the company under Part 1A,”.
Rule 4.065 has effect as if, in paragraph (2), for “21 days” there were substituted “5 days”.
In Article 172 of the 1989 Order (misconduct in course of winding up), paragraph (2) has effect as if the reference to 12 months immediately preceding the commencement of the winding up were to a period which—
begins with whichever is the later of—
the day 12 months before the day on which the petition was presented, and
the day 18 months before the day on which the winding-up order was made, and
ends with the day on which the winding-up order was made.
Omit Article 14A (moratorium where directors propose voluntary arrangement).
The expenses of summoning and holding a meeting of pre-moratorium creditors at the instance of the directors of the company are to be paid by the company.
Article 178A of the 1989 Order (as inserted for the purposes of limited liability partnerships by the Limited Liability Partnership Regulations (Northern Ireland) 2004 (S.R. (N.I.) 2004/307)) has effect as follows. Paragraph (2) has effect as if the reference to 2 years ending with the commencement of the winding up were to a period which—
In Article 15 (procedure where nominee is not the liquidator or administrator), in paragraph (1), omit from “and the directors” to the end.
Rule 4.070 has effect as if for it (and its heading) there were substituted—4.070.
Article 204 of the 1989 Order (definition of “relevant time”) has effect as follows. Paragraph (1)(a) has effect as if the reference to the period of 2 years ending with the onset of insolvency were to the period which— Paragraph (1)(b) has effect as if the reference to the period of 6 months ending with the onset of insolvency were to the period which—
Article 17 (decision of the company and its creditors in relation to voluntary arrangement) is amended as follows. After paragraph (4) insert— In paragraph (5), for “and (4)” substitute “to (4B)”.
Rule 4.073 has effect as if—
after paragraph (3) there were inserted—;
for paragraph (4) there were substituted—;
for paragraph (5) there were substituted—;
for paragraph (6) there were substituted—
Article 207 of the 1989 Order (avoidance of certain floating charges) has effect as follows. Paragraph (3)(a) has effect as if the reference to the period of 2 years ending with the onset of insolvency were to the period which— Paragraph (3)(b) has effect as if the reference to the period of 12 months ending with the onset of insolvency were to the period which—
Article 17A (approval of voluntary arrangement) is amended as follows. In paragraph (2)(b), for “(4)” substitute “(6)”. In paragraph (5)—
Rule 4.077 has effect as if—
in paragraph (1) for “liquidation” there were substituted “moratorium”;
paragraph (4) were omitted.
Article 18 (effect of approval of voluntary arrangement) is amended as follows. In paragraph (3), for “paragraph (4)” substitute “paragraphs (3A) and (4)”. After paragraph (3) insert— In paragraph (4) after “paragraph (3)(a)” insert “or dismiss a petition under paragraph (3A)”.
Article 20A (prosecution of delinquent officers of company) is amended as follows. For paragraph (1) substitute— In paragraph (2)— In paragraph (8), omit “nominee or”.
In Article 20B (arrangements coming to an end prematurely) omit—
“or paragraph 46 of Schedule A1”;
“or, as the case may be, paragraph 47(2)(b)(i) of Schedule A1”.
In Article 100 (expenses of voluntary winding up), at the beginning insert “After the payment of any liabilities to which Article 148A applies,”.
In Article 102 (circumstances in which company may be wound up by the High Court), omit sub-paragraph (fa).
In Article 104 (application for winding up by the High Court), omit paragraph (4A).
In Article 107 (avoidance of property dispositions etc), after paragraph (2) insert—
Before Article 149 (and before the italic heading “Preferential debts” above that Article) insert—
Article 149 (preferential debts: general provision) is amended as follows. In paragraph (1), at the end insert “after the payment of— In paragraph (1A), omit “after the expenses of the winding up”.
Article 197 (supplies of water, electricity, etc) is amended as follows. In paragraph (1)— In paragraph (4), omit sub-paragraph (ba).
In Article 208ZA (remote attendance at meetings), as inserted by section 1(1) of the Insolvency (Amendment) Act (Northern Ireland) 2016, in paragraph (9), before sub-paragraph (a) insert—.
In Article 208ZB (use of websites), as inserted by section 1(1) of the Insolvency (Amendment) Act (Northern Ireland) 2016, in paragraph (2), before sub-paragraph (a) insert—.
In Article 347 (“the relevant date” in relation to preferential debts), omit paragraph (2A).
Article 362 (monetary limits) is amended as follows. In paragraph (1), before sub-paragraph (a) insert—. Omit paragraph (1)(c) (money sums: company moratorium) and the “or” before it.
In Article 373 (offences: disapplication of section 20(2) of the 1954 Act), in paragraph (4), after “Articles” insert “13DA(5), 13DG(3), 13DH(4), 13DI(1), 13DJ(5), 13DK(6), 13DL(2), 13DM(9), 13DN(4),”.
In Article 383(a), for “Parts 2 to 7” substitute “Parts 1A to 7”.
Omit Schedule A1 (moratorium where directors propose voluntary arrangement).
Schedule B1 (administration) is amended as follows. Omit paragraph 25. Before paragraph 66 (but after the italic heading “Distribution”) insert— In paragraph 66, for sub-paragraph (1) substitute— In paragraph 67, for “The administrator of a company” substitute “If the debts or other liabilities payable under paragraph 65A have been met, the administrator of a company”.
Schedule 5 (provision capable of inclusion in company insolvency rules) is amended as follows. In paragraph 8, after “is,” insert “the monitor in relation to a moratorium under Part 1A or”.
Schedule 7 (punishment of offences under the Order) is amended as follows. Omit the entries relating to Schedule A1. 13BE(4) Directors failing to notify monitor of beginning of moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13BE(5) Monitor failing to notify creditors etc of beginning of moratorium. Summary. Level 3 on the standard scale. 13CH(6) Directors failing to notify monitor of change in end of moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13CH(7) Monitor failing to notify creditors etc of change in end of moratorium. Summary. Level 3 on the standard scale. 13DA(5) Company or officer failing to state in correspondence etc that moratorium in force. Summary. Level 3 on the standard scale. 13DF(4) Directors failing to notify monitor of insolvency proceedings etc. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DG(3)(a) Company obtaining credit without disclosing existence of moratorium. 1. On indictment. A fine. 2. Summary. The statutory maximum. 13DG(3)(b) Obtaining credit for company without disclosing existence of moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DH(4)(a) Company granting security without monitor’s consent. 1. On indictment. A fine. 2. Summary. The statutory maximum. 13DH(4)(b) Authorising or permitting company to do so. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DI(1)(a) Company entering into market contract, etc. 1. On indictment. A fine. 2. Summary. The statutory maximum. 13DI(1)(b) Authorising or permitting company to do so. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DJ(5)(a) Company making unauthorised payments. 1. On indictment. A fine. 2. Summary. The statutory maximum. 13DJ(5)(b) Authorising or permitting company to do so. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DK(6)(a) Company making unauthorised disposal of property. 1. On indictment. A fine. 2. Summary. The statutory maximum. 13DK(6)(b) Authorising or permitting such a disposal. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DL(2)(a) Unauthorised disposal of hire-purchase property. 1. On indictment. A fine. 2. Summary. The statutory maximum. 13DL(2)(b) Authorising or permitting such a disposal. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DM(8) Directors failing to send to registrar copy of court order permitting disposal of charged property. Summary. Level 3 on the standard scale. 13DM(9)(a) Company failing to comply with requirements relating to disposal of charged property. 1. On indictment. A fine. 2. Summary. The statutory maximum. 13DM(9)(b) Authorising or permitting such a failure. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DN(4)(a) Company failing to comply with requirements relating to disposal of hire-purchase property. 1. On indictment. A fine. 2. Summary. The statutory maximum. 13DN(4)(b) Authorising or permitting such a failure. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13DN(6) Directors failing to send to registrar copy of court order permitting disposal of hire-purchase property. Summary. Level 3 on the standard scale. 13EE(9) Monitor failing to notify creditors etc of change in monitor. Summary. Level 3 on the standard scale. 13G(1) Fraud or privity to fraud during or in anticipation of moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months or the statutory maximum or both. 13G(4) Knowingly taking in pawn or pledge, or otherwise receiving, company property. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13GA(1) False representation or fraud for purpose of obtaining or extending moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth. 13H(5) Directors failing to notify regulator of qualifying decision procedure in relation to regulated company 1. On indictment. 2 years or a fine or both. 2. Summary. 6 months orthe statutorymaximum orboth.
“the Assembly” means the Northern Ireland Assembly.
In regulation 19 of the Financial Markets and Insolvency (Settlement Finality) Regulations 1999 (S.I. 1999/2979) (administration orders, etc), omit paragraph (4).
The monitor in relation to a moratorium under Part A1 of the Insolvency Act 1986 The monitor’s functions in relation to the moratorium
In section 154 of the Banking Act 2009 (winding-up or voluntary arrangement), in subsection (3A)—
omit “and Schedule A1”;
for “9” substitute “8”.
Rules under section 411 of the Insolvency Act 1986 may provide for any provision made by paragraphs 13 to 51 or 53 to 90 to cease to have effect before the end of the relevant period.
In Schedule 3 to the Insolvency (Amendment) Act (Northern Ireland) 2016 omit paragraph 17.
Section 1(2)
In the Insolvency Act 1986, before Schedule A1 (which is repealed by Schedule 3 to this Act) insert—
Section 1(3)
In the Insolvency Act 1986, after Schedule ZA1 (inserted by Schedule 1 to this Act) insert—
Section 2
“relevant authority” has the meaning given by section 28(4);
In this Schedule “qualifying body” means—
a registered society within the meaning of the Co-operative and Community Benefit Societies Act (Northern Ireland) 1969 (c. 24 (N.I.)),
a credit union within the meaning of the Credit Unions (Northern Ireland) Order 1985 (S.I. 1985/1205 (N.I. 12)),
a building society within the meaning of the Building Societies Act 1986,
a society that is registered within the meaning of the Friendly Societies Act 1974 or incorporated under the Friendly Societies Act 1992,
a registered branch within the meaning of the Friendly Societies Act 1992,
a Scottish charitable incorporated organisation within the meaning of Chapter 7 of Part 1 of the Charities and Trustee Investment (Scotland) Act 2005 (asp 10),
a company within the meaning of section 1(1) of the Companies Act 2006,
a charitable incorporated organisation within the meaning of Part 11 of the Charities Act 2011, and
a registered society within the meaning of the Co-operative and Community Benefit Societies Act 2014.
In this Schedule—
The appropriate national authority may by regulations make provision for the purposes of, or in connection with, paragraph 3. The appropriate national authority may by regulations make provision about the means by which, the form in which, and the period within which, any notice or other document relating to a meeting to which paragraph 3 applies or is expected to apply may be given or made available. Regulations under this paragraph may— In this paragraph “the appropriate national authority” means—
Regulations made by the Secretary of State or the Treasury under this Schedule are to be made by statutory instrument. A statutory instrument containing regulations made by the Secretary of State under paragraph 2(2)(a) of this Schedule is subject to annulment in pursuance of a resolution of either House of Parliament. A statutory instrument containing regulations made by the Secretary of State under paragraph 2(2)(b) of this Schedule or containing regulations made by the Secretary of State or the Treasury under paragraph 4 or 6 of this Schedule must be laid before Parliament as soon as reasonably practicable after being made. Sub-paragraph (3) does not apply if a draft of the statutory instrument has been laid before and approved by a resolution of each House of Parliament. Regulations contained in a statutory instrument laid before Parliament by virtue of sub-paragraph (3) cease to have effect at the end of the period of 40 days beginning with the day on which the instrument is made, unless during that period the instrument is approved by a resolution of each House of Parliament. In calculating the period of 40 days, no account is to be taken of any time during which— Where regulations cease to have effect as a result of sub-paragraph (5) that does not—
Paragraph 1 of Schedule 1 to the Charitable Incorporated Organisations (Insolvency and Dissolution) Regulations 2012 (S.I 2012/3013) (application of the Insolvency Act 1986) is amended as follows. In sub-paragraph (1), at the beginning insert “Subject to sub-paragraph (2A)”. In sub-paragraph (2)(a), for “Parts 1” substitute “Parts A1”. Part A1 of the 1986 Act does not apply in relation to a CIO that is—
Regulation 37 of the International Interests in Aircraft Equipment (Cape Town Convention) Regulations 2015 (S.I. 2015/912) is amended as follows. After paragraph (3) insert— In paragraph (12)— After paragraph (12) insert—
In section 14 of the Limited Liability Partnerships Act 2000 (regulations to make provision about insolvency and winding up), in subsection (1)(b), for “Parts 2” substitute “Parts 1A”.
The Insolvency (Northern Ireland) Order 2002 is amended as follows. In Schedule 1, omit—
Paragraphs 13 to 54 cease to have effect at the end of the relevant period, subject to paragraph 3.
A notice under Article 13BC(1)(a) of the Insolvency (Northern Ireland) Order 1989 must state the company’s address for service.
A notice under Article 13BE(2) of the Insolvency (Northern Ireland) Order 1989 must—
state that it is given by the monitor acting in that capacity, and
state the name and contact details of the monitor.
Each statement under Article 13CA(1)(b) to (d) or 13CB(1)(b) to (e) of the Insolvency (Northern Ireland) Order 1989 must be made within the period of 3 days ending with the day on which the documents under Article 13CA(1)(a) to (d) or 13CB(1)(a) to (e) are filed with the High Court (or, if the documents are filed on different days, the last of those days).
A statement under Article 13CD(2) must be made within the period of 3 days ending with the day on which the application under that Article is made.
In section 17 of the Limited Liability Partnerships Act 2000, in subsection (5)(b) (procedure for regulations applying provisions of Companies Act 2006)—
in the entry for Part 26 of the Companies Act 2006, after “reconstructions” insert “: general”;
Part 26A (arrangements and reconstructions: companies in financial difficulty);
In Part 2 of the Housing and Regeneration Act 2008 (regulation of social housing), in section 160 (company: arrangements and reconstructions), at the end insert—
Part 6 of the Financial Services (Banking Reform) Act 2013 (special administration for operators of certain infrastructure systems) is amended as follows. In section 111 (financial market infrastructure administration)— After section 124 insert—
Section 3
An application by the directors of a company for the extension of a moratorium under section A13 of the Insolvency Act 1986 must state— The application must be authenticated by or on behalf of the directors. Rule 1.5 of the England and Wales Insolvency Rules applies for the purposes of authentication under sub-paragraph (2).
A notice under section A24(1) of the Insolvency Act 1986 must be given before the period of 3 days ending with the day on which the step mentioned there is taken. A notice under section A24(2) of the Insolvency Act 1986 must be given within the period of 3 days beginning with the day on which the duty to give the notice arises.
A statement under section A39(4) of the Insolvency Act 1986 must be headed “Proposed monitor’s statement and consent to act” and must contain the following— The statement must be made within the period of 5 days ending with the day on which it is lodged in the court. In this paragraph “IP number” means the number assigned to an office-holder as an insolvency practitioner by the Secretary of State.
Where the court makes an order by virtue of section A44(4)(c) of the Insolvency Act 1986 requiring a decision of a company’s creditors, the following provisions of the Scottish Insolvency Rules apply for the purposes of that decision to the extent set out in the court’s order and subject to any modifications set out in the court’s order—
Part 5 (decision making);
Part 6 (proxies).
Rule 1.5 of the Scottish Insolvency Rules (requirement for writing and form of documents) applies for the purposes of Part A1 of the Insolvency Act 1986.
Where a provision of this Part of this Schedule requires a document to contain contact details of a monitor or other office-holder, the following information must be given—
a postal address for the monitor or office-holder, and
either an email address, or a telephone number, through which the monitor may be contacted.
In relation to a moratorium that comes into force during the relevant period, Article 13EA(1) of the Insolvency (Northern Ireland) Order 1989 has effect as if for the words from “it remains likely” to the end there were substituted —
In section 6 of the Third Parties (Rights against Insurers) Act 2010 (corporate bodies etc), in subsection (1), after “section 899” insert “or 901F”.
In section 118 of the Co-operative and Community Benefit Societies Act 2014 (power to apply provisions about company arrangements and administration in relation to registered societies), in subsection (2), after paragraph (c) insert—
The following provisions of the Scottish Insolvency Rules apply, so far as relevant, to any requirement imposed by a provision of this Part of this Schedule— rule 1.9 (prescribed format of documents), and rule 1.10 (variations from prescribed contents). In their application by virtue of sub-paragraph (1), a reference in rule 1.9 or 1.10 to the requirements of a rule is to be read as a reference to the requirements of the provision of this Part of this Schedule.
section 19(2),
In this Part of this Schedule, “relevant period” means the period which— For the purposes of this Part of this Schedule, references to a petition presented by a creditor— For the purposes of this Part of this Schedule—
A notice under section A17(1) of the Insolvency Act 1986 must be given within the period of 5 days beginning with the day on which the duty to give the notice arises. The notice must state—
For the purposes of deciding whether to bring a moratorium to an end under section A38(1)(d) of the Insolvency Act 1986 the monitor must disregard—
any debts that the monitor has reasonable grounds for thinking are likely to be paid within 5 days of the decision, and
any debts in respect of which the creditor has agreed to defer payment until a time that is later than the decision.
An administrator or liquidator of a company may apply to the court on the ground that remuneration charged by the monitor in relation to a prior moratorium for the company under Part A1 of the Insolvency Act 1986 was excessive. An application under this paragraph may not be made after the end of the period of 2 years beginning with the day after the moratorium ends. On an application under this paragraph the court may— The costs of an application under this paragraph are, unless the court orders otherwise, to be paid as an expense of the administration or liquidation.
Where paragraph 64A(1) of Schedule B1 to the Insolvency Act 1986 applies, the moratorium debts and pre-moratorium debts mentioned in paragraph 64A(2) of that Schedule are payable in the following order of priority— In this paragraph “wages or salary” has the same meaning as in section A18 of the Insolvency Act 1986.
The provisions of the England and Wales Insolvency Rules specified in the Table apply, so far as relevant, for the purposes of proceedings under— In their application by virtue of sub-paragraph (1), the provisions listed in the Table have effect with— The modification is that any reference to Part 1 of the Insolvency Act 1986 includes a reference to Part A1 of that Act and this Part of this Schedule. This is the Table referred to in sub-paragraphs (1) and (2)— Insolvency Rules Topic Modifications Rule 1.35 Standard contents and authentication of applications Rules 12.1 and 12.2 Court rules and practice to apply etc Rule 12.3 and Schedule 6 Commencement of proceedings Rules 12.7 to 12.11 and 12.13 Making applications to court: general Rule 12.9 has effect as if, in relation to a regulated company (within the meaning of section A49 of the Insolvency Act 1986), it also required the application to be served on the appropriate regulator (within the meaning of that section). Rules 12.27 to 12.29 Obtaining information and evidence Rule 12.29(3) has effect as if it included a reference to the monitor in relation to a moratorium. Rules 12.30, 12.31, 12.33 and 12.35 to 12.38 Transfer of proceedings (a) Rule 12.36(2) has effect as if the list of office-holders included the monitor in relation to a moratorium. (b) Rule 12.37(2) and (3) have effect as if the list of provisions included section A39 of the Insolvency Act 1986. Rules 12.39 and 12.40 The court file Rules 12.41, 12.42(5), 12.47, 12.48 and 12.50 Costs Rule 12.48(2) has effect as if it required the applicant to serve a sealed copy of the application on the monitor and the company to which the moratorium relates. Rule 12.51 Enforcement of court orders Rules 12.58, 12.59 and 12.61 and Schedule 10 Appeals Rules 12.63 to 12.65 Court orders, formal defects and shorthand writers Schedule 4, paragraphs 1, 4, 5 and 6 These paragraphs of Schedule 4 apply only for the purposes of the rules applied by this Table.
In this Part of this Schedule “the England and Wales Insolvency Rules” means the Insolvency (England and Wales) Rules 2016.
In Part 2 of Schedule 20 to the Energy Act 2004 (conduct of energy administration: modifications of Schedule B1 to the Insolvency Act 1986), in paragraph 16(2), after “section 899” insert “or 901F”.
The Companies Act 2006 is amended as follows.
The Corporation Tax Act 2010 is amended as follows.
A notice under section A17(2) or (3) of the Insolvency Act 1986 must be given within the period of 5 days beginning with the day on which the duty to give the notice arises. The notice must state— A notice under section A17(2) or (3) of the Insolvency Act 1986 that is given to the registrar of companies must be authenticated by or on behalf of the monitor. Rule 1.5 of the England and Wales Insolvency Rules applies for the purposes of authentication under sub-paragraph (3).
In section 32(1) (constitutional documents to be provided to members), after paragraph (d) insert—.
Part 7ZA (restrictions on obtaining certain deductions) is amended as follows. In section 269ZH (meaning of “insolvency procedures”), in subsection (5)(a), after “Part 26” insert “or 26A”. In section 269ZY (meaning of “relevant reversal credit”), in subsection (8)(b), after “Part 26” insert “or 26A”.
Where a moratorium comes to an end under section A16 of the Insolvency Act 1986 because the company has entered into a relevant insolvency procedure within the meaning of that section, the notices under section A17(1) and (2) must state—
the date on which the company entered into the relevant insolvency procedure, and
the name and contact details of the supervisor of the voluntary arrangement, the administrator or the liquidator.
In section 93 (recent allotment of shares for non-cash consideration), in subsection (7)(b)(i), after “Part 26” insert “or 26A”.
In Part 14 (change in company ownership), in section 724A (disregard of change in parent company), in subsection (7)(a), after “Part 26” insert “or 26A”.
A notice under section A17(4) of the Insolvency Act 1986 must be given within the period of 3 business days beginning with the day on which the notice under section A38(1) of that Act is filed with the court. The notice under section A17(4) of that Act must be accompanied by the notice that the monitor has filed with the court under section A38(1) of that Act.
Part 17 (a company’s share capital) is amended as follows. In section 549 (exercise by directors of powers to allot shares etc), after subsection (3) insert— In Chapter 3 (allotment of equity securities: existing shareholders’ right of pre-emption)— In section 594 (exception to valuation requirement: arrangement with another company), in subsection (6)(a)(i), after “Part 26” insert “or 26A”. In section 616(1) (interpretation of Chapter 7), in paragraph (a) of the definition of “arrangement”, after “Part 26” insert “or 26A”. In section 617 (alteration of share capital of limited company), in subsection (5)(e)(i), after “Part 26” insert “or 26A”. In section 632 (variation of class rights: saving for court’s powers under other provisions)— In section 641 (circumstances in which a company may reduce its share capital)— In section 649 (registration of order and statement of capital), in subsection (3)—
In section 681 (unconditional exceptions to prohibition against financial assistance), in subsection (2)(e), after “Part 26” insert “or 26A”.
Part 26 (arrangements and reconstructions) is amended as follows. The heading becomes “Arrangements and reconstructions: general”. In section 896, at the end insert— In section 899 (court sanction for compromise or arrangement)— After section 899 insert—
Part 27 (mergers and divisions of public companies) is amended as follows. In section 903 (relationship of Part 27 to Part 26)— In section 907 (approval of members of merging companies), in subsection (2), after “917” insert “, 917A”. In section 908 (directors’ explanatory report (merger))— In section 912 (approval of articles of new transferee company (merger))— In section 915 (circumstances in which certain particulars and reports not required (merger))— In section 915A (other circumstances in which reports and inspection not required (merger)), in subsection (5), after “section 900(2)” insert “or, as the case may be, section 901J(2)”. Before section 918 (but after the heading “Other exceptions”) insert— In section 918A (agreement to dispense with reports etc (merger))— In section 922 (approval of members of companies involved in the division)— In section 923 (directors’ explanatory report (division))— In section 925 (supplementary accounting statement (division)), in subsection (1)(b), after “931” insert “, 931A”. In section 928 (approval of articles of new transferee company (division))— Before section 932 (but after the heading “Other exceptions”) insert— In section 933 (agreement to dispense with reports etc (division))— In section 939 (court to fix date for transfer of undertaking etc of transferor company), in subsection (1)(b), after “section 900” insert “or, as the case may be, section 901J”. In section 940 (liability of transferee companies for each other’s defaults)—
In Part 31 (dissolution and restoration to the register), Chapter 1 (striking off) is amended as follows. In section 1005 (circumstances in which application for voluntary striking off may not be made: other proceedings not concluded), in subsection (1)(a), after “Part 26” insert “or 26A”. In section 1009 (circumstances in which application for voluntary striking off to be withdrawn), in subsection (1)(b), after “Part 26” insert “or 26A”.
In section 1078 (documents subject to disclosure requirements), in subsection (3), for “section 899 or 900” substitute “section 899, 900, 901F or 901J”.
Schedule 8 (index of defined expressions) is amended as follows. —in Part 26A section 901A(4) —in Part 26A section 901A(4)
“coronavirus” means severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2);
The following provisions of Chapter 9 of Part 1 of the England and Wales Insolvency Rules apply for the purposes of proceedings under Part A1 of the Insolvency Act 1986 as if rule 1.36(1) included a reference to such proceedings— rule 1.36(2) (delivery to registrar of companies); rule 1.40 (delivery of documents to authorised recipients); rule 1.41 (delivery of documents to joint office-holders); rule 1.42 (postal delivery of documents); rule 1.43 (delivery by document exchange); rule 1.44 (personal delivery of documents); rule 1.45 (electronic delivery of documents).
Where a provision of this Part of this Schedule requires a document to contain contact details of a monitor or other office-holder, the following information must be given—
a postal address for the monitor or office-holder, and
either an email address, or a telephone number, through which the monitor may be contacted.
The Department for the Economy in Northern Ireland may by regulations provide for any provision made by Part 2 of this Schedule to cease to have effect before the end of the relevant period. The regulations may include transitional provision or savings. The power of the Department to make regulations under this paragraph is exercisable by statutory rule for the purposes of the Statutory Rules (Northern Ireland) Order 1979 (S.I. 1979/1573 (N.I. 12)) (and not by statutory instrument). Regulations made under this paragraph are subject to negative resolution within the meaning of section 41(6) of the Interpretation Act (Northern Ireland) 1954.
For the purposes of obtaining a moratorium under Article 13B of the Insolvency (Northern Ireland) Order 1989 during the relevant period— During the relevant period, only an overseas company may obtain a moratorium under Article 13BA of the Insolvency (Northern Ireland) Order 1989.
In relation to an application for a moratorium made under Article 13BA or 13BB of the Insolvency (Northern Ireland) Order 1989 during the relevant period—
Article 13BC(1)(e) of that Order has effect as if at the end there were inserted “or would do so if it were not for any worsening of the financial position of the company for reasons relating to coronavirus”;
Schedule ZA1 to that Order has effect as if paragraph 2(1)(b) and (2)(b) were omitted.
Regulations under section 14(1) of the Limited Liability Partnership Act 2000 may make provision applying or incorporating provision made by or under this Schedule, with such modifications as appear appropriate, in relation to a limited liability partnership registered in Great Britain.
An order or regulations under section 118(1)(a), (3B) or (3C) of the Co-operative and Community Benefit Societies Act 2014 may provide for provision made by or under this Schedule to apply (with or without modifications) in relation to registered societies (or to registered societies of the kind mentioned there).
Section 4(2) In the Insolvency (Northern Ireland) Order 1989, before Schedule A1 (which is repealed by Schedule 7 to this Act) insert—
Section 4(3) In the Insolvency (Northern Ireland) Order 1989, after Schedule ZA1 (inserted by Schedule 5 to this Act) insert—
Section 5
Section 6
section 12(2),
This paragraph applies in relation to a petition which is presented by a creditor under Article 104 of the 1989 Order— Any provision of the 1991 Insolvency Rules which requires or permits (or authorises the High Court to require or permit) notice, publication or advertisement of the petition does not apply until such time as the High Court has made a determination in relation to the question of whether it is likely that the Court will be able to make an order under Article 102(f) or 185(4)(b) of the 1989 Order. The 1991 Insolvency Rules have effect as if they required the petition to contain a statement that the petitioner considers that the condition described in paragraph 2(2) or (4) or 3(2) or (4) of this Schedule (as the case may be) is met. The rights referred to in the following provisions of the 1991 Insolvency Rules are not exercisable without the permission of the High Court—
In the modifications made by this Part of this Schedule “coronavirus” means severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2).
This paragraph applies in relation to a moratorium that comes into force during the relevant period. For the purposes of extending the moratorium under Article 13CA or 13CB of the Insolvency (Northern Ireland) Order 1989, paragraph (1)(d) of that Article has effect as if at the end there were inserted “or would do so if it were not for any worsening of the financial position of the company for reasons relating to coronavirus”. In relation to an application under Article 13CD of the Insolvency (Northern Ireland) Order 1989 that the moratorium be extended, paragraph (2)(d) of that Article has effect as if at the end there were inserted “or would do so if it were not for any worsening of the financial position of the company for reasons relating to coronavirus”.
The Insolvency (Northern Ireland) Order 1989 is amended as follows.
In Article 150A (share of assets for unsecured creditors), in paragraph (4)(b), after “Part 26” insert “or 26A”.
“the Department” means the Department for the Economy in Northern Ireland.
Schedule B1 (administration) is amended as follows. In paragraph 50 (administrator’s proposals), in sub-paragraph (3)(b), after “Part 26” insert “or 26A”. In paragraph 74 (protection for secured or preferential creditor), in sub-paragraph (2)(c), after “Part 26” insert “or 26A”. In paragraph 75 (challenge to administrator’s conduct of company), in sub-paragraph (6)(b), after “Part 26” insert “or 26A”.
winding up under Part 5 or 6 of that Order;
This paragraph applies to a meeting within sub-paragraph (2) that is held during the relevant period. A meeting is within this sub-paragraph if it is— The meeting need not be held at any particular place. The meeting may be held, and any votes may be permitted to be cast, by electronic means or any other means. The meeting may be held without any number of those participating in the meeting being together at the same place. A member of the qualifying body does not have a right— The provisions of any enactment relating to meetings within sub-paragraph (2) have effect subject to this paragraph. The provisions of the constitution or rules of the qualifying body have effect subject to this paragraph.
The appropriate national authority may by regulations provide for any provision that would (but for the regulations) have the effect mentioned in sub-paragraph (2) to be read as if instead it had (and always had had) the effect mentioned in sub-paragraph (3). The effect is that of imposing on a qualifying body a duty to hold a general meeting as its annual general meeting during a period (“the overlapping period”) that overlaps to any extent with the relevant period. The effect is that of imposing on the qualifying body a duty to hold a general meeting as its annual general meeting during a period that— A period specified in regulations for the purposes of sub-paragraph (3)(b) must not exceed 8 months. Regulations under this paragraph may— In sub-paragraph (1) the reference to “any provision” is a reference to any provision of an enactment or of the constitution or rules of a qualifying body. In this paragraph “the appropriate national authority” has the same meaning as in paragraph 4. In the application of this paragraph in relation to a public company, the references to a duty to hold a general meeting as its annual general meeting are to be read as including a reference to a duty to hold an accounts meeting.
Regulations made by the Department for the Economy in Northern Ireland under paragraph 2(2)(a) of this Schedule are subject to negative resolution within the meaning of section 41(6) of the Interpretation Act (Northern Ireland) 1954 (c. 33 (N.I.)). Regulations made by the Department for the Economy in Northern Ireland under paragraph 2(2)(b), 4 or 6 of this Schedule must be laid before the Assembly as soon as reasonably practicable after being made. Sub-paragraph (2) does not apply if a draft of the regulations has been laid before, and approved by a resolution of, the Assembly. Section 41(3) of the Interpretation Act (Northern Ireland) 1954 applies for the purposes of sub-paragraph (3) in relation to the laying of a draft as it applies in relation to the laying of a statutory document under an enactment. Regulations laid before the Assembly by virtue of sub-paragraph (2) cease to have effect at the end of the period of 40 days beginning with the day on which the regulations are made, unless during that period the regulations are approved by a resolution of the Assembly. In calculating the period of 40 days, no account is to be taken of any time during which the Assembly is— Where regulations cease to have effect as a result of sub-paragraph (5) that does not— A power of the Department for the Economy in Northern Ireland to make regulations under this Schedule is exercisable by statutory rule for the purposes of the Statutory Rules (Northern Ireland) Order 1979 (S.I. 1979/1573 (N.I. 12)). In this paragraph “the Assembly” means the Northern Ireland Assembly.
A notice under Article 13DF(1) of the Insolvency (Northern Ireland) Order 1989 must be given before the period of 3 days ending with the day on which the step mentioned there is taken. A notice under Article 13DF(2) of the Insolvency (Northern Ireland) Order 1989 must be given within the period of 3 days beginning with the day on which the duty to give the notice arises.
A statement under Article 13EE(4) of the Insolvency (Northern Ireland) Order 1989 must be headed “Proposed monitor’s statement and consent to act” and must contain the following— The statement must be made within the period of 5 days ending with the day on which it is filed with the High Court. In this paragraph “IP number” means the identifying number or reference issued to the insolvency practitioner by a professional body recognised under Article 350 of the Insolvency (Northern Ireland) Order 1989.
Where the High Court makes an order by virtue of Article 13FB(4)(c) of the Insolvency (Northern Ireland) Order 1989 requiring the summoning of a meeting of a company’s creditors, the following provisions of the Insolvency Rules apply for the purposes of that meeting to the extent set out in the Court’s order and subject to any modifications set out in the Court’s order—
Rules 4.061 to 4.077 (meetings);
Part 8 (proxies);
Rule 12.05 (quorum).
Rule 12.04 of the Insolvency Rules applies to applications and statements referred to in Part 1A of the Insolvency (Northern Ireland) Order 1989 as it applies to notices under that Order. The requirement in Rule 12.04 that a notice, application or statement required or authorised by or under the Order or the Insolvency Rules must be in writing is satisfied if the notice, application or statement is in electronic form. But sub-paragraph (2) does not apply in relation to the filing of a notice, application or statement with the High Court. A document in electronic form must be capable of being—
Where a provision of this Part of this Schedule requires a document to contain identification details for a company that is registered under the Companies Act 2006 in Northern Ireland, the following information must be given— Where a provision of this Part of this Schedule requires a document to contain identification details for a company that has registered particulars under section 1046(1) of the Companies Act 2006 (registered overseas companies), the following information must be given— Where a provision of this Part of this Schedule requires a document to contain identification details for an unregistered company that does not come within sub-paragraph (2) the following information must be given—
Expressions used in this Part of this Schedule are to be construed as if this Part of this Schedule were contained in Part 1A of the Insolvency (Northern Ireland) Order 1989.
This paragraph applies where a provision of this Part of this Schedule sets out requirements as to the contents of a document. Any title required by the provision must appear at the beginning of the document. Any other contents required by the provision (or provisions where more than one applies to a particular document) must be provided in the order listed in the provision (or provisions) or in another order which the maker of the document considers would be convenient for the intended recipient.
Where a provision of this Part of this Schedule sets out the required contents of a document, the document may depart from the required contents if—
the circumstances require such a departure (including where the requirement is not applicable in the particular case), or
the departure (whether or not intentional) is immaterial.
Regulations under section 14(1) of the Limited Liability Partnership Act 2000 may make provision applying or incorporating provision made by or under this Schedule, with such modifications as appear appropriate, in relation to a limited liability partnership registered in Northern Ireland.
An order under Article 10(2) of the Insolvency (Northern Ireland) Order 2005 may provide for provision made by or under this Schedule to apply (with or without modification) in relation to—
a registered society within the meaning of the Co-operative and Community Benefit Societies Act (Northern Ireland) 1969, or
a credit union within the meaning of the Credit Unions (Northern Ireland) Order 1985.
Section 7
In the Companies Act 2006, after Part 26 insert—
Section 10
No petition for the winding up of a registered company may be presented under section 124 of the 1986 Act on or after 27 April 2020 on the ground specified in paragraph (a) of section 123(1) of that Act, where the demand referred to in that paragraph was served during the relevant period. No petition for the winding up of an unregistered company may be presented under section 124 of the 1986 Act on the ground set out in section 222 of that Act, where the demand referred to in section 222 was served during the relevant period. In this Part of this Schedule, the “relevant period” is the period which— This paragraph is to be regarded as having come into force on 27 April 2020.
section 13(2),
This paragraph applies in relation to a petition which is presented in England and Wales by a creditor under section 124 of the 1986 Act— Any provision of the 2016 Insolvency Rules which requires or permits (or authorises the court to require or permit) notice, publication or advertisement of the petition does not apply until such time as the court has made a determination in relation to the question of whether it is likely that the court will be able to make an order under section 122(1)(f) or 221(5)(b) of the 1986 Act. Rule 7.5(1) of the 2016 Insolvency Rules (contents of winding-up petition) has effect as if it also required the petition to contain a statement that the petitioner considers that the condition described in paragraph 2(2) or (4) or 3(2) or (4) of this Schedule (as the case may be) is met. In Rule 12.39 of the 2016 Insolvency Rules (the court file), the rights referred to in paragraphs (3) to (5) of that Rule are not exercisable without the permission of the court until such time as the court has made the determination referred to in sub-paragraph (2).
In this Part of this Schedule, “relevant period” means the period which— For the purposes of this Part of this Schedule, references to a petition presented by a creditor— For the purposes of this Part of this Schedule—
This paragraph applies where a creditor presents a petition under Article 104 of the 1989 Order— If the High Court is satisfied that the creditor presented the petition without the condition in paragraph 2(2) or (4) or paragraph 3(2) or (4) (as the case may be) being met, the Court may make such order as it thinks appropriate to restore the position to what it would have been if the petition had not been presented. If it appears to the official receiver that the person who presented the petition did so without the condition in paragraph 2(2) or (4) or paragraph 3(2) or (4) (as the case may be) being met, the official receiver must refer the matter to the High Court to determine whether to make an order under sub-paragraph (2). For the purposes of the 1991 Insolvency Rules, a reference under sub-paragraph (3) is to be treated as if it were an application under Article 125 of the 1989 Order.
This paragraph applies where— The High Court is to be regarded as having had no power to make the order (and, accordingly, the order is to be regarded as void). Neither the official receiver nor the liquidator or provisional liquidator is liable in any civil or criminal proceedings for anything done pursuant to the order. The High Court may give such directions to the official receiver, liquidator or provisional liquidator as it thinks fit for the purpose of restoring the company to which the order relates to the position it was in immediately before the petition was presented. If at any time it appears to the official receiver that— the official receiver must refer the matter to the Court to determine whether to give such directions. For the purposes of the 1991 Insolvency Rules a reference under sub-paragraph (5) is to be treated as if it were an application under Article 125 of the 1989 Order.
In this Schedule the “relevant period” means the period which— The appropriate national authority may by regulations substitute for the date for the time being specified in sub-paragraph (1)(b)— Regulations under sub-paragraph (2) may make consequential or transitional provision or savings. In sub-paragraph (2) “the appropriate national authority” means—
This paragraph applies where by reason of any provision a qualifying body is or was under a duty to hold a general meeting as its annual general meeting during a period (“the due period”) that ends during the relevant period. The provision is to be read as if it imposes (and had always imposed) a duty on the qualifying body to hold a general meeting as its annual general meeting during the period that begins with the due period and ends with the relevant period (but this is subject to regulations under paragraph 6). If by reason of regulations made under paragraph 2 the relevant period is a period that ends after 30 September 2020 this paragraph has effect as if the relevant period were a period that ends with 30 September 2020. In this paragraph a reference to “any provision” is a reference to any provision of an enactment or of the constitution or rules of the qualifying body. In the application of this paragraph in relation to a public company, the references to a duty to hold a general meeting as its annual general meeting are to be read as including a reference to a duty to hold an accounts meeting.
Regulations made by the Scottish Ministers under paragraph 2(2)(a) of this Schedule are subject to the negative procedure (see section 28 of the Interpretation and Legislative Reform (Scotland) Act 2010 (asp 10)). Regulations made by the Scottish Ministers under paragraph 2(2)(b), 4 or 6 of this Schedule must be laid before the Scottish Parliament as soon as reasonably practicable after being made. Sub-paragraph (2) does not apply if the regulations have been subject to the affirmative procedure (see section 29 of the Interpretation and Legislative Reform (Scotland) Act 2010). Regulations laid before the Scottish Parliament by virtue of sub-paragraph (2) cease to have effect at the end of the period of 40 days beginning with the day on which they are made, unless during that period the regulations are approved by a resolution of the Scottish Parliament. In calculating the period of 40 days, no account is to be taken of any time during which the Scottish Parliament is— Where regulations cease to have effect as a result of sub-paragraph (4) that does not— Section 30 of the Interpretation and Legislative Reform (Scotland) Act 2010 does not apply in relation to regulations to which sub-paragraph (2) applies.
This paragraph applies in relation to a petition which is presented in Scotland by a creditor under section 124 of the 1986 Act— Any provision of Rules of Court which requires or permits (or authorises the court to require or permit) notice, publication, advertisement or inspection of the petition or proceedings does not apply until such time as the court has made a determination in relation to the question of whether it is likely that the court will be able to make an order under section 122(1)(f) or 221(5)(b) of the 1986 Act. The court may by order in any case disapply sub-paragraph (2), so far as relating to inspection of the petition or proceedings, to any extent. Rules of Court in Scotland have effect as if they required the petition to contain an averment that the petitioner considers that the condition described in paragraph 2(2) or (4) or 3(2) or (4) of this Schedule (as the case may be) is met.
In this Schedule—
“statutory provision” has the meaning given by section 1(f) of the Interpretation Act (Northern Ireland) 1954 (c. 33 (N.I.)).
paragraph 1 of Schedule 8, or
In the Insolvent Partnerships Order (Northern Ireland) 1995 (S.R. (N.I.) 1995/225), in article 4(3)(b), for “Article 197” substitute “Articles 197 to 197B”.
The provisions of this Schedule, so far as relating to registered companies, have effect as if they were included in Part 4 of the 1986 Act. Sub-paragraph (1) does not apply in relation to paragraph 19 or 20 (modification of insolvency rules). In the application of the provisions of this Schedule to charitable incorporated organisations (by virtue of sub-paragraph (1) and paragraph 1 of Schedule 1 to the Charitable Incorporated Organisations (Insolvency and Dissolution) Regulations 2012 (S.I. 2012/3013)) references to section 122(1)(f) of the 1986 Act are to be taken as references to section 122(1)(c) of that Act (as inserted by that Schedule for the purposes of those organisations).
Section 11
No petition for the winding up of a registered company may be presented under Article 104 of the 1989 Order on or after 27 April 2020 on the ground specified in sub-paragraph (a) of Article 103(1) of that Order, where the demand referred to in that sub-paragraph was served during the relevant period. No petition for the winding up of an unregistered company may be presented under Article 104 of the 1989 Order on the ground set out in Article 186 of that Order, where the demand referred to in Article 186 was served during the relevant period. In this Part of this Schedule, the “relevant period” is the period which— This paragraph is to be regarded as having come into force on 27 April 2020.
In this Schedule—
The provisions of this Schedule, so far as relating to registered companies, have effect as if they were included in Part 5 of the 1989 Order. Sub-paragraph (1) does not apply in relation to paragraph 17 (modification of insolvency rules).
Section 14
In the Insolvency Act 1986, after Schedule 4 insert—
“corporate insolvency or restructuring procedure” means—
In the Insolvent Partnerships Order 1994 (S.I. 1994/2421), in article 4(3)(a), for “section 233 and section 233A” substitute “sections 233, 233A and 233B and Schedule 4ZZA”.
Section 233B to the extent that that section applies in the case of the appointment of an administrative receiver.
Section 233B to the extent that that section applies in the case of the appointment of an administrative receiver.
In Schedule 3 to the Co-operative and Community Benefit Societies and Credit Unions (Arrangements, Reconstructions and Administration) Order 2014 (S.I. 2014/229), after paragraph 3 insert—
Section 18
After Schedule 2 to the Insolvency (Northern Ireland) Order 1989 insert—
Section 37
Rules under section 411 of the Insolvency Act 1986 may make transitional provision or savings in connection with any provision made by paragraphs 13 to 51 or 53 to 90 ceasing to have effect (whether by virtue of paragraph 3 or 12).
Paragraphs 53 to 90 cease to have effect at the end of the relevant period, subject to paragraph 3.
A notice or statement under section A6(1), A10(1), A11(1) or A13(2) of the Insolvency Act 1986 must be authenticated by or on behalf of the person giving the notice or making the statement. A notice under section A8(2)(a) of the Insolvency Act 1986 must be authenticated by the monitor. Rule 1.6 of the Scottish Insolvency Rules applies for the purposes of authentication under this paragraph.
Each statement under section A6(1)(b) to (e) of the Insolvency Act 1986 must be made within the period of 5 days ending with the day on which the documents under section A6(1)(a) to (e) are lodged in the court (or, if the documents are lodged on different days, the last of those days).
A statement by the monitor under section A10(1)(d) or A11(1)(d) of the Insolvency Act 1986 must contain contact details of the monitor.
In relation to a moratorium that comes into force during the relevant period, Article 13ED(1) of the Insolvency (Northern Ireland) Order 1989 has effect as if for sub-paragraph (a) there were substituted—.
“unregistered company” has the same meaning as in Part 6 of the 1989 Order.
In Schedule 15A to the Building Societies Act 1986 (application of other companies insolvency legislation to building societies), in paragraph 1(2)(a), omit “(except section 1A)”.
The Investment Bank Special Administration Regulations 2011 (S.I. 2011/245) are amended as follows.
In section 26AA of the Value Added Tax Act 1994 (disapplication of disallowance under section 26A in insolvency), in subsection (8), after paragraph (k) insert—.
The Finance Act 1986 is amended as follows.
In regulation 21 (dissolution or voluntary arrangement), in paragraph (5A)—
omit “and Schedule A1”;
for the first “9” substitute “8”.
In section 80D (repurchases and stock lending: replacement stock on insolvency), in subsection (9)(f), after “Part 26” insert “or 26A”.
In Schedule 2 (bank administration), in paragraph 16(3)(ba)—
omit “and Schedule A1”;
for the first “9” substitute “8”.
In section 89AB (stamp duty reserve tax: exception for repurchases and stock lending in case of insolvency), in subsection (9)(f), after “Part 26” insert “or 26A”.
This section has effect as if it were included in Part 6 of the Insolvency Act 1986.
Article 197 of the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)) is amended as follows.
Paragraph (3) is amended in accordance with subsections (3) to (5).
After sub-paragraph (a) insert—.
After sub-paragraph (b) insert—.
After sub-paragraph (c) (and before the words “and in this paragraph”) insert—.
After paragraph (3) insert—
After Article 197 of the Insolvency (Northern Ireland) Order 1989 insert—
Section 233A Article 197A -
The amendments made by this section have effect in relation to a company which enters administration or has a voluntary arrangement take effect in relation to it on or after the day on which this section comes into force (but in respect of contracts entered into before, as well as those entered into on or after, that day).
After Article 197A of the Insolvency (Northern Ireland) Order 1989 insert—
In the Insolvency (Northern Ireland) Order 1989, in Article 2(2), in the definition of “regulations”, before “Article 359(2)” insert “ Article 197C and ”.
Schedule 13—
inserts a new Schedule into the Insolvency (Northern Ireland) Order 1989 which provides for exclusions from the operation of Article 197B of that Order, and
contains consequential amendments.
The amendments made by this section and Schedule 13 have effect in relation to a company which becomes subject to a relevant insolvency procedure on or after the day on which this section comes into force (but in respect of contracts entered into before, as well as those entered into on or after, that day).
Article 197B of the Insolvency (Northern Ireland) Order 1989 does not apply in relation to a contract for the supply of goods or services to a company where—
the company becomes subject to a relevant insolvency procedure during the relevant period, and
the supplier is a small entity at the time the company becomes subject to the procedure.
In subsection (1)(a) “relevant period” means the period which—
begins with the day on which this section comes into force, and
ends with 30 June 2021.
For the purposes of subsection (1)(b), whether the supplier is a “small entity” at the time the company becomes subject to a relevant insolvency procedure (the “ relevant time ”) is to be determined under subsections (4) to (10).
Where the supplier is not in its first financial year at the relevant time, the supplier is a small entity at the relevant time if at least two of the following conditions were met in relation to its most recent financial year— Condition 1: the supplier's turnover was not more than £10.2 million; Condition 2: the supplier's balance sheet total was not more than £5.1 million; Condition 3: the number of the supplier's employees was not more than 50.
For the purposes of Condition 1 in subsection (4), if the supplier's most recent financial year was not 12 months, the maximum figure for turnover must be proportionately adjusted.
For the purposes of Condition 2 in subsection (4), the supplier's balance sheet total means the aggregate of the amounts shown as assets in the supplier's balance sheet.
For the purposes of Condition 3 in subsection (4), the number of the supplier's employees means the average number of persons employed by the supplier in its most recent financial year, determined as follows—
find for each month in that financial year the number of persons employed under contracts of service by the supplier in that month (whether throughout the month or not),
add together the monthly totals, and
divide by the number of months in the financial year.
In subsections (4) to (7) the supplier's “most recent financial year” is the financial year of the supplier which, at the relevant time, has ended most recently.
Where the supplier is in its first financial year at the relevant time, the supplier is a small entity at the relevant time if at least two of the following conditions are met— Condition 1: the supplier's average turnover for each complete month in the supplier's first financial year is not more than £850,000; Condition 2: the aggregate of amounts which would be shown in a balance sheet of the supplier drawn up at the relevant time is not more than £5.1 million; Condition 3: the average number of persons employed by the supplier in the supplier's first financial year (determined as specified in subsection (7)) is not more than 50.
In this section—
The Co-operative and Community Benefit Societies Act 2014 is amended as follows.
Paragraphs 13 to 51 cease to have effect at the end of the relevant period, subject to paragraph 3.
A notice or statement under section A6(1), A10(1), A11(1) or A13(2) of the Insolvency Act 1986 must be authenticated by or on behalf of the person giving the notice or making the statement. A notice under section A8(2)(a) of the Insolvency Act 1986 must be authenticated by the monitor. Rule 1.5 of the England and Wales Insolvency Rules applies for the purposes of authentication under this paragraph.
Each statement under section A6(1)(b) to (e) of the Insolvency Act 1986 must be made within the period of 5 days ending with the day on which the documents under section A6(1)(a) to (e) are filed with the court (or, if the documents are filed on different days, the last of those days).
A statement by the monitor under section A10(1)(d) or A11(1)(d) of the Insolvency Act 1986 must contain contact details of the monitor.
A notice under Article 13ED(1) of the Insolvency (Northern Ireland) Order 1989 must be filed with the High Court as soon as practicable after the duty in that paragraph arises. The notice must state— The notice must be authenticated by or on behalf of the monitor (see paragraph 49).
A notice under Article 13EE(8) of the Insolvency (Northern Ireland) Order 1989 must state— The notice must be authenticated by the monitor (see paragraph 49).
Where Article 148A of the Insolvency (Northern Ireland) Order 1989 applies, the moratorium debts and pre-moratorium debts mentioned in paragraph (2)(b) of that Article are payable in the following order of priority— In this paragraph “wages or salary” has the same meaning as in Article 13D of the Insolvency (Northern Ireland) Order 1989.
In section 106 (appointment of inspectors and calling of special meetings), omit subsection (2).
Section 118 (power to apply provisions about company arrangements and administration) is amended as follows. At the end of the heading insert “etc”. In subsection (1), after “by order” insert —. After subsection (3), insert— In subsection (4), for “The order” substitute “An order or regulations under this section”. After subsection (5) insert—
In Article 1 of the Co-operative and Community Benefit Societies and Credit Unions (Arrangements, Reconstructions and Administration) Order 2014 (citation, commencement and interpretation)—
in paragraph (2), in the definition of “the 1986 Act”, at the end insert “(see also paragraph (5))”;
after paragraph (4) insert—
In this Schedule “relevant period” means the period which—
begins with the day on which this Schedule comes into force, and
ends with 30 September 2020.
In section 147 (regulations and orders), in subsection (3), for “97 or 118” substitute “or 97, or an order under section 118,”.
This section has effect as if it were included in Part 7 of the Insolvency (Northern Ireland) Order 1989.
The Secretary of State may by regulations amend, or modify the effect of, corporate insolvency or governance legislation so as to—
change the conditions that must be met before a corporate insolvency or restructuring procedure applies to entities of any description (whether by adding, varying or removing any condition),
change the way in which a corporate insolvency or restructuring procedure applies in relation to entities of any description, or
change or disapply any duty of a person with corporate responsibility or the liability of such a person to any sanction.
Regulations under this section may—
make different provision for different purposes;
make provision binding the Crown.
Regulations under this section must be made in accordance with sections 21 to 26.
The Secretary of State may only make regulations under section 20(1)(a) or (b) if satisfied that the regulations are expedient for any of the following purposes—
reducing, or assisting in the reduction of, the number of entities entering into corporate insolvency or restructuring procedures for reasons relating to the effects of coronavirus on businesses or on the economy of the United Kingdom;
mitigating or otherwise dealing with the effect on corporate insolvency or restructuring procedures of any increase or potential increase in the number of entities entering into those procedures for the reasons referred to in paragraph (a);
mitigating difficulties that corporate insolvency or restructuring procedures might impose on a business in view of—
any worsening of the financial position of the business in consequence of, or for reasons relating to, coronavirus,
constraints on people's ability to work, or to be in proximity to each other, as a result of coronavirus, or
measures for public health taken in response to coronavirus.
The Secretary of State may only make regulations under section 20(1)(c) if satisfied that the regulations are expedient for the purpose of securing that the duties of persons with corporate responsibility, or the liability of those persons to any sanction, take due account of the effects of coronavirus on businesses or on the economy of the United Kingdom.
Before making regulations under section 20 the Secretary of State must consider the effect of the regulations on persons likely to be affected by them (for example, debtors, creditors or employees).
The Secretary of State may only make regulations under section 20 if satisfied—
that the need for the provision made by the regulations is urgent,
that the provision made by the regulations is proportionate to the purpose for which it is made,
that it is not practicable without legislation to bring about the result intended to be brought about by that provision, and
if the Secretary of State could make the same provision in other subordinate legislation, that doing so would risk not achieving the purpose for which the regulations are made (because of possible delay or for any other reason).
Regulations under section 20—
may not create a criminal offence or civil penalty (but may modify the circumstances in which a person is guilty of an existing offence or liable for an existing civil penalty);
may not make provision so as to impose or increase a fee.
Regulations under section 20 may not make provision that could be made by an Act of the Scottish Parliament unless the Secretary of State has first consulted the Scottish Ministers.
Regulations under section 20 must be framed so that any provision made by them—
has effect only for a period not exceeding six months, or
applies only in relation to circumstances occurring in a period not exceeding six months.
This does not prevent further regulations under section 20 from—
making the same provision for, or applying in relation to, subsequent periods (not exceeding six months at a time);
extending (by up to six months) the period for or in relation to which earlier regulations under that section apply.
The Secretary of State must keep regulations under section 20 under review during the period for which they have effect or in relation to which they apply.
If on such a review the Secretary of State is satisfied that that period— the Secretary of State must by regulations under this subsection revoke or amend the regulations as appropriate.
is longer than expedient for the purpose for which the regulations were made, or
has ceased to be proportionate to that purpose,
Regulations under subsection (4) may contain transitional provision or savings.
The Secretary of State may not make regulations under section 20 after 29 April 2022.
Where regulations under section 20 are in force on the date specified in subsection (1), that subsection does not—
affect the continued operation of the regulations, or
prevent the making of further regulations under section 20 on one or more occasions, where those further regulations make the same provision for, or applying in relation to, subsequent periods (not exceeding six months at a time).
The Secretary of State may by regulations substitute a later date for the date for the time being specified in subsection (1).
The power in subsection (3)—
may not be exercised so as to substitute a date which is—
after the period of one year beginning with the date for the time being specified in subsection (1), or
after the period of two years beginning with the date on which this Act is passed, but
may be exercised more than once.
The Secretary of State may by regulations make consequential, incidental or supplementary provision, or transitional provision or savings, in connection with provision made by regulations under section 20.
Regulations under this section may—
make provision by amending or modifying the effect of any enactment (including this Act);
make different provision for different purposes;
make provision binding the Crown.
Regulations under sections 20 to 25 are to be made by statutory instrument.
A statutory instrument containing— must be laid before Parliament as soon as reasonably practicable after being made.
regulations made under section 20, other than one to which subsection (6)(a) applies, or
regulations made under section 25 which make provision by amending an Act or an Act of the Scottish Parliament,
Regulations contained in a statutory instrument laid before Parliament by virtue of subsection (2) cease to have effect at the end of the period of 40 days beginning with the day on which the instrument is made, unless during that period the instrument is approved by a resolution of each House of Parliament.
In calculating the period of 40 days, no account is to be taken of any time during which—
Parliament is dissolved or prorogued, or
both Houses of Parliament are adjourned for more than 4 days.
Where regulations cease to have effect as a result of subsection (3) that does not—
affect anything previously done under or by virtue of the regulations, or
prevent the making of new regulations.
A statutory instrument containing— is subject to annulment in pursuance of a resolution of either House of Parliament.
regulations under section 20 which merely revoke other regulations under that section (with or without transitional provision), or
regulations under section 23(4),
Regulations under section 24(3) may not be made unless a draft of the statutory instrument containing them has been laid before, and approved by a resolution of, each House of Parliament.
A statutory instrument containing regulations under section 25 which do not make provision by amending an Act or an Act of the Scottish Parliament is subject to annulment in pursuance of a resolution of either House of Parliament (unless the regulations were contained in a statutory instrument laid before Parliament by virtue of subsection (2)).
In sections 20 to 26 and this section—
“the 1989 Order” means the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19));
Section A54(1) of the Insolvency Act 1986 has effect as if for the definition of “the court” there were substituted—.
A notice under section A6(1)(a) of the Insolvency Act 1986 must state—
the company’s address for service, and
the court in which the documents are to be lodged under section A3 or the application under section A4 or A5 is to be made.
A notice under section A8(2) of the Insolvency Act 1986 must—
state that it is given by the monitor acting in that capacity, and
state the name and contact details of the monitor.
Each statement under section A10(1)(b) to (d) or A11(1)(b) to (e) of the Insolvency Act 1986 must be made within the period of 3 days ending with the day on which the documents under section A10(1)(a) to (d) or A11(1)(a) to (e) are lodged in the court (or, if the documents are lodged on different days, the last of those days).
A statement under section A13(2) must be made within the period of 3 days ending with the day on which the application under that section is made.
A notice under section A38(1) of the Insolvency Act 1986 must be lodged in the court as soon as practicable after the duty in that subsection arises. The notice must state— The notice must be authenticated by or on behalf of the monitor. Rule 1.6 of the Scottish Insolvency Rules applies for the purposes of authentication under sub-paragraph (3).
A notice under section A39(8) of the Insolvency Act 1986 must state— The notice must be authenticated by the monitor. Rule 1.6 of the Scottish Insolvency Rules applies for the purposes of authentication under sub-paragraph (2).
Where section 174A of the Insolvency Act 1986 applies, the moratorium debts and pre-moratorium debts mentioned in subsection (2)(b) of that section are payable in the following order of priority— In this paragraph “wages or salary” has the same meaning as in section A18 of the Insolvency Act 1986.
An application by the directors of a company for the extension of a moratorium under Article 13CD of the Insolvency (Northern Ireland) Order 1989 must state— The application must be authenticated by or on behalf of the directors (see paragraph 49).
In section 23 of the Water Industry Act 1991 (meaning and effect of special administration order), in subsection (2D)(b), after “Part 26” insert “or 26A”.
In Part 2 of Schedule 1 to the Housing Act 1996 (registered social landlords: constitution, change of rules, amalgamation and dissolution), paragraph 13 (arrangement, reconstruction, etc of company) is amended as follows. If a court makes an order under section 901F of the Companies Act 2006 (sanction of compromise or arrangement with creditors or members) in relation to the company, the company must notify the Welsh Ministers of the order. If a court makes an order under section 901J of the Companies Act 2006 (powers of court to facilitate reconstruction or amalgamation) in relation to the company, the company must notify the Welsh Ministers of the order. In sub-paragraph (8), after “sub-paragraph (3)” insert “, (3B)”.
In section 255 of the Enterprise Act 2002 (application of law about company arrangement or administration to non-company), in subsection (2), omit the “and” before paragraph (c) and after that paragraph insert , and
In Part 2 of the Income Tax (Trading and Other Income) Act 2005 (trading income), in section 259 (meaning of “statutory insolvency arrangement”), in paragraph (b), after “Part 26” insert “or 26A”.
A creditor may not during the relevant period present a petition under section 124 of the 1986 Act for the winding up of a registered company on a ground specified in section 123(1)(a) to (d) of that Act (“the relevant ground”), unless the condition in sub-paragraph (2) is met. The condition referred to in sub-paragraph (1) is that the creditor has reasonable grounds for believing that— A creditor may not during the relevant period present a petition under section 124 of the 1986 Act for the winding up of a registered company on the ground specified in section 123(1)(e) or (2) of that Act (“the relevant ground”), unless the condition in sub-paragraph (4) is met. The condition referred to in sub-paragraph (3) is that the creditor has reasonable grounds for believing that— This paragraph is to be regarded as having come into force on 27 April 2020.
This paragraph applies where— The court may wind the company up under section 122(1)(f) of the 1986 Act on a ground specified in section 123(1)(a) to (d) of that Act only if the court is satisfied that the facts by reference to which that ground applies would have arisen even if coronavirus had not had a financial effect on the company. The court may wind the company up under section 122(1)(f) of the 1986 Act on the ground specified in section 123(1)(e) or (2) of that Act only if the court is satisfied that the ground would apply even if coronavirus had not had a financial effect on the company. This paragraph is to be regarded as having come into force on 27 April 2020.
Paragraphs 9 to 18 apply where— Paragraphs 9 to 18 are to be regarded as having come into force on 27 April 2020.
An application by the directors of a company for the extension of a moratorium under section A13 of the Insolvency Act 1986 must state— The application must be authenticated by or on behalf of the directors. Rule 1.6 of the Scottish Insolvency Rules applies for the purposes of authentication under sub-paragraph (2).
The Taxation of Chargeable Gains Act 1992 is amended as follows.
The Financial Services and Markets Act 2000 is amended as follows.
The Income Tax (Earnings and Pensions) Act 2003 is amended as follows.
In Article 10 of the Insolvency (Northern Ireland) Order 2005 (application of law about company arrangement or administration to non-company), in paragraph (3), omit the “and” before sub-paragraph (c) and after that sub-paragraph insert , and
In section 1319 of the Corporation Tax Act 2009 (other definitions), in paragraph (b) of the definition of “statutory insolvency arrangement”, after “Part 26” insert “or 26A”.
Part 8 of the Housing (Scotland) Act 2010 (registered social landlords: organisational change etc) is amended as follows.
The Insolvency Act 1986 is amended as follows.
In section 2 of the Mutuals’ Deferred Shares Act 2015 (restriction on voting rights), in subsection (2)(b), after “section 896” insert “or 901C”.
“coronavirus” means severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2);
If the winding up would by virtue of section 129(2) of the 1986 Act be deemed to commence at the time of the presentation of the petition, the winding up is instead for the purposes of that Act to be deemed to commence on the making of the winding-up order.
In section 263CA (stock lending: insolvency etc of borrower), in subsection (9)(f), after “Part 26” insert “or 26A”.
In section 105 (insurance business transfer schemes), in subsection (5), for “Part 26 of that Act” substitute “Part 26 or 26A of that Act, as the case may be”.
Schedule 3 (SAYE option schemes) is amended as follows. In Part 6 (requirements etc relating to share options), in paragraph 37 (exercise of options: company events)— In Part 7 (exchange of share options), in paragraph 38 (exchange of options on company reorganisation), in sub-paragraph (2)(b), after “section 899” insert “or 901F”.
Section 100A (restructuring by company: proposed restructuring) is amended as follows. In subsection (1)— In subsection (3), for “this section” substitute “this subsection”. After subsection (3) insert—.
In Part 4 (winding up of companies registered under the Companies Acts), Chapter 8 (provisions of general application in winding up) is amended as follows. In section 176ZB (application of proceeds of office-holder claims), in subsection (4)(b), after “Part 26” insert “or 26A”. In section 176A (share of assets for unsecured creditors), in subsection (4)(b), after “Part 26” insert “or 26A”.
In section 74 of the 1986 Act (liability as contributories of present and past members), subsection (2)(a) has effect as if the reference to one year or more before the commencement of the winding up were to—
one year or more before the day on which the petition was presented, or
if the winding-up order was made more than 6 months after the day on which the petition was presented, 18 months or more before the day on which the winding-up order was made.
In Schedule 5AA (meaning of “scheme of reconstruction” for purposes of section 136), in paragraph 5(a)(i), after “Part 26” insert “or 26A”.
In Schedule 17A (further provision in relation to exercise of Part 18 functions by Bank of England), in paragraph 24 (insolvency)—
in sub-paragraph (1), before paragraph (a) insert—;
in sub-paragraph (2), after “recognised investment exchange” insert “(other than the reference to “an authorised person” in section 355B(2)(a))”.
Schedule 4 (CSOP schemes) is amended as follows. In Part 5 (requirements etc relating to share options), in paragraph 25A (exercise of options: company events)— In Part 6 (exchange of share options), in paragraph 26 (exchange of options on company reorganisation), in sub-paragraph (2)(b), after “section 899” insert “or 901F”.
Section 101 (restructuring of company) is amended as follows. After subsection (1) insert— In subsection (2)— In subsection (3)(a), after “section 100A(3)” insert “or (6) (as the case may be)”. In subsection (5), after “section 900” insert “or 901J”.
Schedule B1 (administration) is amended as follows. In paragraph 49 (administrator’s proposals), in sub-paragraph (3)(b), after “Part 26” insert “or 26A”. In paragraph 73 (protection for priority creditor), in sub-paragraph (2)(c), after “Part 26” insert “or 26A”. In paragraph 74 (challenge to administrator’s conduct of company), in sub-paragraph (6)(b), after “Part 26” insert “or 26A”.
In section 206 of the 1986 Act (fraud etc in anticipation of winding up), subsection (1) has effect as if the reference to 12 months immediately preceding the commencement of the winding up were to a period which—
begins with whichever is the later of—
the day 12 months before the day on which the petition was presented, and
the day 18 months before the day on which the winding-up order was made, and
ends with the day on which the winding-up order was made.
Part 24 (insolvency) is amended as follows. After section 355 insert— In section 362 (powers of FCA and PRA to participate in administration proceedings)— In section 365 (powers of FCA and PRA to participate in voluntary winding up proceedings)— In section 371 (powers of FCA and PRA to participate in proceedings for winding up by court)—
In Schedule 5 (enterprise management incentives), in paragraph 39 (company reorganisations), in sub-paragraph (2)(b), after “section 899” insert “or 901F”.
In section 207 of the 1986 Act (transactions in fraud of creditors), subsection (2)(a) has effect as if the reference to conduct occurring more than 5 years before the commencement of the winding up were to conduct occurring—
more than 5 years before the day on which the petition was presented, or
if the winding-up order was made more than 6 months after the day on which the petition was presented, more than 5 years and 6 months before the day on which the winding-up order was made.
This paragraph applies where a creditor presents a petition under section 124 of the 1986 Act— If the court to which the petition is presented is satisfied that the creditor presented it without the condition in paragraph 2(2) or (4) or paragraph 3(2) or (4) (as the case may be) being met, the court may make such order as it thinks appropriate to restore the position to what it would have been if the petition had not been presented. If it appears to the official receiver or, in Scotland, the interim liquidator that the person who presented the petition did so without the condition in paragraph 2(2) or (4) or paragraph 3(2) or (4) (as the case may be) being met, the official receiver or interim liquidator must refer the matter to the court to determine whether to make an order under sub-paragraph (2). For the purposes of the 2016 Insolvency Rules or Rules of Court in Scotland, a reference under sub-paragraph (3) is to be treated as if it were an application under section 147 of the 1986 Act.
This paragraph applies where— The court is to be regarded as having had no power to make the order (and, accordingly, the order is to be regarded as void). Neither the official receiver nor the liquidator or provisional liquidator is liable in any civil or criminal proceedings for anything done pursuant to the order. The court may give such directions to the official receiver, liquidator or provisional liquidator as it thinks fit for the purpose of restoring the company to which the order relates to the position it was in immediately before the petition was presented. If at any time it appears to the official receiver or, in Scotland, the interim liquidator that— the official receiver or interim liquidator must refer the matter to the court to determine whether to give such directions. For the purposes of the 2016 Insolvency Rules or Rules of Court in Scotland, a reference under sub-paragraph (5) is to be treated as if it were an application under section 147 of the 1986 Act.
A creditor may not during the relevant period present a petition under Article 104 of the 1989 Order for the winding up of an unregistered company on a ground specified in Article 186, 187 or 188(1)(a) to (c) of that Order (“the relevant ground”), unless the condition in sub-paragraph (2) is met. The condition referred to in sub-paragraph (1) is that the creditor has reasonable grounds for believing that— A creditor may not during the relevant period present a petition under Article 104 of the 1989 Order for the winding up of an unregistered company on the ground specified in Article 188(1)(d) or (2) of that Order (“the relevant ground”), unless the condition in sub-paragraph (4) is met. The condition referred to in sub-paragraph (3) is that the creditor has reasonable grounds for believing that— This paragraph is to be regarded as having come into force on 27 April 2020.
This paragraph applies where— The High Court may wind the company up under Article 185(4)(b) of the 1989 Order on a ground specified in Article 186, 187 or 188(1)(a) to (c) of that Order only if the Court is satisfied that the facts by reference to which that ground applies would have arisen even if coronavirus had not had a financial effect on the company. The High Court may wind the company up under Article 185(4)(b) of the 1989 Order on the ground specified in Article 188(1)(d) or (2) of that Order only if the Court is satisfied that the ground would apply even if coronavirus had not had a financial effect on the company. This paragraph is to be regarded as having come into force on 27 April 2020.
In the Limited Liability Partnerships Regulations 2001 (S.I. 2001/1090), in Part 4 (winding up and insolvency), in regulation 5 (application of the Insolvency Act 1986 to limited liability partnerships), in paragraph (1)(a) after “Parts” insert “ A1, ”.
In regulation 2 of the Insolvency Practitioners Regulations 2005 (S.I. 2005/524) (interpretation: general), in paragraph (2), before sub-paragraph (a) insert—.
A notice under section A24(1) of the Insolvency Act 1986 must be given before the period of 3 days ending with the day on which the step mentioned there is taken. A notice under section A24(2) of the Insolvency Act 1986 must be given within the period of 3 days beginning with the day on which the duty to give the notice arises.
A statement under section A39(4) of the Insolvency Act 1986 must be headed “Proposed monitor’s statement and consent to act” and must contain the following— The statement must be made within the period of 5 days ending with the day on which it is filed with the court. In this paragraph “IP number” means the number assigned to an office-holder as an insolvency practitioner by the Secretary of State.
Where the court makes an order by virtue of section A44(4)(c) of the Insolvency Act 1986 requiring a decision of a company’s creditors, the following provisions of the England and Wales Insolvency Rules apply for the purposes of that decision to the extent set out in the court’s order and subject to any modifications set out in the court’s order—
Part 15 (decision making);
Part 16 (proxies).
Rule 1.4 of the England and Wales Insolvency Rules (requirement for writing and form of documents) applies for the purposes of Part A1 of the Insolvency Act 1986.
The following provisions of the England and Wales Insolvency Rules apply, so far as relevant, to any requirement imposed by a provision of this Part of this Schedule— rule 1.8 (prescribed format of documents), and rule 1.9(1) (variations from prescribed contents). In their application by virtue of sub-paragraph (1), a reference in rule 1.8 or 1.9(1) to the requirements of a rule is to be read as a reference to the requirements of the provision of this Part of this Schedule.
In section 208 of the 1986 Act (misconduct in course of winding up), subsection (2) has effect as if the reference to 12 months immediately preceding the commencement of the winding up were to a period which—
begins with whichever is the later of—
the day 12 months before the day on which the petition was presented, and
the day 18 months before the day on which the winding-up order was made, and
ends with the day on which the winding-up order was made.
Section 214A of the 1986 Act (as inserted for the purposes of limited liability partnerships by the Limited Liability Partnership Regulations 2001 (S.I. 2001/1090) and the Limited Liability Partnership (Scotland) Regulations 2001 (S.S.I. 2001/128)) has effect as follows. Subsection (2) has effect as if the reference to 2 years ending with the commencement of the winding up were to a period which—
Section 240 of the 1986 Act (definition of “relevant time”) has effect as follows. Subsection (1)(a) has effect as if the reference to the period of 2 years ending with the onset of insolvency were to the period which— Subsection (1)(b) has effect as if the reference to the period of 6 months ending with the onset of insolvency were to the period which—
Section 242 of the 1986 Act (gratuitous alienations (Scotland)) has effect as follows. Subsection (3)(a) has effect as if the reference to a day not earlier than 5 years before the date on which the winding up of the company commences were to— Subsection (3)(b) has effect as if the reference to a day not earlier than 2 years before the date on which the winding up of the company commences were to—
In section 243 of the 1986 Act (unfair preferences (Scotland)), subsection (1) has effect as if the reference to a preference created not earlier than 6 months before the commencement of the winding up were to a preference created—
not earlier than 6 months before the day on which the petition was presented, or
if the winding-up order was made more than 6 months after the day on which the petition was presented, not earlier than 12 months before the day on which the winding-up order was made.
Section 245 of the 1986 Act (avoidance of certain floating charges) has effect as follows. Subsection (3)(a) has effect as if the reference to the period of 2 years ending with the onset of insolvency were to the period which— Subsection (3)(b) has effect as if the reference to the period of 12 months ending with the onset of insolvency were to the period which—
“constitution”, in relation to a company, is to be construed in accordance with section 17 of the Companies Act 2006;
In Schedule 15 to the Building Societies Act 1986 (application of companies winding up legislation to building societies), after paragraph 32 insert—
In Schedule 15 to the Building Societies Act 1986 (application of companies winding up legislation to building societies), after paragraph 55D insert—
A notice or statement under section A6(1), A8(2), A10(1), A11(1) or A13(2) of the Insolvency Act 1986 must state—
the provision under which it is given or made,
the nature of the notice or statement,
the date of the notice or statement, and
the identification details for the company to which it relates.
A statement under section A6(1)(b) of the Insolvency Act 1986 must be headed “Proposed monitor’s statement and consent to act” and must contain the following— In this paragraph “IP number” means the number assigned to an office-holder as an insolvency practitioner by the Secretary of State.
A notice under section A10(1)(a) or A11(1)(a) of the Insolvency Act 1986 must state—
the company’s address for service,
the court in which the notice is to be lodged.
The following apply, so far as relevant, for the purposes of a decision to consent to a revised end date for a moratorium under section A12 of the Insolvency Act 1986— In its application by virtue of sub-paragraph (1), Part 5 has effect subject to the modifications set out in paragraphs 64 to 68.
A notice under section A17(1) of the Insolvency Act 1986 must be given within the period of 5 days beginning with the day on which the duty to give the notice arises. The notice must state—
For the purposes of deciding whether to bring a moratorium to an end under section A38(1)(d) of the Insolvency Act 1986 the monitor must disregard—
any debts that the monitor has reasonable grounds for thinking are likely to be paid within 5 days of the decision, and
any debts in respect of which the creditor has agreed to defer payment until a time that is later than the decision.
An administrator or liquidator of a company may apply to the court on the ground that remuneration charged by the monitor in relation to a prior moratorium for the company under Part A1 of the Insolvency Act 1986 was excessive. An application under this paragraph may not be made after the end of the period of 2 years beginning with the day after the moratorium ends. On an application under this paragraph the court may— The expenses of an application under this paragraph are, unless the court orders otherwise, to be paid as an expense of the administration or liquidation.
Where paragraph 64A(1) of Schedule B1 to the Insolvency Act 1986 applies, the moratorium debts and pre-moratorium debts mentioned in paragraph 64A(2) of that Schedule are payable in the following order of priority— In this paragraph “wages or salary” has the same meaning as in section A18 of the Insolvency Act 1986.
Where a provision of this Part of this Schedule requires a document to contain identification details for a company that is registered under the Companies Act 2006 in Scotland, the following information must be given— Where a provision of this Part of this Schedule requires a document to contain identification details for a company that has registered particulars under section 1046(1) of the Companies Act 2006 (registered overseas companies), the following information must be given— Where a provision of this Part of this Schedule requires a document to contain identification details for an unregistered company that does not come within sub-paragraph (2) the following information must be given—
Expressions used in this Part of this Schedule are to be construed as if this Part of this Schedule were contained in Part A1 of the Insolvency Act 1986.
In Schedule 15A to the Building Societies Act 1986 (application of other companies insolvency legislation to building societies), after paragraph 27F insert—
In Schedule 15A to the Building Societies Act 1986 (application of other companies insolvency legislation to building societies), after paragraph 52 insert—
moratorium decision of pre-moratorium creditors under section A12 of the Act the pre-moratorium creditors 5 days
A notice under section A17(2) or (3) of the Insolvency Act 1986 must be given within the period of 5 days beginning with the day on which the duty to give the notice arises. The notice must state— A notice under section A17(2) or (3) of the Insolvency Act 1986 that is given to the registrar of companies must be authenticated by or on behalf of the monitor. Rule 1.6 of the Scottish Insolvency Rules applies for the purposes of authentication under sub-paragraph (3).
In Schedule 10 to the Friendly Societies Act 1992 (application of companies winding up legislation to friendly societies), after paragraph 35 insert—
In Schedule 10 to the Friendly Societies Act 1992 (application of companies winding up legislation to friendly societies), after paragraph 65 insert—
Rule 5.26 of the Scottish Insolvency Rules (creditors’ voting rights) has effect as if, before paragraph (1), there were inserted—
Where a moratorium comes to an end under section A16 of the Insolvency Act 1986 because the company has entered into a relevant insolvency procedure within the meaning of that section, the notices under section A17(1) and (2) must state—
the date on which the company entered into the relevant insolvency procedure, and
the name and contact details of the supervisor of the voluntary arrangement, the administrator or the liquidator.
Rule 5.28 of the Scottish Insolvency Rules (calculation of voting rights) has effect as if—
before paragraph (1) there were inserted—;
after paragraph (2) there were inserted—;
in paragraph (6), after sub-paragraph (b) there were inserted—
A notice under section A17(4) of the Insolvency Act 1986 must be given within the period of 3 business days beginning with the day on which the notice under section A38(1) is lodged in the court. The notice under section A17(4) of that Act must be accompanied by the notice that the monitor has lodged in the court under section A38(1) of that Act.
Rule 5.29 of the Scottish Insolvency Rules (calculation of voting rights: hire-purchase agreements) has effect as if, before paragraph (1), there were inserted—
Rule 5.31 of the Scottish Insolvency Rules (requisite majorities) has effect as if, before paragraph (1), there were inserted—
References to an enactment in subsection (1) include in particular that enactment as applied by any other enactment, with or without modifications, to partnerships, limited liability partnerships or other entities.
The Department or the Secretary of State may by regulations amend, or modify the effect of, corporate insolvency or governance legislation so as to—
change the conditions that must be met before a corporate insolvency or restructuring procedure applies to entities of any description (whether by adding, varying or removing any condition),
change the way in which a corporate insolvency or restructuring procedure applies in relation to entities of any description, or
change or disapply any duty of a person with corporate responsibility or the liability of such a person to any sanction.
Regulations under this section may—
make different provision for different purposes;
make provision binding the Crown.
Regulations under this section must be made in accordance with sections 29 to 35.
In sections 29 to 35, “relevant authority” means the Department or the Secretary of State.
A relevant authority may only make regulations under section 28(1)(a) or (b) if satisfied that the regulations are expedient for any of the following purposes—
reducing, or assisting in the reduction of, the number of entities entering into corporate insolvency or restructuring procedures for reasons relating to the effects of coronavirus on businesses or on the economy of the United Kingdom;
mitigating or otherwise dealing with the effect on corporate insolvency or restructuring procedures of any increase or potential increase in the number of entities entering into those procedures for the reasons referred to in paragraph (a);
mitigating difficulties that corporate insolvency or restructuring procedures might impose on a business in view of—
any worsening of the financial position of the business in consequence of, or for reasons relating to, coronavirus,
constraints on people's ability to work, or to be in proximity to each other, as a result of coronavirus, or
measures for public health taken in response to coronavirus.
A relevant authority may only make regulations under section 28(1)(c) if satisfied that the regulations are expedient for the purpose of securing that the duties of persons with corporate responsibility, or the liability of those persons to any sanction, take due account of the effects of coronavirus on businesses or on the economy of the United Kingdom.
Before making regulations under section 28 the relevant authority concerned must consider the effect of the regulations on persons likely to be affected by them (for example, debtors, creditors or employees).
A relevant authority may only make regulations under section 28 if satisfied—
that the need for the provision made by the regulations is urgent,
that the provision made by the regulations is proportionate to the purpose for which it is made,
that it is not practicable without legislation to bring about the result intended to be brought about by that provision, and
if a Northern Ireland Department or the Secretary of State could make the same provision in exercise of power under a statutory provision other than section 28, that doing so would risk not achieving the purpose for which the regulations are made (because of possible delay or for any other reason).
Regulations under section 28—
may not create a criminal offence or civil penalty (but may modify the circumstances in which a person is guilty of an existing offence or liable for an existing civil penalty);
may not make provision so as to impose or increase a fee.
Regulations under section 28 must be framed so that any provision made by them—
has effect only for a period not exceeding six months, or
applies only in relation to circumstances occurring in a period not exceeding six months.
This does not prevent further regulations under section 28 from—
making the same provision for, or applying in relation to, subsequent periods (not exceeding six months at a time);
extending (by up to six months) the period for or in relation to which earlier regulations under that section apply.
A relevant authority must keep regulations made by it under section 28 under review during the period for which they have effect or in relation to which they apply.
If on such a review the relevant authority is satisfied that that period— the relevant authority must by regulations under this subsection revoke or amend the regulations as appropriate.
is longer than expedient for the purpose for which the regulations were made, or
has ceased to be proportionate to that purpose,
Regulations under subsection (4) may contain transitional provision or savings.
A relevant authority may not make regulations under section 28 after 29 April 2022.
Where regulations under section 28 are in force on the date specified in subsection (1), that subsection does not—
affect the continued operation of the regulations, or
prevent the making of further regulations under section 28 on one or more occasions, where those further regulations make the same provision for, or applying in relation to, subsequent periods (not exceeding six months at a time).
A relevant authority may by regulations substitute a later date for the date for the time being specified in subsection (1).
The power in subsection (3)—
may not be exercised so as to substitute a date which is—
after the period of one year beginning with the date for the time being specified in subsection (1), or
after the period of two years beginning with the date on which this Act is passed, but
may be exercised more than once.
A relevant authority may by regulations make consequential, incidental or supplementary provision, or transitional provision or savings, in connection with provision made by regulations under section 28.
Regulations under this section may—
make provision by amending or modifying the effect of any statutory provision (including this Act);
make different provision for different purposes;
make provision binding the Crown.
Any power of the Department to make regulations under sections 28 to 33 is exercisable by statutory rule for the purposes of the Statutory Rules (Northern Ireland) Order 1979 (S.I. 1979/1573 (N.I. 12)).
Regulations made under section 28 by the Department, other than any to which subsection (5) applies, and regulations made under section 33 by the Department which make provision by amending an Act or Northern Ireland legislation, must be laid before the Assembly as soon as reasonably practicable after being made.
Regulations laid before the Assembly by virtue of subsection (2) cease to have effect at the end of the period of 40 days beginning with the day on which the regulations are made, unless during that period the regulations are approved by a resolution of the Assembly.
In calculating the period of 40 days, no account is to be taken of any time during which the Assembly is—
dissolved, or
in recess for more than 4 days, or
adjourned for more than 6 days.
Where regulations cease to have effect as a result of subsection (3) that does not—
affect anything previously done under or by virtue of the regulations, or
prevent the making of new regulations.
Regulations made by the Department under section 28 which merely revoke other regulations under that section (with or without transitional provision), and regulations made by the Department under section 31(4), are subject to negative resolution within the meaning of section 41(6) the 1954 Act.
Regulations under section 32(3) may not be made by the Department unless a draft of the regulations has been laid before, and approved by a resolution of, the Assembly.
Regulations made by the Department under section 33 which do not make provision by amending an Act or Northern Ireland legislation are subject to negative resolution within the meaning of section 41(6) of the 1954 Act, but this does not apply to any contained in a statutory rule by virtue of subsection (9).
A statutory rule that (in accordance with subsection (2)) is laid before the Assembly may contain regulations under section 33 that would, but for subsection (8) and this subsection, be subject to negative resolution within the meaning of section 41(6) of the 1954 Act.
Section 41(3) of the 1954 Act applies for the purposes of subsection (7) in relation to the laying of a draft as it applies in relation to the laying of a statutory document under an enactment.
In this section—
“coronavirus” means severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2);
A creditor may not during the relevant period present a petition under section 124 of the 1986 Act for the winding up of an unregistered company on a ground specified in section 222, 223 or 224(1)(a) to (c) of that Act (“the relevant ground”), unless the condition in sub-paragraph (2) is met. The condition referred to in sub-paragraph (1) is that the creditor has reasonable grounds for believing that— A creditor may not during the relevant period present a petition under section 124 of the 1986 Act for the winding up of an unregistered company on the ground specified in section 224(1)(d) or (2) of that Act (“the relevant ground”), unless the condition in sub-paragraph (4) is met. The condition referred to in sub-paragraph (3) is that the creditor has reasonable grounds for believing that— This paragraph is to be regarded as having come into force on 27 April 2020.
This paragraph applies where— The court may wind the company up under section 221(5)(b) of the 1986 Act on a ground specified in section 222, 223 or 224(1)(a) to (c) of that Act only if the court is satisfied that the facts by reference to which that ground applies would have arisen even if coronavirus had not had a financial effect on the company. The court may wind the company up under section 221(5)(b) of the 1986 Act on the ground specified in section 224(1)(d) or (2) of that Act only if the court is satisfied that the ground would apply even if coronavirus had not had a financial effect on the company. This paragraph is to be regarded as having come into force on 27 April 2020.
A notice or statement under section A6(1), A8(2), A10(1), A11(1) or A13(2) of the Insolvency Act 1986 must state—
the provision under which it is given or made,
the nature of the notice or statement,
the date of the notice or statement, and
the identification details for the company to which it relates.
A statement under section A6(1)(b) of the Insolvency Act 1986 must be headed “Proposed monitor’s statement and consent to act” and must contain the following— In this paragraph “IP number” means the number assigned to an office-holder as an insolvency practitioner by the Secretary of State.
A notice under section A10(1)(a) or A11(1)(a) of the Insolvency Act 1986 must state—
the company’s address for service, and
the court (and where applicable, the division or district registry of that court) or hearing centre in which the notice is to be filed.
The following apply, so far as relevant, for the purposes of a decision to consent to a revised end date for a moratorium under section A12 of the Insolvency Act 1986— In its application by virtue of sub-paragraph (1), Part 15 has effect subject to the modifications set out in paragraphs 24 to 28.
A notice under section A38(1) of the Insolvency Act 1986 must be filed with the court as soon as practicable after the duty in that subsection arises. The notice must state— The notice must be authenticated by or on behalf of the monitor. Rule 1.5 of the England and Wales Insolvency Rules applies for the purposes of authentication under sub-paragraph (3).
A notice under section A39(8) of the Insolvency Act 1986 must state— The notice must be authenticated by the monitor. Rule 1.5 of the England and Wales Insolvency Rules applies for the purposes of authentication under this paragraph.
Where section 174A of the Insolvency Act 1986 applies, the moratorium debts and pre-moratorium debts mentioned in subsection (2)(b) of that section are payable in the following order of priority— In this paragraph “wages or salary” has the same meaning as in section A18 of the Insolvency Act 1986.
During the relevant period, a company is not eligible for the purposes of section A3, A4 or A5 of the Insolvency Act 1986 if the company—
has permission under Part 4A of the Financial Services and Markets Act 2000 to carry on a regulated activity within the meaning of that Act, and
is not subject to a requirement imposed under that Act to refrain from holding money for clients.
The following provisions of Chapter 9 of Part 1 of the Scottish Insolvency Rules apply for the purposes of proceedings under Part A1 of the Insolvency Act 1986 as if rule 1.32(1) included a reference to such proceedings— rule 1.32(2) to (3) (delivery to registrar of companies); rule 1.36 (delivery of documents to authorised recipients); rule 1.37 (delivery of documents to joint office-holders); rule 1.38 (postal delivery of documents); rule 1.39 (delivery by document exchange); rule 1.40 (personal delivery of documents); rule 1.41 (electronic delivery of documents).
In this Part of this Schedule “the Scottish Insolvency Rules” means the Insolvency (Scotland) (Company Voluntary Arrangements and Administration) Rules 2018 (S.I. 2018/1082).
In relation to a moratorium that comes into force during the relevant period, section A35(1) of the Insolvency Act 1986 has effect as if for the words from “it remains likely” to the end there were substituted —
For the purposes of deciding whether to bring a moratorium to an end under Article 13ED(1)(d) of the Insolvency (Northern Ireland) Order 1989 the monitor must disregard—
any debts that the monitor has reasonable grounds for thinking are likely to be paid within 5 days of the decision, and
any debts in respect of which the creditor has agreed to defer payment until a time that is later than the decision.
An administrator or liquidator of a company may apply to the High Court on the ground that remuneration charged by the monitor in relation to a prior moratorium for the company under Part 1A of the Insolvency (Northern Ireland) Order 1989 was excessive. An application under this paragraph may not be made after the end of the period of 2 years beginning with the day after the moratorium ends. On an application under this paragraph the Court may— The costs of an application under this paragraph are, unless the Court orders otherwise, to be paid as an expense of the administration or liquidation.
Where paragraph 65A(1) of Schedule B1 to the Insolvency (Northern Ireland) Order 1989 applies, the moratorium debts and pre-moratorium debts mentioned in paragraph 65A(2) of that Schedule are payable in the following order of priority— In this paragraph “wages or salary” has the same meaning as in Article 13D of the Insolvency (Northern Ireland) Order 1989.
For the purposes of proceedings under Part 1A of the Insolvency (Northern Ireland) Order 1989 and proceedings under this Part of this Schedule the Insolvency Rules have effect with— Sub-paragraph (1)(b) is subject to— Rule 0.2 has effect as if, in the definition of “insolvency proceedings”, after “the Order” there were inserted “, Part 3 of Schedule 8 to the Corporate Insolvency and Governance Act 2020”. Rule 7.01 has effect as if for “Parts II to VII of the Order” there were substituted “Part 1A of the Order or Part 3 of Schedule 8 to the Corporate Insolvency and Governance Act 2020”. Rule 7.07(1)(a) has effect as if after “the Order” there were inserted “or Part 3 of Schedule 8 to the Corporate Insolvency and Governance Act 2020”. Rule 7.08 has effect in relation to a regulated company (within the meaning of Article 13H of the Insolvency (Northern Ireland) Order 1989) as if it also required the application to be served on the appropriate regulator (within the meaning of that Article). Rule 7.12(1)(b) has effect as if after sub-paragraph (v) there were inserted— Rule 7.13B has effect as if— Rule 7.13C has effect as if after each of paragraph (2)(f) and (3)(f) there were inserted ; and Rule 7.36(2) has effect as if it required the applicant to serve a sealed copy of the application on the monitor and the company to which the moratorium relates. Omit Rules 7.07A and 7.08A. Rule 7.27 has effect as if paragraph (2)(a) included a reference to proceedings under Part 1A of the Insolvency (Northern Ireland) Order 1989 or this Part of this Schedule. Notwithstanding any requirement in these Rules as to the contents of a court order the court may make such other order or in such form as the court thinks fit.
In this Part of this Schedule “the Insolvency Rules” means the Insolvency Rules (Northern Ireland) 1991 (S.R. (N.I.) 1991/364).
moratorium decision of pre-moratorium creditors under section A12 of the Act the pre-moratorium creditors 5 days
Rule 15.28 of the England and Wales Insolvency Rules (creditors’ voting rights) has effect as if, before paragraph (1), there were inserted—
The Insolvency Act 1986 is amended as follows.
In section 14 of the Limited Liability Partnerships Act 2000 (regulations to make provision about insolvency and winding up), in subsection (1)(a), for “Parts 1” substitute “ Parts A1 ”.
In regulation 8 of the Financial Collateral Arrangements (No.2) Regulations 2003 (S.I. 2003/3226) (certain legislation restricting enforcement of security not to apply to financial collateral arrangements), omit paragraph (5).
The Charities Act 2011 is amended as follows.
In relation to a moratorium that comes into force during the relevant period, section A38(1) of the Insolvency Act 1986 has effect as if for paragraph (a) there were substituted—.
Section A54(1) of the Insolvency Act 1986 has effect as if for the definition of “the court” there were substituted—.
A notice under section A6(1)(a) of the Insolvency Act 1986 must state—
the company’s address for service, and
the court (and where applicable, the division or district registry of that court) or hearing centre in which the documents are to be filed under section A3 or the application under section A4 or A5 is to be made.
A notice under section A8(2) of the Insolvency Act 1986 must—
state that it is given by the monitor acting in that capacity, and
state the name and contact details of the monitor.
The Secretary of State may by regulations made by statutory instrument provide for any provision made by Part 2 of this Schedule to cease to have effect before the end of the relevant period. The regulations may include transitional provision or savings. A statutory instrument containing regulations under sub-paragraph (1) is subject to annulment in pursuance of a resolution of either House of Parliament.
Each statement under section A10(1)(b) to (d) or A11(1)(b) to (e) of the Insolvency Act 1986 must be made within the period of 3 days ending with the day on which the documents under section A10(1)(a) to (d) or A11(1)(a) to (e) are filed with the court (or, if the documents are filed on different days, the last of those days).
For the purposes of obtaining a moratorium under section A3 of the Insolvency Act 1986 during the relevant period— During the relevant period, only an overseas company may obtain a moratorium under section A4 of the Insolvency Act 1986.
In Schedule 15A to the Building Societies Act 1986 (application of other companies insolvency legislation to building societies), in paragraph 1(2)(b), omit “(except Article 14A)”.
In regulation 2 of the Insolvency Practitioners Regulations (Northern Ireland) 2006 (S.R. (N. I.) 2006/33) (interpretation: general), in paragraph (2), before sub-paragraph (a) insert—.
Rules under Article 359 of the Insolvency (Northern Ireland) Order 1989 may provide for any provision made by paragraphs 13 to 54 to cease to have effect before the end of the relevant period.
Omit section 1A (moratorium where directors propose voluntary arrangement).
The provision that may be made under section 16(1) of the Limited Liability Partnerships Act 2000 (consequential amendments) includes provision in consequence of the amendment made by paragraph 38.
Section 245 is amended as follows. After subsection (1), insert— After subsection (3), insert—
In relation to an application for a moratorium made under section A4 or A5 of the Insolvency Act 1986 during the relevant period—
section A6(1)(e) of that Act has effect as if at the end there were inserted “or would do so if it were not for any worsening of the financial position of the company for reasons relating to coronavirus”;
Schedule ZA1 to that Act has effect as if paragraph 2(1)(b) and (2)(b) were omitted.
Rules under Article 359 of the Insolvency (Northern Ireland) Order 1989 may make transitional provision or savings in connection with any provision made by paragraphs 13 to 54 ceasing to have effect (whether by virtue of paragraph 3 or 12).
In section 2 (procedure where nominee is not the liquidator or administrator), in subsection (1), omit from “and the directors” to the end.
After section 247 insert—
Section 4 (decision of the company and its creditors in relation to voluntary arrangement) is amended as follows. After subsection (4) insert—
Section 4A (approval of voluntary arrangement) is amended as follows. In subsection (2)(b), for “(4)” substitute “ (6) ”. In subsection (5), for “within the meaning given by paragraph 44 of Schedule A1” substitute “ as defined by section A49(13) ”. In subsection (5A), for “within the meaning of paragraph 44 of Schedule A1” substitute “ as defined by section A49(13) ”.
Section 5 (effect of approval of voluntary arrangement) is amended as follows. After subsection (3) insert— In subsection (4) after “subsection (3)(a)” insert “ or dismiss a petition under subsection (3A) ”.
Section 7A (prosecution of delinquent officers of company) is amended as follows. For subsection (1) substitute— In subsection (2)— In subsection (8), omit “nominee or”.
In section 7B (arrangements coming to an end prematurely) omit—
“or paragraph 36 of Schedule A1”;
“or, as the case may be, paragraph 37(2)(b)(i) of Schedule A1”.
In section 115 (expenses of voluntary winding up), at the beginning insert “ After the payment of any liabilities to which section 174A applies, ”.
In section 122 (circumstances in which company may be wound up by the court), in subsection (1), omit paragraph (fa).
In section 124 (winding up by the court), omit subsection (3A).
In section 127 (avoidance of property dispositions etc), after subsection (2) insert—
Before section 175 (and before the italic heading “Preferential debts” above that section) insert—
Section 175 (preferential debts: general provision) is amended as follows. In subsection (1), at the end insertafter the payment of— In subsection (1A), omit “after the expenses of the winding up”.
Section 233 (supplies of gas, water, electricity etc) is amended as follows. In subsection (1)— In subsection (4), omit paragraph (ba).
In section 246ZD (power to assign certain causes of action), in subsection (2)—
after “under” insert “ or by virtue of ”;
before paragraph (a) insert—.
In section 246A (remote attendance at meetings), in subsection (10), before paragraph (a) insert—.
In section 246B (use of websites), in subsection (3), before paragraph (a) insert—.
In section 247 (meaning of “insolvency” etc), in subsection (1), after “includes” insert “ the coming into force of a moratorium for the company under Part A1, ”.
In section 387 (“the relevant date” in relation to preferential debts), omit subsection (2A).
Section 388 (meaning of “act as insolvency practitioner”) is amended as follows. In subsection (1)(a), for “or administrative receiver” substitute “ , administrative receiver or monitor ”. “monitor” has the same meaning as in Part A1 (moratorium);
Section 411 (company insolvency rules) is amended as follows. In subsection (1), in the words after paragraph (b), for “Parts I” substitute “ Parts A1 ”. In subsection (3), for “Parts I” substitute “ Parts A1 ”.
Section 414 (fees orders) is amended as follows. In subsection (1)(a), for “Parts I” substitute “ Parts A1 ”. In subsection (8), for “Parts I” substitute “ Parts A1 ”.
Before section 416 (monetary limits (companies winding up)) insert—
Omit section 417A (money sums: company moratorium).
In section 430 (provision introducing Schedule of punishments), after subsection (4) insert—
In section 431 (summary proceedings), in subsection (1), for “Parts I” substitute “ Parts A1 ”.
In section 432 (offences by bodies corporate), in subsection (4)—
after “sections” insert “ A19(5), A25(3), A26(4), A27(1), A28(5), A29(6), A30(2), A31(10), A32(4), ”;
omit from “and those under” to the end.
In section 434 (Crown application), after “Insolvency Act 1985” insert “ and Part A1 ”.
Omit Schedule A1 (moratorium where directors propose voluntary arrangement).
Schedule B1 (administration) is amended as follows. Omit paragraph 24. Before paragraph 65 (but after the italic heading “Distribution”) insert— In paragraph 65, for sub-paragraph (1) substitute— In paragraph 66, for “The administrator of a company” substitute “ If the debts and other liabilities payable under paragraph 64A have been met, the administrator of a company ”.
Schedule 8 (provision capable of inclusion in company insolvency rules) is amended as follows. In paragraph 2, for “Parts I” substitute “ Parts A1 ”. In paragraph 8, after “is,” insert “ the monitor in relation to a moratorium under Part A1 or ”.
Schedule 10 (punishment of offences under the Act) is amended as follows. Omit the entries relating to Schedule A1. A8(4) Directors failing to notify monitor of beginning of moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A8(5) Monitor failing to notify creditors etc of beginning of moratorium. Summary. Level 3 on the standard scale. A17(6) Directors failing to notify monitor of change in end of moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A17(7) Monitor failing to notify creditors etc of change in end of moratorium. Summary. Level 3 on the standard scale. A19(5) Company or officer failing to state in correspondence etc that moratorium in force. Summary. Level 3 on the standard scale. A24(4) Directors failing to notify monitor of insolvency proceedings etc. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A25(3)(a) Company obtaining credit without disclosing existence of moratorium. 1. On indictment. A fine. 2. Summary. On conviction in England and Wales: a fine. On conviction in Scotland: the statutory maximum. A25(3)(b) Obtaining credit for company without disclosing existence of moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A26(4)(a) Company granting security without monitor's consent. 1. On indictment. A fine. 2. Summary. On conviction in England and Wales: a fine. On conviction in Scotland: the statutory maximum. A26(4)(b) Authorising or permitting company to do so. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A27(1)(a) Company entering into market contract, etc. 1. On indictment. A fine. 2. Summary. On conviction in England and Wales: a fine. On conviction in Scotland: the statutory maximum. A27(1)(b) Authorising or permitting company to do so. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A28(5)(a) Company making unauthorised payments. 1. On indictment. A fine. 2. Summary. On conviction in England and Wales: a fine. On conviction in Scotland: the statutory maximum. A28(5)(b) Authorising or permitting company to do so. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A29(6)(a) Company making unauthorised disposal of property. 1. On indictment. A fine. 2. Summary. On conviction in England and Wales: a fine. On conviction in Scotland: the statutory maximum. A29(6)(b) Authorising or permitting such a disposal. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A30(2)(a) Unauthorised disposal of hire-purchase property. 1. On indictment. A fine. 2. Summary. On conviction in England and Wales: a fine. On conviction in Scotland: the statutory maximum. A30(2)(b) Authorising or permitting such a disposal. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A31(8) Directors failing to send to registrar copy of court order permitting disposal of charged property. Summary. Level 3 on the standard scale. A31(10)(a) Company failing to comply with requirements relating to disposal of charged property. 1. On indictment. A fine. 2. Summary. On conviction in England and Wales: a fine. On conviction in Scotland: the statutory maximum. A31(10)(b) Authorising or permitting such a failure. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A32(4)(a) Company failing to comply with requirements relating to disposal of hire-purchase property. 1. On indictment. A fine. 2. Summary. On conviction in England and Wales: a fine. On conviction in Scotland: the statutory maximum. A32(4)(b) Authorising or permitting such a failure. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A32(6) Directors failing to send to registrar copy of court order permitting disposal of hire-purchase property. Summary. Level 3 on the standard scale. A39(9) Monitor failing to notify creditors etc of change in monitor. Summary. Level 3 on the standard scale. A46(1) Fraud or privity to fraud during or in anticipation of moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A46(4) Knowingly taking in pawn or pledge, or otherwise receiving, company property. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A47(1) False representation or fraud for purpose of obtaining or extending moratorium. 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both. A49(5) Directors failing to notify regulator of qualifying decision procedure in relation to regulated company 1. On indictment. 2 years or a fine or both. 2. Summary. On conviction in England and Wales: 12 months or a fine or both. On conviction in Scotland: 12 months or the statutory maximum or both.
Rule 15.31 of the England and Wales Insolvency Rules (calculation of voting rights) has effect as if—
before paragraph (1) there were inserted—;
after paragraph (2) there were inserted—;
in paragraph (6), after sub-paragraph (b) there were inserted—
Rule 15.32 of the England and Wales Insolvency Rules (calculation of voting rights: special cases) has effect as if, before paragraph (1), there were inserted—
Rule 15.34 of the England and Wales Insolvency Rules (requisite majorities) has effect as if, before paragraph (1), there were inserted—
Regulations made by the Secretary of State under sections 28 to 33 are to be made by statutory instrument.
A statutory instrument containing— must be laid before Parliament as soon as reasonably practicable after being made.
regulations made under section 28 by the Secretary of State, other than one to which subsection (6)(a) applies, or
regulations made under section 33 by the Secretary of State which make provision by amending an Act,
Regulations contained in a statutory instrument laid before Parliament by virtue of subsection (2) cease to have effect at the end of the period of 40 days beginning with the day on which the instrument is made, unless during that period the instrument is approved by a resolution of each House of Parliament.
In calculating the period of 40 days, no account is to be taken of any time during which—
Parliament is dissolved or prorogued, or
both Houses of Parliament are adjourned for more than 4 days.
Where regulations cease to have effect as a result of subsection (3) that does not—
affect anything previously done under or by virtue of the regulations, or
prevent the making of new regulations.
A statutory instrument containing— is subject to annulment in pursuance of a resolution of either House of Parliament.
regulations made by the Secretary of State under section 28 which merely revoke other regulations under that section (with or without transitional provision), or
regulations made by the Secretary of State under section 31(4),
Regulations under section 32(3) may not be made by the Secretary of State unless a draft of the statutory instrument containing them has been laid before, and approved by a resolution of, each House of Parliament.
A statutory instrument containing regulations made by the Secretary of State under section 33 which do not make provision by amending an Act is subject to annulment in pursuance of a resolution of either House of Parliament (unless the regulations were contained in a statutory instrument laid before Parliament by virtue of subsection (2)).
In sections 28 to 35 and this section—
References to an enactment in subsection (1) include in particular that enactment as applied by any other enactment, with or without modifications, to partnerships, limited liability partnerships or other entities.
In this section “enactment” includes an enactment contained in Northern Ireland legislation or an instrument made under Northern Ireland legislation.
Schedule 14 makes provision about meetings of companies and other bodies.
This section applies where (but for this section) the period allowed for the directors of a public company to comply with their obligation under section 441 of the Companies Act 2006 to deliver accounts and reports for a financial year to the registrar would end—
after 25 March 2020, and
before the relevant day.
The period allowed for the directors to comply with that obligation is to be taken to be (and always to have been) a period that ends with the relevant day.
The relevant day is whichever is the earlier of—
30 September 2020, and
the last day of the period of 12 months immediately following the end of the relevant accounting reference period.
Expressions used in this section and section 442 of the Companies Act 2006 (period allowed for filing accounts) have the same meaning in this section as in that section.
The Secretary of State may by regulations provide that any provision listed in section 40 is to have effect as if for a reference in the provision to a period of days or months (“the existing period”) there were substituted a reference to such longer period ( “ the substituted period ”) as is specified in the regulations.
The substituted period must not exceed—
42 days, in a case where the existing period is 21 days or fewer, and
12 months, in a case where the existing period is 3, 6 or 9 months.
The power conferred by this section may not be exercised in relation to a reference to a period of 12 months.
Regulations under this section may make—
different provision for different purposes;
consequential, incidental or supplementary provision (including provision modifying an enactment);
transitional provision or savings.
In subsection (4) “enactment” includes an Act of the Scottish Parliament and an instrument made under such an Act.
Regulations under this section are to be made by statutory instrument.
A statutory instrument containing regulations under this section is subject to annulment in pursuance of a resolution of either House of Parliament.
This section expires at the end of the day on 5 April 2021.
The expiry of this section does not affect the continued operation of any regulations made under this section for the purpose of determining the length of any period that begins before the expiry.
The provisions referred to in section 39(1) are—
section 9 of the Limited Partnerships Act 1907 (registration of changes to a limited partnership);
section 466 of the Companies Act 1985 (registration of alteration to a floating charge);
section 9 of the Limited Liability Partnerships Act 2000 (notice of membership changes);
regulation 80C of the European Public Limited-Liability Company Regulations 2004 (S.I. 2004/2326) (notice of change in members of the supervisory organ);
the following sections of the Companies Act 2006— section 87 (notice of change of address of registered office); section 114 (notice of place where register of members is kept); section 162 (notice of place where register of directors is kept); section 167 (notice of change in directors etc); section 275 (notice of place where register of secretaries is kept); section 276 (notice of change in secretaries etc); section 442 (period allowed for filing accounts); section 790M (register of people with significant control); section 790N (notice of place where PSC register is kept); section 790VA (notice of change to the PSC register); section 853A(1) (confirmation statements); section 859A (registration of charge); section 859B (registration of charge contained in debentures); section 859Q (notice of place where copies of instruments creating charges are kept);
the following provisions of the Scottish Partnerships (Register of People with Significant Control) Regulations 2017 (S.I. 2017/694)— regulation 7 (notice of change to the registration information); regulation 8 (notice of ceasing to be a Scottish qualifying partnership); the provisions of Part 5 (duties to deliver information); regulation 35 (confirmation statements).
The Secretary of State may by regulations made by statutory instrument amend a relevant provision so as to—
curtail the period for the time being specified in that provision, or
prolong that period by up to six months if the Secretary of State considers it reasonable to do so to mitigate an effect of coronavirus.
In this section—
“relevant provision” means—
A statutory instrument containing regulations made under subsection (1)(a) is subject to annulment in pursuance of a resolution of either House of Parliament.
A statutory instrument containing regulations made under subsection (1)(b) must be laid before Parliament as soon as reasonably practicable after being made.
Subsection (4) does not apply if a draft of the statutory instrument has been laid before and approved by a resolution of each House of Parliament.
Regulations contained in a statutory instrument laid before Parliament by virtue of subsection (4) cease to have effect at the end of the period of 40 days beginning with the day on which the instrument is made, unless during that period the instrument is approved by a resolution of each House of Parliament.
In calculating the period of 40 days, no account is to be taken of any time during which—
Parliament is dissolved or prorogued, or
both Houses of Parliament are adjourned for more than 4 days.
Where regulations relating to any relevant provision cease to have effect as a result of subsection (6), the period specified in the relevant provision ends—
at the time it would have ended under the relevant provision if the regulations had not been made, or
if later, at the end of the period of 40 days mentioned in subsection (6).
Where regulations cease to have effect as a result of subsection (6) that does not prevent the making of new regulations.
Regulations under this section may make—
different provision for the purposes of different relevant provisions;
consequential, transitional or transitory provision or savings.
The Department may by regulations amend a relevant provision so as to—
curtail the period for the time being specified in that provision, or
prolong that period by up to six months if the Department considers it reasonable to do so to mitigate an effect of coronavirus.
In this section—
“relevant provision” means—
In the modifications made by this Part of this Schedule “coronavirus” means severe acute respiratory syndrome coronavirus 2 (SARS-CoV-2).
This paragraph applies in relation to a moratorium that comes into force during the relevant period. For the purposes of extending the moratorium under section A10 or A11 of the Insolvency Act 1986, subsection (1)(d) of that section has effect as if at the end there were inserted “or would do so if it were not for any worsening of the financial position of the company for reasons relating to coronavirus”. In relation to an application under section A13 of the Insolvency Act 1986 that the moratorium be extended, subsection (2)(d) of that section has effect as if at the end there were inserted “or would do so if it were not for any worsening of the financial position of the company for reasons relating to coronavirus”.
In this Schedule “relevant period” means the period which—
begins with the day on which this Schedule comes into force, and
ends with 30 September 2020.
This paragraph sets out how an application, notice or statement is to be authenticated for the purposes of this Part of this Schedule. An application, notice or statement in electronic form is authenticated— An application, notice or statement in hard-copy form is authenticated if it is signed. If an application, notice or statement is authenticated by the signature of an individual on behalf of—
Where a provision of this Part of this Schedule requires a document to contain contact details of a monitor or other office-holder, the following information must be given—
a postal address for the monitor or office-holder, and
either an email address, or a telephone number, through which the monitor may be contacted.
Regulations under subsection (1)(a) are subject to negative resolution within the meaning of section 41(6) of the Interpretation Act (Northern Ireland) 1954 (c. 33 (N.I.)).
Regulations under subsection (1)(b) must be laid before the Assembly as soon as reasonably practicable after being made.
Subsection (4) does not apply if a draft of the regulations has been laid before, and approved by a resolution of, the Assembly.
Section 41(3) of the Interpretation Act (Northern Ireland) 1954 applies for the purposes of subsection (5) in relation to the laying of a draft as it applies in relation to the laying of a statutory document under an enactment.
Regulations laid before the Assembly by virtue of subsection (4) cease to have effect at the end of the period of 40 days beginning with the day on which the regulations are made, unless during that period the regulations are approved by a resolution of the Assembly.
In calculating the period of 40 days, no account is to be taken of any time during which the Assembly is—
dissolved,
in recess for more than 4 days, or
adjourned for more than 6 days.
Where regulations cease to have effect as a result of subsection (7), the period specified in the relevant provision ends—
at the time it would have ended under the relevant provision if the regulations had not been made, or
if later, at the end of the period of 40 days mentioned in subsection (7).
Where regulations cease to have effect as a result of subsection (7) that does not prevent the making of new regulations.
Regulations under this section may make—
different provision for the purposes of different relevant provisions;
consequential, transitional or transitory provision or savings.
The power of the Department to make regulations under this section is exercisable by statutory rule for the purposes of the Statutory Rules (Northern Ireland) Order 1979 (S.I. 1979/1573 (N.I. 12)).
In this section—
During the period of six months beginning with the day on which this section comes into force, any relevant provision that may be made by the Secretary of State by regulations that are subject to the affirmative resolution procedure may be made by regulations that are subject to the made affirmative procedure.
In subsection (1) “relevant provision” means—
provision under section A50(1) or (4) of the Insolvency Act 1986 (power to modify moratorium provisions in relation to certain companies);
provision under section A51(1) of the Insolvency Act 1986 (moratorium: power to make provision in connection with pension schemes);
provision under paragraph 20 of Schedule ZA1 to the Insolvency Act 1986 to exclude private registered providers of social housing from being eligible companies for the purposes of Part A1 of that Act;
provision under section 14 or 16 of the Limited Liability Partnerships Act 2000 (insolvency etc and power to make consequential amendments) to the extent that the provision is made in connection with the application of Part A1 of the Insolvency Act 1986 to limited liability partnerships that are registered providers of social housing;
provision under section 245 of the Charities Act 2011 (insolvency etc of charitable incorporated organisations etc) to the extent that the provision applies, or is otherwise made in connection with, the new insolvency measures.
During the period of six months beginning with the day on which this section comes into force, the consultation duty in section 348(4) of the Charities Act 2011 does not apply in relation to regulations under section 245 of that Act to the extent that they contain provision which applies, or is otherwise made in connection with, the new insolvency measures.
In subsections (2) and (3) “the new insolvency measures” means the provision made by—
sections 1 to 3 and Schedules 1 to 4 (moratorium);
sections 14 and 15 and Schedule 12 (termination clauses in supply contracts).
For the purposes of this section —
“regulations that are subject to the affirmative resolution procedure” means regulations that may not be made unless a draft of the statutory instrument containing them has been laid before and approved by a resolution of each House of Parliament;
“regulations that are subject to the made affirmative procedure” means regulations that—
are contained in a statutory instrument that must be laid before Parliament as soon as reasonably practicable after being made, and
cease to have effect at the end of the period of 40 days beginning with the day on which the instrument is made, unless during that period the instrument is approved by a resolution of each House of Parliament.
In calculating the period of 40 days mentioned in subsection (5)(b)(ii), no account is to be taken of any time during which—
Parliament is dissolved or prorogued, or
both Houses of Parliament are adjourned for more than 4 days.
Where by virtue of this section the Secretary of State makes regulations that are subject to the made affirmative procedure and the regulations cease to have effect because they are not approved within the period mentioned in subsection (5)(b)(ii), the fact that the regulations cease to have effect does not—
affect anything previously done under or by virtue of the regulations, or
prevent the making of new regulations.
During the period of six months beginning with the day on which this section comes into force, any relevant provision that may be made by the Welsh Ministers by regulations that are subject to the affirmative resolution procedure may be made by regulations that are subject to the made affirmative procedure.
In subsection (1) “relevant provision” means—
provision under section A50(2) of the Insolvency Act 1986 (power to modify moratorium provisions in relation to certain companies);
provision under paragraph 21 of Schedule ZA1 to the Insolvency Act 1986 (exclusion of registered social landlords from eligibility under Part A1 of that Act);
provision under section 247A of the Charities Act 2011 (regulations about moratoriums for charitable incorporated organisations that are registered social landlords).
During the period of six months beginning with the day on which this section comes into force, the consultation duty in section 247A(6) of the Charities Act 2011 does not apply in relation to regulations under section 247A of that Act.
For the purposes of this section —
“regulations that are subject to the affirmative resolution procedure” means regulations that may not be made unless a draft of the statutory instrument containing them has been laid before and approved by a resolution of Senedd Cymru;
“regulations that are subject to the made affirmative procedure” means regulations that—
are contained in a statutory instrument that must be laid before Senedd Cymru as soon as reasonably practicable after being made, and
cease to have effect at the end of the period of 40 days beginning with the day on which the instrument is made, unless during that period the instrument is approved by a resolution of Senedd Cymru.
In calculating the period of 40 days mentioned in subsection (4)(b)(ii), no account is to be taken of any time during which Senedd Cymru is—
dissolved, or
in recess for more than 4 days.
Where by virtue of this section the Welsh Ministers make regulations that are subject to the made affirmative procedure and the regulations cease to have effect because they are not approved within the period mentioned in subsection (4)(b)(ii), the fact that the regulations cease to have effect does not—
affect anything previously done under or by virtue of the regulations, or
prevent the making of new regulations.
During the period of six months beginning with the day on which this section comes into force, any relevant provision that may be made by the Scottish Ministers by regulations that are subject to the affirmative procedure (see section 29 of the Interpretation and Legislative Reform (Scotland) Act 2010 (asp 10)) may be made by regulations that are subject to the made affirmative procedure.
In subsection (1) “relevant provision” means—
provision under section A50(3) of the Insolvency Act 1986 (power to modify moratorium provisions in relation to certain companies);
provision under paragraph 22 of Schedule ZA1 to the Insolvency Act 1986 (exclusion of registered social landlords from eligibility under Part A1 of that Act).
For the purposes of this section “regulations that are subject to the made affirmative procedure” means regulations that—
must be laid before the Scottish Parliament as soon as reasonably practicable after being made, and
cease to have effect at the end of the period of 40 days beginning with the day on which the regulations are made, unless during that period the regulations are approved by a resolution of the Scottish Parliament.
In calculating the period of 40 days mentioned in subsection (3)(b), no account is to be taken of any time during which the Scottish Parliament is—
dissolved, or
in recess for more than 4 days.
Where by virtue of this section the Scottish Ministers make regulations that are subject to the made affirmative procedure and the regulations cease to have effect because they are not approved within the period mentioned in subsection (3)(b), the fact that the regulations cease to have effect does not—
affect anything previously done under or by virtue of the regulations, or
prevent the making of new regulations.
Section 30 of the Interpretation and Legislative Reform (Scotland) Act 2010 does not apply in relation to regulations that are subject to the made affirmative procedure by virtue of this section.
During the period of six months beginning with the day on which this section comes into force, any relevant provision that may be made by a Northern Ireland department by regulations that are subject to the affirmative resolution procedure may be made by regulations that are subject to the made affirmative procedure.
In subsection (1) “relevant provision” means—
provision under Article 13HA(1) of the Insolvency (Northern Ireland) Order 1989 (power to modify moratorium provisions in relation to certain companies);
provision under Article 13HB(1) of that Order (moratorium: power to make provision in connection with pension schemes).
For the purposes of this section—
“regulations that are subject to the affirmative resolution procedure” means regulations that may not be made unless a draft of the regulations has been laid before, and approved by a resolution of, the Assembly;
“regulations that are subject to the made affirmative procedure” means regulations that—
must be laid before the Assembly as soon as reasonably practicable after being made, and
cease to have effect at the end of the period of 40 days beginning with the day on which the regulations are made, unless during that period the regulations are approved by a resolution of the Assembly.
In calculating the period of 40 days mentioned in subsection (3)(b)(ii), no account is to be taken of any time during which the Assembly is—
dissolved,
in recess for more than 4 days, or
adjourned for more than 6 days.
Where by virtue of this section a Northern Ireland department makes regulations that are subject to the made affirmative procedure and the regulations cease to have effect because they are not approved within the period mentioned in subsection (3)(b)(ii), the fact that the regulations cease to have effect does not—
affect anything previously done under or by virtue of the regulations, or
prevent the making of new regulations.
In this section “the Assembly” means the Northern Ireland Assembly.
The Secretary of State or the Treasury may by regulations make provision that is consequential on this Act.
The power in subsection (1) may, in particular, be used to amend, repeal, revoke or otherwise modify any provision of this Act or any provision made by or under primary legislation passed or made—
before this Act, or
later in the same session of Parliament as this Act.
But the power to amend or repeal any provision made by this Act may not be used after the period of 3 years beginning with the day on which it is passed.
Regulations under this section—
may make different provision for different purposes;
may include transitional or transitory provision or savings.
Regulations under this section are to be made by statutory instrument.
A statutory instrument containing regulations under this section that amend or repeal provision made by primary legislation (whether alone or with other provision) may not be made unless a draft of the instrument has been laid before and approved by a resolution of each House of Parliament.
Any other statutory instrument containing regulations under this section is subject to annulment in pursuance of a resolution of either House of Parliament.
In this section “primary legislation” means—
an Act,
an Act or Measure of Senedd Cymru,
an Act of the Scottish Parliament, or
Northern Ireland legislation.
An amendment, repeal or revocation made by this Act has the same extent within the United Kingdom as the provision amended, repealed or revoked.
The following provisions extend to England and Wales and Scotland only—
section 3 and Parts 1 and 2 of Schedule 4;
section 10 and Schedule 10;
section 12;
section 15;
sections 20 to 24;
section 41.
The following provisions extend to England and Wales only—
section 44;
Part 3 of Schedule 4.
The following provisions extend to Scotland only—
section 45;
Part 4 of Schedule 4.
The following provisions extend to Northern Ireland only—
section 6 and Schedule 8;
section 11 and Schedule 11;
section 13;
section 19;
sections 28 to 36;
section 42.
Subject to the above, this Act extends to England and Wales, Scotland and Northern Ireland.
This Act comes into force on the day after that on which it is passed, subject to subsection (2).
Paragraph 51 of Schedule 3 comes into force on such day as the Secretary of State may by regulations appoint.
Different days may be appointed for different purposes.
The Secretary of State may by regulations make transitional or saving provision in connection with the coming into force of any provision of this Act.
The power to make regulations under subsection (4) includes power to make different provision for different purposes.
Regulations under this section are to be made by statutory instrument.
This Act may be cited as the Corporate Insolvency and Governance Act 2020.