Enterprise and Regulatory Reform Act 2013

• (7) After paragraph 13B insert—

(13C) Rules may make provision as to the procedure to be followed in a case where, during an investigation, one or more persons notify the CMA that they accept that there has been an infringement of a kind to which the investigation relates.

Interim measures and other sanctions

Threshold for interim measures

43

In section 35 of the 1998 Act (interim measures), in subsection (2)(a), for “serious, irreparable damage” substitute “ significant damage ”.

Penalties: guidance etc.

44

• (1) Part 1 of the 1998 Act (competition) is amended as follows.

• (2) In section 36 (penalties), after subsection (7) insert—

(7A) In fixing a penalty under this section the CMA must have regard to— (a) the seriousness of the infringement concerned, and (b) the desirability of deterring both the undertaking on whom the penalty is imposed and others from— (i) entering into agreements which infringe the Chapter 1 prohibition or the prohibition in Article 81(1), or (ii) engaging in conduct which infringes the Chapter 2 prohibition or the prohibition in Article 82.

• (3) In section 38 (guidance on level of penalties), in subsection (8), before “must have regard” insert “ and the Tribunal ”.

Miscellaneous

Power for Secretary of State to impose time-limits on investigations etc.

45

After section 31E of the 1998 Act insert—

(31F) (1) The Secretary of State may by order impose time-limits in relation to— (a) the conduct by the CMA of investigations or investigations of a description specified in the order; (b) the making by the CMA of decisions (within the meaning given by section 31(2)) as a result of investigations or investigations of such a description. (2) Before making an order under subsection (1), the Secretary of State must consult the CMA and such other persons as the Secretary of State considers appropriate.

Review of operation of Part 1 of 1998 Act

46

• (1) The Secretary of State must—

• (a) review the operation of Part 1 of the 1998 Act, and

• (b) prepare and publish a report on the outcome of the review.

• (2) The report must be published before the end of the period of 5 years beginning with the day on which Part 1 of Schedule 5 (which transfers the functions of the Office of Fair Trading under Part 1 of the 1998 Act to the Competition and Markets Authority) comes into force.

• (3) The Secretary of State must lay the report before Parliament.

CHAPTER 4 — Cartels

Cartel offence

47

• (1) Section 188 of the 2002 Act (cartel offence) is amended as follows.

• (2) In subsection (1), omit “dishonestly”.

• (3) Omit subsection (6).

• (4) After subsection (7) insert—

(8) This section is subject to section 188A.

• (5) After that section insert—

(188A) (1) An individual does not commit an offence under section 188(1) if, under the arrangements— (a) in a case where the arrangements would (operating as the parties intend) affect the supply in the United Kingdom of a product or service, customers would be given relevant information about the arrangements before they enter into agreements for the supply to them of the product or service so affected, (b) in the case of bid-rigging arrangements, the person requesting bids would be given relevant information about them at or before the time when a bid is made, or (c) in any case, relevant information about the arrangements would be published, before the arrangements are implemented, in the manner specified at the time of the making of the agreement in an order made by the Secretary of State. (2) In subsection (1), “relevant information” means— (a) the names of the undertakings to which the arrangements relate, (b) a description of the nature of the arrangements which is sufficient to show why they are or might be arrangements of the kind to which section 188(1) applies, (c) the products or services to which they relate, and (d) such other information as may be specified in an order made by the Secretary of State. (3) An individual does not commit an offence under section 188(1) if the agreement is made in order to comply with a legal requirement. (4) In subsection (3), “legal requirement” has the same meaning as in paragraph 5 of Schedule 3 to the Competition Act 1998. (5) A power to make an order under this section— (a) is exercisable by statutory instrument, (b) may be exercised so as to make different provision for different cases or different purposes, and (c) includes power to make such incidental, supplementary, consequential, transitory, transitional or saving provision as the Secretary of State considers appropriate. (6) A statutory instrument containing an order under this section is subject to annulment in pursuance of a resolution of either House of Parliament.

• (6) After section 188A (as inserted by subsection (5) above) insert—

(188B) (1) In a case where the arrangements would (operating as the parties intend) affect the supply in the United Kingdom of a product or service, it is a defence for an individual charged with an offence under section 188(1) to show that, at the time of the making of the agreement, he or she did not intend that the nature of the arrangements would be concealed from customers at all times before they enter into agreements for the supply to them of the product or service. (2) It is a defence for an individual charged with an offence under section 188(1) to show that, at the time of the making of the agreement, he or she did not intend that the nature of the arrangements would be concealed from the CMA. (3) It is a defence for an individual charged with an offence under section 188(1) to show that, before the making of the agreement, he or she took reasonable steps to ensure that the nature of the arrangements would be disclosed to professional legal advisers for the purposes of obtaining advice about them before their making or (as the case may be) their implementation.

• (7) After section 190 of the 2002 Act insert—

(190A) (1) The CMA must prepare and publish guidance on the principles to be applied in determining, in any case, whether proceedings for an offence under section 188(1) should be instituted. (2) The CMA may at any time issue revised or new guidance. (3) Guidance published by the CMA under this section is to be published in such manner as it considers appropriate. (4) In preparing guidance under this section the CMA must consult— (a) the Director of the Serious Fraud Office; (b) the Lord Advocate; and (c) such other persons as it considers appropriate.

• (8) The amendments made by subsections (1) to (6) apply only in relation to agreements falling within section 188(1) of the 2002 Act which—

• (a) are made after the commencement of this section, and

• (b) relate to arrangements made or to be made after that commencement.

Extension of power to issue warrants to CAT

48

• (1) Section 194 of the 2002 Act (power to enter premises under a warrant) is amended as follows.

• (2) In subsection (1), for the words from the beginning to “if he is satisfied” substitute “ On an application made to it by the CMA or, in Scotland, the procurator fiscal, the appropriate body may issue a warrant if it is satisfied ”.

• (3) After subsection (1) insert—

(1A) In subsection (1), “appropriate body” means— (a) in England and Wales and Northern Ireland, the High Court or the Competition Appeal Tribunal; (b) in Scotland, the sheriff.

• (4) After subsection (4) insert—

(4A) An application for a warrant under this section must be made— (a) in the case of an application to the High Court or the sheriff, in accordance with rules of court; (b) in the case of an application to the Competition Appeal Tribunal, in accordance with rules made under section 15.

• (5) In Schedule 4 to that Act, before paragraph 11, but after the cross-heading immediately preceding it, insert—

(10A) (1) Tribunal rules may make provision as to proceedings on an application for a warrant under section 194 of this Act or section 28, 28A, 62, 62A, 63, 65G or 65H of the 1998 Act, including provision— (a) for the Tribunal dealing with the proceedings to consist only of the President or a member of the panel of chairmen; (b) as to the manner in which the proceedings are to be conducted, including provision— (i) for such applications to be determined without a hearing; (ii) in cases where there is a hearing, for it to be held in private if the Tribunal considers it appropriate because it is considering information of a kind mentioned in paragraph 1(2); (c) as to the persons entitled to be heard in such proceedings (where there is a hearing); (d) for requiring persons to attend to give evidence and produce documents, and for authorising the administration of oaths to witnesses; (e) as to the evidence which may be required or admitted and the extent to which it should be oral or written; (f) allowing the Tribunal to fix time-limits with respect to any aspect of the proceedings and to extend any time-limit (before or after its expiry). (2) Paragraphs 2 to 8, and 11 to 17, of this Schedule do not apply in relation to the institution or conduct of proceedings for a warrant mentioned in sub-paragraph (1).

• (6) In section 14 of that Act (constitution of Tribunal for particular proceedings and its decisions), in subsection (5), for “paragraph 18” substitute “ paragraphs 10A(1)(a) and 18 ”.

CHAPTER 5 — Miscellaneous

Enforcement orders: markets and mergers

Enforcement orders: monitoring compliance and determination of disputes

49

In Schedule 8 to the 2002 Act (provision that may be contained in certain enforcement orders made under Part 3 or 4 of that Act), after paragraph 20B insert—

(20C) (1) An order may provide for the appointment of one or more than one person (referred to in this paragraph as an “appointee”) by the relevant authority or by such other persons as may be specified or described in the order to— (a) monitor compliance with such terms of the order as are so specified or described or terms of any directions given under the order; (b) determine any dispute between persons who are subject to the order about what is required by any such terms. (2) An order made by virtue of this paragraph must make provision as to the terms of an appointee's appointment. (3) A determination made by virtue of an order under this paragraph is binding on— (a) any person who is subject to the order; (b) the relevant authority; and (c) in the case where the relevant authority is the Secretary of State, the CMA.

Enforcement orders: provision of information

50

• (1) Schedule 8 to the 2002 Act (provision that may be contained in certain enforcement orders made under Part 3 or 4 of that Act) is amended as follows.

• (2) Omit paragraph 15 (publication etc. of price information).

• (3) Paragraph 17 (publication etc. of other information) is amended as follows.

• (4) In sub-paragraph (1)—

• (a) in the words before paragraph (a), after “publish” insert “ or otherwise notify ”, and

• (b) after paragraph (c) insert—

(d) information in relation to prices of the goods or services supplied; (e) such other information in relation to the goods or services supplied as the relevant authority considers appropriate.

• (5) After sub-paragraph (1) insert—

(1A) An order may prohibit the publication or other notification of information falling within sub-paragraph (1)(a) to (e) by a person supplying goods or services.

• (6) In paragraph 18 (supplementary provision about orders under paragraphs 15 and 17), omit “15 or”.

Concurrency

Powers of sectoral regulators

51

• (1) Section 54 of the 1998 Act (concurrent powers for regulators) is amended as follows.

• (2) In subsection (6)—

• (a) after “may” insert

— (a) prescribe circumstances in which the CMA may decide that, in a particular case, it is to exercise Part 1 functions in respect of the case rather than a regulator; (b)

, and

• (b) after “Secretary of State” insert “ , the CMA ”.

• (3) After subsection (6) insert—

(6A) Where the regulations make provision as mentioned in subsection (6)(a), they must— (a) include provision requiring the CMA to consult the regulator concerned before making a decision that the CMA is to exercise Part 1 functions in respect of a particular case, and (b) provide that, in a case where a regulator has given notice under section 31(1) that it proposes to make a decision (within the meaning given by section 31(2)), the CMA may only decide that it is to exercise Part 1 functions in respect of the case rather than the regulator if the regulator consents.

• (4) After subsection (6A) insert—

(6B) The Secretary of State may by regulations make provision requiring arrangements to be made for the sharing of information between competent persons in connection with concurrent cases. (6C) For the purposes of subsection (6B), “a concurrent case” is a case in respect of which— (a) the CMA considers that Part 1 functions are, or (but for provision made under subsection (5)(e)) would be, exercisable by both it and any regulator; (b) any regulator considers that Part 1 functions are, or (but for provision made under subsection (5)(e)) would be, exercisable by it.

• (5) Schedule 14 (which makes provision governing the relationship between the powers of regulators under the 1998 Act and those under sector-specific legislation) has effect.

Power to remove concurrent competition functions of sectoral regulators

52

• (1) The Secretary of State may make a sectoral regulator order if the Secretary of State considers that it is appropriate to do so for the purpose of promoting competition, within any market or markets in the United Kingdom, for the benefit of consumers.

• (2) A sectoral regulator order is an order that amends one or more enactments so as to remove from a sectoral regulator either or both of the following—

• (a) all the functions of the regulator under Part 1 of the 1998 Act that are exercisable concurrently by the regulator and the Competition and Markets Authority (“the CMA”) or that would be so exercisable but for provision made by virtue of section 54(5)(e) of that Act;

• (b) all the functions of the regulator under Part 4 of the 2002 Act that are exercisable concurrently by the regulator and the CMA.

• (3) A sectoral regulator order may make such other amendments of any enactment as the Secretary of State considers appropriate in consequence of the removal of the functions.

• (4) Each of the following is a sectoral regulator—

• (a) the Office of Communications;

• (b) the Gas and Electricity Markets Authority;

• (c) the Water Services Regulation Authority;

• (d) the Office of Rail and Road ;

• (e) the Northern Ireland Authority for Utility Regulation;

• (f) the Civil Aviation Authority.

• (g) the Payment Systems Regulator established under section 40 of the Financial Services (Banking Reform) Act 2013.

• (h) the Financial Conduct Authority.

• (5) A sectoral regulator order may include transitional, transitory or saving provision.

• (6) A statutory instrument containing a sectoral regulator order is not to be made unless a draft of the instrument has been laid before, and approved by a resolution of, each House of Parliament.

• (7) In this section—

• “amend” includes repeal or revoke;

• “enactment” includes—an enactment contained in subordinate legislation (within the meaning of the Interpretation Act 1978),an enactment contained in, or in an instrument made under, an Act of the Scottish Parliament,an enactment contained in, or in an instrument made under, a Measure or Act of the National Assembly for Wales, andan enactment contained in, or in an instrument made under, Northern Ireland legislation.

• (8) The references to the CMA in subsection (2) are to be read, in relation to any time before the commencement of section 25(3), as references to the Office of Fair Trading.

Orders under section 52: procedural requirements

53

• (1) If the Secretary of State proposes to make a sectoral regulator order, the Secretary of State must carry out the first stage consultation.

• (2) The first stage consultation is consultation with—

• (a) the regulator whose functions would be removed by the order,

• (b) the Competition and Markets Authority,

• (c) where the regulator is the Office of Rail and Road , the Scottish Ministers,

• (d) where the regulator is the Northern Ireland Authority for Utility Regulation, the Department of Enterprise, Trade and Investment in Northern Ireland and the Department for Regional Development in Northern Ireland, and

• (e) where the regulator is the Water Services Regulation Authority, the Welsh Ministers.

• (3) If (following the first stage consultation) the Secretary of State still proposes to make a sectoral regulator order, the Secretary of State must carry out the second stage consultation.

• (4) The second stage consultation is consultation with—

• (a) the persons consulted at the first stage,

• (b) any bodies who appear to the Secretary of State to represent the interests of persons in respect of whom the functions that would be removed by the order are exercisable (“regulated providers”),

• (c) any bodies who appear to the Secretary of State to represent the interests of persons who use the services supplied by regulated providers, and

• (d) such other persons as the Secretary of State considers appropriate.

• (5) The Secretary of State must give the following information to each of the persons consulted as part of the first stage or second stage consultation—

• (a) an explanation as to whether the Secretary of State is proposing to remove the functions of the regulator mentioned in subsection (2)(a) of section 52, the functions of the regulator mentioned in subsection (2)(b) of that section or both sets of functions;

• (b) the reasons why the Secretary of State considers it appropriate to make the order.

• (6) The reference to the Competition and Markets Authority in subsection (2) is to be read, in relation to any time before the commencement of section 25(3), as a reference to the Office of Fair Trading.

• (7) In this section, “sectoral regulator order” has the same meaning as in section 52.

Miscellaneous

Recovery of CMA’s costs in respect of price control references

54

After section 193 of the Communications Act 2003 (reference of price control matters) insert—

(193A) (1) Where a determination is made on a price control matter referred by virtue of section 193, the CMA may make an order in respect of the costs incurred by it in connection with the reference (a “costs order”). (2) A costs order may require the payment to the CMA of some or all of those costs by such parties to the appeal which gave rise to the reference, other than OFCOM, as the CMA considers appropriate. (3) A costs order must— (a) set out the total costs incurred by the CMA in connection with the reference, and (b) specify the proportion of those costs to be paid by each party to the appeal in respect of whom the order is made. (4) In deciding on the proportion of costs to be paid by a party to the appeal the CMA must, in particular, consider— (a) the extent to which the determination on the reference upholds OFCOM's decision in relation to the price control matter in question, (b) the extent to which the costs were attributable to the involvement in the appeal of the party, and (c) the conduct of the party. (5) A costs order— (a) must be made as soon as reasonably practicable after the making of the determination on the reference, but (b) does not take effect unless the Tribunal, in deciding the appeal which gave rise to the reference, decides the price control matter which is the subject of the reference in accordance with the determination of the CMA (see section 193(6)). (6) In a case where the Tribunal decides the price control matter in question otherwise than as mentioned in subsection (5)(b), the CMA may make an order under this subsection in respect of the costs incurred by it in connection with the reference. (7) Subsections (2) to (4) apply in relation to an order under subsection (6) as they apply in relation to an order under subsection (1); but for that purpose the reference in subsection (4)(a) to the determination on the reference is to be read as a reference to the decision of the Tribunal mentioned in subsection (6). (8) An order under subsection (6) must be made as soon as reasonably practicable after the decision of the Tribunal mentioned in that subsection. (9) An amount payable to the CMA by virtue of an order made under this section is recoverable summarily as a civil debt (but this does not affect any other method of recovery). (10) The CMA must pay any sums it receives by virtue of this section into the Consolidated Fund. (11) The functions of the CMA under this section, other than those under subsections (9) and (10), are to be carried out on behalf of the CMA by the group constituted by the chair of the CMA in relation to the reference in question.

Disclosure etc. of information: offences

55

In section 241 of the 2002 Act (disclosure of information for the purpose of exercise of statutory functions), after subsection (2) insert—

(2A) Information disclosed under subsection (1) so that it is not made available to the public must not be used by the person to whom it is disclosed for any purpose other than that mentioned in subsection (1).

Review of certain provisions of Chapters 1 and 2

56

• (1) The Secretary of State must, before the end of each review period—

• (a) carry out a review of the provisions of this Part mentioned in subsection (2), and

• (b) prepare and publish a report setting out the conclusions of the review.

• (2) The provisions of this Part are—

• (a) sections 29 and 36 and Schedule 11 (investigation powers: mergers and markets),

• (b) section 30 and Schedule 7 (interim measures and pre-emptive action: mergers), and

• (c) sections 32 and 38 and Schedules 8 and 12 (time-limits etc: mergers and markets).

• (3) The report must in particular—

• (a) set out the objectives intended to be achieved by the provisions,

• (b) assess the extent to which those objectives have been achieved, and

• (c) assess whether those objectives remain appropriate and, if so, the extent to which they could be achieved in another way which imposed less regulation.

• (4) The Secretary of State must lay the report before Parliament.

• (5) Each of the following is a review period for the purposes of this section—

• (a) the period of 5 years beginning with the first day on which any of the provisions mentioned in subsection (2) comes into force (whether wholly or partly), and

• (b) each successive period of 5 years.

Minor and consequential amendments

57

Schedule 15 (which makes minor and consequential amendments related to this Part) has effect.

Interpretation

58

In this Part—

• “the 1998 Act” means the Competition Act 1998;

• “the 2002 Act” means the Enterprise Act 2002.

PART 5 — Reduction of legislative burdens

Sunset and review

Sunset and review provisions

59

• (1) The Interpretation Act 1978 is amended as follows.

• (2) After section 14 (implied power to amend) insert—

(14A) (1) This section applies where an Act confers a power or a duty on a person to make subordinate legislation except to the extent that— (a) the power or duty is exercisable by the Scottish Ministers, or (b) the power or duty is exercisable by any other person within devolved competence (within the meaning of the Scotland Act 1998). (2) The subordinate legislation may include— (a) provision requiring the person to review the effectiveness of the legislation within a specified period or at the end of a specified period; (b) provision for the legislation to cease to have effect at the end of a specified day or a specified period; (c) if the power or duty is being exercised to amend other subordinate legislation, provision of the kind mentioned in paragraph (a) or (b) in relation to that other legislation. (3) The provision that may be made by virtue of subsection (2)(a) includes provision requiring the person to consider whether the objectives which it was the purpose of the legislation to achieve remain appropriate and, if so, whether they could be achieved in another way. (4) Subordinate legislation including provision of a kind mentioned in subsection (2) may make such provision generally or only in relation to specified provisions of the legislation or specified cases or circumstances. (5) Subordinate legislation including provision of a kind mentioned in subsection (2) may make transitional, consequential, incidental or supplementary provision or savings in connection with such provision. (6) In this section, “specified” means specified in the subordinate legislation.

• (3) In paragraph 1 of Schedule 2, after the entry for section 11 insert— “ Section 14A ”.

Heritage planning etc

Listed buildings in England: agreements and orders granting listed building consent

60

• (1) The Planning (Listed Buildings and Conservation Areas) Act 1990 is amended as follows.

• (2) In Chapter 2 of Part 1, after section 26 insert—

(26A) (1) A relevant local planning authority may make an agreement under this section (a “heritage partnership agreement”) with any owner of a listed building, or a part of such a building, situated in England. (2) Any of the following may also be a party to a heritage partnership agreement in addition to an owner and the relevant local planning authority— (a) any other relevant local planning authority; (b) the Secretary of State; (c) the Commission; (d) any person who has an interest in the listed building; (e) any occupier of the listed building; (f) any person involved in the management of the listed building; (g) any other person who appears to the relevant local planning authority appropriate as having special knowledge of, or interest in, the listed building, or in buildings of architectural or historic interest more generally. (3) A heritage partnership agreement may contain provision— (a) granting listed building consent under section 8(1) in respect of specified works for the alteration or extension of the listed building to which the agreement relates, and (b) specifying any conditions to which the consent is subject. (4) The conditions to which listed building consent may be subject under subsection (3)(b) in respect of specified works are those that could be attached to listed building consent in respect of the works if consent were to be granted under section 16. (5) If a heritage partnership agreement contains provision under subsection (3), nothing in sections 10 to 26 and 28 applies in relation to listed building consent for the specified works, subject to any regulations under section 26B(2)(f). (6) A heritage partnership agreement may also— (a) specify or describe works that would or would not, in the view of the parties to the agreement, affect the character of the listed building as a building of special architectural or historic interest; (b) make provision about the maintenance and preservation of the listed building; (c) make provision about the carrying out of specified work, or the doing of any specified thing, in relation to the listed building; (d) provide for public access to the listed building and the provision to the public of associated facilities, information or services; (e) restrict access to, or use of, the listed building; (f) prohibit the doing of any specified thing in relation to the listed building; (g) provide for a relevant public authority to make payments of specified amounts and on specified terms— (i) for, or towards, the costs of any works provided for under the agreement; or (ii) in consideration of any restriction, prohibition or obligation accepted by any other party to the agreement. (7) For the purposes of subsection (6)(g), each of the following, if a party to the agreement, is a relevant public authority— (a) the Secretary of State; (b) the Commission; (c) a relevant local planning authority. (8) In this section “specified” means specified or described in the heritage partnership agreement. (9) In this section and section 26B— - “owner”, in relation to a listed building or a part of such a building, means a person who is for the time being — 1. the estate owner in respect of the fee simple in the building or part; or 2. entitled to a tenancy of the building or part granted or extended for a term of years certain of which not less than seven years remain unexpired; - “relevant local planning authority”, in relation to a listed building, means a local planning authority in whose area the building or any part of the building is situated. (26B) (1) A heritage partnership agreement— (a) must be in writing; (b) must make provision for the parties to review its terms at intervals specified in the agreement; (c) must make provision for its termination and variation; (d) may relate to more than one listed building or part, provided that in each case a relevant local planning authority and an owner are parties to the agreement; and (e) may contain incidental and consequential provisions. (2) The Secretary of State may by regulations make provision— (a) about any consultation that must take place before heritage partnership agreements are made or varied; (b) about the publicity that must be given to heritage partnership agreements before or after they are made or varied; (c) specifying terms that must be included in heritage partnership agreements; (d) enabling the Secretary of State or any other person specified in the regulations to terminate by order a heritage partnership agreement or any provision of such an agreement; (e) about the provision that may be included in an order made under regulations under paragraph (d), including provision enabling such orders to contain supplementary, incidental, transitory, transitional or saving provision; (f) applying or reproducing, with or without modifications, any provision of sections 10 to 26 and 28 for the purposes of heritage partnership agreements; (g) providing for any of the following, as they apply for the purposes of provisions mentioned in paragraph (f), to apply with any modifications consequential on provision made under that paragraph— (i) sections 30 to 37; (ii) sections 62 and 63; (iii) Parts 3 and 4; (iv) Schedule 3. (3) Regulations made under subsection (2)(a) may, in particular, include provision as to— (a) the circumstances in which consultation must take place; (b) the types of listed building in respect of which consultation must take place; (c) who must carry out the consultation; (d) who must be consulted (including provision enabling the Commission to direct who is to be consulted in particular cases); and (e) how the consultation must be carried out. (4) Listed building consent granted by a heritage partnership agreement (except so far as the agreement or regulations under subsection (2) otherwise provide) enures for the benefit of the building and of all persons for the time being interested in it. (5) Subject to subsection (4), a heritage partnership agreement cannot impose any obligation or liability, or confer any right, on a person who is not party to the agreement. (6) Section 84 of the Law of Property Act 1925 (power to discharge or modify restrictive covenant) does not apply to a heritage partnership agreement.

• (3) After section 26B insert—

(26C) (1) The Secretary of State may by order (a “listed building consent order”) grant listed building consent under section 8(1) in respect of works of any description for the alteration or extension of listed buildings of any description in England. (2) The consent may be granted subject to conditions specified in the order. (3) Without prejudice to the generality of subsection (2), the conditions that may be specified include any conditions subject to which listed building consent may be granted under section 16. (4) A listed building consent order may (without prejudice to section 17(2)) give the local planning authority power to require details of works to be approved by them, and may grant consent subject to conditions with respect to— (a) the making of an application to the authority for a determination as to whether such approval is required, and (b) the outcome of such an application or the way it is dealt with. (5) A listed building consent order may enable the Secretary of State or the local planning authority to direct that consent granted by the order does not apply— (a) to a listed building specified in the direction; (b) to listed buildings of a description specified in the direction; (c) to listed buildings in an area specified in the direction. (6) An order may in particular make provision about the making, coming into force, variation and revocation of such a direction, including provision conferring powers on the Secretary of State in relation to directions by a local planning authority. (7) Nothing in sections 10 to 26 applies in relation to listed building consent granted by a listed building consent order; but that does not affect the application of sections 20, 21 and 22 in relation to an application for approval required by a condition to which consent is subject. (26D) (1) A local planning authority for any area in England may by order (a “local listed building consent order”) grant listed building consent under section 8(1) in respect of works of any description for the alteration or extension of listed buildings. (2) Regulations under this Act may provide that subsection (1) does not apply to listed buildings of any description or in any area. (3) The consent granted by a local listed building consent order may relate— (a) to all listed buildings in the area of the authority or any part of that area; (b) to listed buildings of any description in that area or any part of that area. (4) The consent may be granted subject to conditions specified in the order. (5) Without prejudice to the generality of subsection (4), the conditions that may be specified include any subject to which listed building consent may be granted under section 16. (6) A local listed building consent order may enable the local planning authority to direct that the consent granted by the order in respect of works of any description does not apply— (a) to a listed building specified in the direction; (b) to listed buildings of a description specified in the direction; (c) to listed buildings in an area specified in the direction. (7) An order may in particular make provision about the making, coming into force, variation and revocation of such a direction, including provision conferring powers on the Secretary of State. (8) Nothing in sections 10 to 26 applies in relation to listed building consent granted by a local listed building consent order; but that does not affect the application of sections 20, 21 and 22 in relation to an application for approval required by a condition to which consent is subject. (9) Schedule 2A makes provision in connection with local listed building consent orders. (26E) (1) At any time before a local listed building consent order is adopted by a local planning authority the Secretary of State may direct that the order (or any part of it) is not to be adopted without the Secretary of State's approval. (2) If the Secretary of State gives a direction under subsection (1)— (a) the authority must not take any step in connection with the adoption of the order until they have submitted the order or the part to the Secretary of State and the Secretary of State has decided whether to approve it; (b) the order has no effect unless it (or the part) has been approved by the Secretary of State. (3) In considering an order or part submitted under subsection (2)(a) the Secretary of State may take account of any matter the Secretary of State thinks relevant. (4) It is immaterial whether any such matter was taken account of by the local planning authority. (5) The Secretary of State— (a) may approve or reject an order or part of an order submitted under subsection (2)(a); (b) must give reasons for that decision. (6) The Secretary of State— (a) may at any time before a local listed building consent order is adopted by the local planning authority, direct them to modify it in accordance with the direction; (b) must give reasons for any such direction. (7) The local planning authority— (a) must comply with a direction under subsection (6); (b) must not adopt the order unless the Secretary of State gives notice of being satisfied that they have complied with the direction. (8) The Secretary of State— (a) may at any time by order revoke a local listed building consent order if of the opinion that it is expedient to do so; (b) must give reasons for doing so. (9) The Secretary of State— (a) must not make an order under subsection (8) without consulting the local planning authority; (b) if proposing to make such an order, must serve notice on the local planning authority. (10) A notice under subsection (9)(b) must specify the period (which must not be less than 28 days from the date of its service) within which the authority may require an opportunity of appearing before and being heard by a person appointed by the Secretary of State for the purpose. (11) The Secretary of State must give the authority such an opportunity if they require it within the period specified in the notice. (26F) (1) In considering whether to make a listed building consent order or local listed building consent order the Secretary of State or local planning authority must have special regard to the desirability of preserving— (a) listed buildings of a description to which the order applies, (b) their setting, or (c) any features of special architectural or historic interest which they possess. (2) Before making a listed building consent order the Secretary of State must consult the Commission. (26G) (1) A listed building consent order or local listed building consent order may include provision permitting the completion of works if— (a) listed building consent is granted by the order in respect of the works, and (b) the listed building consent is withdrawn after the works are started but before they are completed. (2) Listed building consent granted by an order is withdrawn— (a) if the order is revoked; (b) if the order is varied or (in the case of a local listed building consent order) revised so that it ceases to grant listed building consent in respect of the works or materially changes any condition or limitation to which the grant of listed building consent is subject; (c) if a direction applying to the listed building is issued under powers conferred under section 26C(5) or 26D(6).

• (4) After section 28 insert—

(28A) (1) Section 28 also has effect (subject to subsections (2) and (3)) where— (a) listed building consent granted by a listed building consent order or a local listed building consent order is withdrawn (whether by the revocation or amendment of the order or by the issue of a direction), and (b) on an application for listed building consent made within the prescribed period after the withdrawal, consent for works formerly authorised by the order is refused or is granted subject to conditions other than those imposed by the order. (2) Section 28 does not have effect by virtue of subsection (1) if— (a) the works authorised by the order were started before the withdrawal, and (b) the order included provision in pursuance of section 26G permitting the works to be completed after the withdrawal. (3) Section 28 does not have effect by virtue of subsection (1) if— (a) notice of the withdrawal was published in the prescribed manner and within the prescribed period before the withdrawal, and (b) the works authorised by the order were not started before the notice was published. (4) Where section 28 has effect by virtue of subsection (1), references in section 28(2) and (3) to the revocation or modification of listed building consent are references to the withdrawal of the listed building consent by revocation or amendment of the order or by issue of the direction.

• (5) Schedule 16 (which inserts Schedule 2A to the Planning (Listed Buildings and Conservation Areas) Act 1990) has effect.

Listed buildings in England: certificates of lawfulness

61

In the Planning (Listed Buildings and Conservation Areas) Act 1990 after section 26G insert—

(26H) (1) A person who wishes to ascertain whether proposed works for the alteration or extension of a listed building in England would be lawful may make an application to the local planning authority specifying the building and describing the works. (2) For the purposes of this section works would be lawful if they would not affect the character of the listed building as a building of special architectural or historic interest. (3) If on an application under this section the local planning authority are provided with information satisfying them that the works described in the application would be lawful at the time of the application, they must issue a certificate to that effect; and in any other case they must refuse the application. (4) A certificate under this section must— (a) specify the building to which it relates; (b) describe the works concerned; (c) give the reasons for determining that the works would be lawful; and (d) specify the date of issue of the certificate. (5) Works for which a certificate is issued under this section are to be conclusively presumed to be lawful, provided that— (a) they are carried out within 10 years beginning with the date of issue of the certificate, and (b) the certificate is not revoked under section 26I. (26I) (1) An application for a certificate under section 26H must be made in such manner as may be prescribed by regulations under this Act. (2) An application must include such particulars, and be verified by such evidence, as may be required— (a) by the regulations, (b) by any directions given under the regulations, or (c) by the local planning authority. (3) Regulations under this Act may make provision about how applications for a certificate under section 26H are to be dealt with by local planning authorities. (4) In particular, regulations may provide for requiring the authority— (a) to give to any applicant within a prescribed period such notice as may be prescribed as to the manner in which the application has been dealt with; and (b) to give to the Secretary of State, and to such other persons as may be prescribed, prescribed information with respect to such applications made to the authority, including information as to the manner in which any application has been dealt with. (5) A certificate under section 26H may be issued-- (a) for the whole or part of the listed building specified in the application; and (b) for all or part of the works described in the application; and must be in such form as may be prescribed. (6) A local planning authority may revoke a certificate under section 26H if, on the application for the certificate— (a) a statement was made or document used which was false in a material particular; or (b) any material information was withheld. (7) Regulations under this section may make provision for regulating the manner in which certificates may be revoked and the notice to be given of such revocation. (26J) (1) A person is guilty of an offence if, for the purpose of procuring a particular decision on an application (whether or not by that person) for the issue of a certificate under section 26H, the person— (a) knowingly or recklessly makes a statement which is false or misleading in a material particular; (b) with intent to deceive, uses any document which is false or misleading in a material particular; or (c) with intent to deceive, withholds any material information. (2) A person guilty of an offence under subsection (1) is liable— (a) on summary conviction, to a fine not exceeding the statutory maximum; or (b) on conviction on indictment, to imprisonment for a term not exceeding two years, or a fine, or both. (3) Notwithstanding section 127 of the Magistrates' Courts Act 1980, a magistrates' court may try an information in respect of an offence under subsection (1) whenever laid. (26K) (1) Where an application is made to a local planning authority for a certificate under section 26H and— (a) the application is refused or is refused in part, or (b) the authority do not give notice to the applicant of their decision on the application within such period as may be prescribed under section 26I or within such extended period as may at any time be agreed in writing between the applicant and the authority, the applicant may by notice appeal to the Secretary of State. (2) A notice of appeal under this section— (a) must be served within such time and in such manner as may be prescribed; (b) must be accompanied by such information as may be prescribed. (3) The time prescribed for the service of a notice of appeal under this section must not be less than— (a) 28 days from the date of notification of the decision on the application; or (b) in the case of an appeal under subsection (1)(b), 28 days from— (i) the end of the period prescribed as mentioned in subsection (1)(b), or (ii) as the case may be, the extended period mentioned in subsection (1)(b). (4) On an appeal under this section, the Secretary of State must grant the appellant a certificate under section 26H or, in the case of a refusal in part, modify the certificate granted by the authority on the application, if and so far as the Secretary of State is satisfied— (a) in the case of an appeal under subsection (1)(a), that the authority's refusal is not well-founded, or (b) in the case of an appeal under subsection (1)(b), that if the authority had refused the application their refusal would not have been well-founded. (5) If and so far as the Secretary of State is satisfied that the authority's refusal is or, as the case may be, would have been well-founded, the Secretary of State must dismiss the appeal. (6) Where the Secretary of State grants a certificate under section 26H on an appeal under this section, the Secretary of State must give notice to the local planning authority of that fact. (7) References in this section to a refusal of an application in part include a modification or substitution of the description in the application of the works concerned. (8) Schedule 3 applies to an appeal under this section.

Osborne estate

62

• (1) Section 1 of the Osborne Estate Act 1902 is amended as follows.

• (2) In subsection (3) (land to be managed in accordance with Crown Lands Act 1851) omit “as if it had been committed to their management under section twenty-two of the Crown Lands Act, 1851”.

• (3) Omit subsection (4)(b) (part of house and grounds to be used for the benefit of officers and their families).

• (4) Omit the following provisions (which relate to land no longer forming part of the Osborne estate)—

• (a) in subsection (3) the words from “and the part” to “Barton House and grounds)”;

• (b) in subsection (4) the words from “And the Commissioners” to the end.

• (5) The Osborne Estate Act 1914 (which gives power to extend the classes of persons who may benefit under section 1(4)(b) of the Osborne Estate Act 1902) is repealed.

Heritage planning regulation

63

Schedule 17 (heritage planning regulation) has effect.

Equality Acts

Commission for Equality and Human Rights

64

• (1) In the Equality Act 2006 omit—

• (a) sections 10(1) and (4) to (8) and 19 (groups);

• (b) section 27 (conciliation).

• (2) In section 12(4)(b) of that Act (monitoring progress: reports every three years) for “three” substitute “ five ”.

• (3) The following subsections make further amendments to the Equality Act 2006.

• (4) In section 7(3) (Scotland: human rights) omit “or 10”.

• (5) In section 9(4) and (5) (human rights) omit “or 10”.

• (6) In section 12 (monitoring progress)—

• (a) in subsection (1)(a) for “the aim specified in section 3” substitute “ the duties specified in sections 8 and 9 ”;

• (b) in subsection (1)(b) for “the development of the society described in section 3” substitute “ changes in society that are consistent with those duties ”.

• (7) In section 13(1) (information, advice etc) for “to 10” substitute “ and 9 ”.

• (8) In section 16(1) (inquiries) for “, 9 and 10” substitute “ and 9 ”.

• (9) In section 17(1) (grants) for “to 10” substitute “ and 9 ”.

• (10) In section 39(4) (orders and regulations) for “10(6), 15(6) or 27(10)” substitute “ 15(6) ”.

• (11) In Schedule 1 (the Commission)—

• (a) in paragraph 39 omit “or 27”;

• (b) omit paragraph 52(1)(a)(v) and (vi) and (b);

• (c) for paragraph 52(3)(b) substitute—

(b) section 8, in so far as it relates to disability, and

;

• (d) in paragraph 52(3)(c) omit “, 27(2) and (3)”.

• (12) The following subsections amend the Equality Act 2010 in consequence of subsection (1).

• (13) In section 118 (time limits)—

• (a) in subsection (2) omit “or (4)”;

• (b) omit subsection (4).

• (14) In Schedule 17 (disabled pupils: enforcement) omit—

• (a) paragraph 4(2) (time limits where dispute referred to conciliation under section 27 of the Equality Act 2006);

• (b) in paragraph 4(2A), “or for conciliation in pursuance of arrangements under section 27 of the Equality Act 2006”.

Equality Act 2010: third party harassment of employees

65

In section 40 of the Equality Act 2010 (employees and applicants: harassment) omit subsections (2) to (4).

Equality Act 2010: obtaining information for proceedings

66

• (1) In the Equality Act 2010, omit section 138 (obtaining information, etc).

• (2) That does not affect section 138 for the purposes of proceedings that relate to a contravention occurring before this section comes into force.

Regulatory Enforcement and Sanctions Act 2008

Primary authorities

67

• (1) Section 22 of the Regulatory Enforcement and Sanctions Act 2008 (scope of Part 2) is amended in accordance with subsections (2) to (5).

• (2) Before subsection (1), insert—

(A1) This Part applies in relation to a person if the Secretary of State is satisfied that the person is within subsection (1) or (1A).

• (3) In subsection (1), for the words from “This Part” to “a person” substitute

A person is within this subsection if— (a) the person

.

• (4) After subsection (1) insert—

(1A) A person (P) is within this subsection if each of the conditions in subsection (1B) is met. (1B) The conditions are— (a) that P carries on an activity in relation to which a local authority exercises a relevant function; (b) that the effect of arrangements made by P with any organisation or other person is that P's approach to compliance, in respect of the relevant function, is one that is shared with another person (Q) who carries on the activity; (c) that— (i) at least one of P and Q carries on the activity in the area of two or more local authorities, or (ii) Q carries on the activity in the area of a local authority in which P does not carry on the activity.

• (5) For subsection (2) substitute—

(2) In this Part, references to “the regulated person” are to a person to whom this Part applies. (3) The Secretary of State may from time to time publish guidance about matters likely to be taken into account for the purposes of subsection (1B)(b). (4) The guidance may be published in such manner as the Secretary of State considers appropriate.

• (6) In section 24 of that Act, after subsection (6) insert—

(7) References in this Part to “the relevant function”, in relation to the regulated person, are to the relevant function by reference to which the Secretary of State is satisfied that the person is within section 22(1) or (1A).

• (7) In section 26(2) of that Act (nomination of primary authorities), for “The Secretary of State” substitute “ Where the Secretary of State has been satisfied that the regulated person is within section 22(1), the Secretary of State ”.

Inspection plans

68

• (1) Section 30 of the Regulatory Enforcement and Sanctions Act 2008 (inspection plans) is amended as follows.

• (2) After subsection (3) insert—

(3A) An inspection plan may require a local authority other than the primary authority, on exercising the function of inspection in relation to the regulated person, to provide the primary authority with a report on its exercise of the function.

• (3) In subsection (7)—

• (a) for the words from the beginning to “exercising” substitute “ Where the primary authority exercises ”;

• (b) after “regulated person” insert “ , it ”.

• (4) After subsection (7) insert—

(7A) A local authority other than the primary authority may not exercise the function of inspection in relation to the regulated person otherwise than in accordance with a plan that has been brought to its notice under subsection (6), unless— (a) it has notified the primary authority in writing of the way in which it proposes to exercise the function in relation to the regulated person, and (b) the primary authority has notified the local authority in writing that it consents to the authority's exercising the function in that way. (7B) Subsection (7C) applies if a primary authority that has been notified by a local authority as described in subsection (7A)(a) fails to notify that authority in writing, within the notification period, whether it consents to the authority's exercising the function of inspection as described in the notification. (7C) The primary authority is to be treated for the purposes of this section, following the expiry of the notification period, as having given the notification of consent described in subsection (7A)(b). (7D) The “notification period”, in subsections (7B) and (7C), is the period of five working days beginning with the first working day after the day on which the notification referred to in subsection (7A)(a) is received by the primary authority. (7E) Where an inspection plan includes a requirement of the type described in subsection (3A), a local authority exercising the function of inspection in relation to the regulated person must provide a report to the primary authority in accordance with the requirement.

• (5) Omit subsection (8).

• (6) In subsection (9) for “(8)” substitute “ (7A)(a) ”.

• (7) After subsection (9) insert—

(9A) A primary authority may, with the consent of the Secretary of State, revoke a plan made by it under this section. (9B) If a primary authority revokes a plan under subsection (9A), it must notify the other local authorities with the function of inspection that the plan is no longer in effect.

• (8) In subsection (10), for “(9)” substitute “ (9B) ”.

• (9) After subsection (10) insert—

(11) In subsection (7D), “working day” means a day other than— (a) a Saturday or Sunday, (b) Christmas Day or Good Friday, or (c) a day which is a bank holiday under the Banking and Financial Dealings Act 1971 in— (i) the part of the United Kingdom where the primary authority is, or (ii) (if different) the part of the United Kingdom where the authority is that has given the notification referred to in subsection (7A)(a).

Miscellaneous

Civil liability for breach of health and safety duties

69

• (1) Section 47 of the Health and Safety at Work etc. Act 1974 (civil liability) is amended as set out in subsections (2) to (7).

• (2) In subsection (1), omit paragraph (b) (including the “or” at the end of that paragraph).

• (3) For subsection (2) substitute—

(2) Breach of a duty imposed by a statutory instrument containing (whether alone or with other provision) health and safety regulations shall not be actionable except to the extent that regulations under this section so provide. (2A) Breach of a duty imposed by an existing statutory provision shall not be actionable except to the extent that regulations under this section so provide (including by modifying any of the existing statutory provisions). (2B) Regulations under this section may include provision for— (a) a defence to be available in any action for breach of the duty mentioned in subsection (2) or (2A); (b) any term of an agreement which purports to exclude or restrict any liability for such a breach to be void.

• (4) In subsection (3), omit the words from “, whether brought by virtue of subsection (2)” to the end.

• (5) In subsection (4)—

• (a) for “and (2)” substitute “ , (2) and (2A) ”, and

• (b) for “(3)” substitute “ (2B)(a) ”.

• (6) Omit subsections (5) and (6).

• (7) After subsection (6) insert—

(7) The power to make regulations under this section shall be exercisable by the Secretary of State.

• (8) Where, on the commencement of this section, there is in force an Order in Council made under section 84(3) of the Health and Safety at Work etc. Act 1974 that applies to matters outside Great Britain any of the provisions of that Act that are amended by this section, that Order is to be taken as applying those provisions as so amended.

• (9) The amendments made by this section do not apply in relation to breach of a duty which it would be within the legislative competence of the Scottish Parliament to impose by an Act of that Parliament.

• (10) The amendments made by this section do not apply in relation to breach of a duty where that breach occurs before the commencement of this section.

Estate agency work

70

In section 1 of the Estate Agents Act 1979 (estate agency work), for subsection (4) substitute—

(4) This Act does not apply to the following things when done by a person who does no other things which fall within subsection (1) above— (a) publishing advertisements or disseminating information; (b) providing a means by which— (i) a person who wishes to acquire or dispose of an interest in land can, in response to such an advertisement or dissemination of information, make direct contact with a person who wishes to dispose of or, as the case may be, acquire an interest in land; (ii) the persons mentioned in sub-paragraph (i) can continue to communicate directly with each other.

Bankruptcy applications: determination by adjudicators

71

• (1) In Part 14 of the Insolvency Act 1986 (public administration (England and Wales)), before section 399 and the cross-heading which precedes it insert—

(398A) (1) The Secretary of State may appoint persons to the office of adjudicator. (2) A person appointed under subsection (1)— (a) is to be paid out of money provided by Parliament such salary as the Secretary of State may direct, (b) holds office on such other terms and conditions as the Secretary of State may direct, and (c) may be removed from office by a direction of the Secretary of State. (3) A person who is authorised to act as an official receiver may not be appointed under subsection (1). (4) The Secretary of State may appoint officers of the Secretary of State's department to assist adjudicators in the carrying out of their functions.

• (2) In Part 9 of that Act (bankruptcy), before Chapter 1 insert the Chapter set out in Schedule 18 (adjudicators: bankruptcy applications by debtors and bankruptcy orders).

• (3) Schedule 19 (adjudicators: minor and consequential amendments) has effect.

Abolition of Agricultural Wages Board and related English bodies

72

• (1) The Agricultural Wages Board for England and Wales is abolished.

• (2) Every agricultural wages committee for an area in England is abolished.

• (3) Every agricultural dwelling-house advisory committee for an area in England is abolished.

• (4) Schedule 20 (abolition of Agricultural Wages Board and related English bodies: consequential provision) has effect.

Unnecessary regulation: miscellaneous

73

Schedule 21 (unnecessary regulation: miscellaneous) has effect.

PART 6 — Miscellaneous and general

Copyright and rights in performances

Exploitation of design derived from artistic work

74

• (1) The Copyright, Designs and Patents Act 1988 is amended as follows.

• (2) Omit section 52 (effect of exploitation of design derived from artistic work).

• (3) In consequence omit the following—

• (a) section 79(4)(g);

• (b) in Schedule 1 paragraph 20.

Penalties under provision amending exceptions: copyright and rights in performances

75

Paragraph 1(1)(d) of Schedule 2 to the European Communities Act 1972 (limitation on criminal penalties) does not apply for the purposes of provision under section 2(2) of that Act amending—

• (a) Chapter 3 of Part 1 of the Copyright, Designs and Patents Act 1988 (acts permitted in relation to copyright works), or

• (b) Schedule 2 to that Act (rights in performances: permitted acts).

Power to reduce duration of copyright in transitional cases

76

• (1) Section 170 of the Copyright, Designs and Patents Act 1988 (transitional provisions and savings) is amended as follows.

• (2) At the beginning insert “ (1) ”.

• (3) At the end insert—

(2) The Secretary of State may by regulations amend Schedule 1 to reduce the duration of copyright in existing works which are unpublished, other than photographs or films. (3) The regulations may provide for the copyright to expire— (a) with the end of the term of protection of copyright laid down by Directive 2006/116/EC or at any later time; (b) subject to that, on the commencement of the regulations or at any later time. (4) “Existing works” has the same meaning as in Schedule 1. (5) Regulations under subsection (2) may— (a) make different provision for different purposes; (b) make supplementary or transitional provision; (c) make consequential provision, including provision amending any enactment or subordinate legislation passed or made before that subsection comes into force. (6) The power to make regulations under subsection (2) is exercisable by statutory instrument. (7) A statutory instrument containing regulations under subsection (2) may not be made unless a draft of the instrument has been laid before and approved by resolution of each House of Parliament.

Licensing of copyright and performers’ rights

77

• (1) The Copyright, Designs and Patents Act 1988 is amended as follows.

• (2) In section 116 (licensing schemes and licensing bodies) after subsection (4) insert—

(5) Schedule A1 confers powers to provide for the regulation of licensing bodies.

• (3) After section 116 insert—

(116A) (1) The Secretary of State may by regulations provide for the grant of licences in respect of works that qualify as orphan works under the regulations. (2) The regulations may— (a) specify a person or a description of persons authorised to grant licences, or (b) provide for a person designated in the regulations to specify a person or a description of persons authorised to grant licences (3) The regulations must provide that, for a work to qualify as an orphan work, it is a requirement that the owner of copyright in it has not been found after a diligent search made in accordance with the regulations. (4) The regulations may provide for the granting of licences to do, or authorise the doing of, any act restricted by copyright that would otherwise require the consent of the missing owner. (5) The regulations must provide for any licence— (a) to have effect as if granted by the missing owner; (b) not to give exclusive rights; (c) not to be granted to a person authorised to grant licences. (6) The regulations may apply to a work although it is not known whether copyright subsists in it, and references to a missing owner and a right or interest of a missing owner are to be read as including references to a supposed owner and a supposed right or interest. (116B) (1) The Secretary of State may by regulations provide for a licensing body that applies to the Secretary of State under the regulations to be authorised to grant copyright licences in respect of works in which copyright is not owned by the body or a person on whose behalf the body acts. (2) An authorisation must specify— (a) the types of work to which it applies, and (b) the acts restricted by copyright that the licensing body is authorised to license. (3) The regulations must provide for the copyright owner to have a right to limit or exclude the grant of licences by virtue of the regulations. (4) The regulations must provide for any licence not to give exclusive rights. (5) In this section “copyright licences” has the same meaning as in section 116. (6) Nothing in this section applies in relation to Crown copyright or Parliamentary copyright. (116C) (1) This section and section 116D apply to regulations under sections 116A and 116B. (2) The regulations may provide for a body to be or remain authorised to grant licences only if specified requirements are met, and for a question whether they are met to be determined by a person, and in a manner, specified in the regulations. (3) The regulations may specify other matters to be taken into account in any decision to be made under the regulations as to whether to authorise a person to grant licences. (4) The regulations must provide for the treatment of any royalties or other sums paid in respect of a licence, including— (a) the deduction of administrative costs; (b) the period for which sums must be held; (c) the treatment of sums after that period (as bona vacantia or otherwise). (5) The regulations must provide for circumstances in which an authorisation to grant licences may be withdrawn, and for determining the rights and obligations of any person if an authorisation is withdrawn. (6) The regulations may include other provision for the purposes of authorisation and licensing, including in particular provision— (a) for determining the rights and obligations of any person if a work ceases to qualify as an orphan work (or ceases to qualify by reference to any copyright owner), or if a rights owner exercises the right referred to in section 116B(3), while a licence is in force; (b) about maintenance of registers and access to them; (c) permitting the use of a work for incidental purposes including an application or search; (d) for a right conferred by section 77 to be treated as having been asserted in accordance with section 78; (e) for the payment of fees to cover administrative expenses. (116D) (1) The power to make regulations includes power— (a) to make incidental, supplementary or consequential provision, including provision extending or restricting the jurisdiction of the Copyright Tribunal or conferring powers on it; (b) to make transitional, transitory or saving provision; (c) to make different provision for different purposes. (2) Regulations under any provision may amend this Part, or any other enactment or subordinate legislation passed or made before that provision comes into force, for the purpose of making consequential provision or extending or restricting the jurisdiction of the Copyright Tribunal or conferring powers on it. (3) Regulations may make provision by reference to guidance issued from time to time by any person. (4) The power to make regulations is exercisable by statutory instrument. (5) A statutory instrument containing regulations may not be made unless a draft of the instrument has been laid before and approved by a resolution of each House of Parliament.

• (4) Schedule 22 (which inserts Schedule A1 to the Copyright, Designs and Patents Act 1988 and makes provision in relation to performers' rights corresponding to provision made by this section in relation to copyright) has effect.

Penalties under provision implementing Directive on term of protection

78

Paragraph 1(1)(d) of Schedule 2 to the European Communities Act 1972 (limitation on criminal penalties) does not apply for the purposes of provision under section 2(2) of that Act implementing Directive 2011/77/EU amending Directive 2006/116/EC on the term of protection of copyright and certain related rights.

Payments to directors of quoted companies

Members’ approval of directors’ remuneration policy

79

• (1) In section 421 of the Companies Act 2006 (contents of directors' remuneration report) after subsection (2) insert—

(2A) The regulations must provide that any information required to be included in the report as to the policy of the company with respect to the making of remuneration payments and payments for loss of office (within the meaning of Chapter 4A of Part 10) is to be set out in a separate part of the report.

• (2) After section 422 of that Act (approval and signing of directors' remuneration report) insert—

(422A) (1) The directors' remuneration policy contained in a company's directors' remuneration report may be revised. (2) Any such revision must be approved by the board of directors. (3) The policy as so revised must be set out in a document signed on behalf of the board by a director or the secretary of the company. (4) Regulations under section 421(1) may make provision as to— (a) the information that must be contained in a document setting out a revised directors' remuneration policy, and (b) how information is to be set out in the document. (5) Sections 422(2) and (3), 454, 456 and 463 apply in relation to such a document as they apply in relation to a directors' remuneration report. (6) In this section, “directors' remuneration policy” means the policy of a company with respect to the matters mentioned in section 421(2A).

• (3) In section 439 of that Act (quoted companies: members' approval of directors' remuneration report), in subsection (1), at the end insert “other than the part containing the directors' remuneration policy (as to which see section 439A).”

• (4) After that section insert—

(439A) (1) A quoted company must give notice of the intention to move, as an ordinary resolution, a resolution approving the relevant directors' remuneration policy— (a) at the accounts meeting held in the first financial year which begins on or after the day on which the company becomes a quoted company, and (b) at an accounts or other general meeting held no later than the end of the period of three financial years beginning with the first financial year after the last accounts or other general meeting in relation to which notice is given under this subsection. (2) A quoted company must give notice of the intention to move at an accounts meeting, as an ordinary resolution, a resolution approving the relevant directors' remuneration policy if— (a) a resolution required to be put to the vote under section 439 was not passed at the last accounts meeting of the company, and (b) no notice under this section was given in relation to that meeting or any other general meeting held before the next accounts meeting. (3) Subsection (2) does not apply in relation to a quoted company before the first meeting in relation to which it gives notice under subsection (1). (4) A notice given under subsection (2) is to be treated as given under subsection (1) for the purpose of determining the period within which the next notice under subsection (1) must be given. (5) Notice of the intention to move a resolution to which this section applies must be given, prior to the meeting in question, to the members of the company entitled to be sent notice of the meeting. (6) Subsections (2) to (4) of section 439 apply for the purposes of a resolution to which this section applies as they apply for the purposes of a resolution to which section 439 applies, with the modification that, for the purposes of a resolution relating to a general meeting other than an accounts meeting, subsection (3) applies as if for “accounts meeting” there were substituted “ general meeting ”. (7) For the purposes of this section, the relevant directors' remuneration policy is— (a) in a case where notice is given in relation to an accounts meeting, the remuneration policy contained in the directors' remuneration report in respect of which a resolution under section 439 is required to be put to the vote at that accounts meeting; (b) in a case where notice is given in relation to a general meeting other than an accounts meeting— (i) the remuneration policy contained in the directors' remuneration report in respect of which such a resolution was required to be put to the vote at the last accounts meeting to be held before that other general meeting, or (ii) where that policy has been revised in accordance with section 422A, the policy as so revised. (8) In this section— (a) “accounts meeting” means a general meeting of the company before which the company's annual accounts for a financial year are to be laid; (b) “directors' remuneration policy” means the policy of the company with respect to the matters mentioned in section 421(2A).

Restrictions on payments to directors

80

After section 226 of the Companies Act 2006 insert—

(226A) (1) In this Chapter— - “directors' remuneration policy” means the policy of a quoted company with respect to the making of remuneration payments and payments for loss of office; - “quoted company” has the same meaning as in Part 15 of this Act; - “remuneration payment” means any form of payment or other benefit made to or otherwise conferred on a person as consideration for the person— 1. holding, agreeing to hold or having held office as director of a company, or 2. holding, agreeing to hold or having held, during a period when the person is or was such a director— 1. any other office or employment in connection with the management of the affairs of the company, or 2. any office (as director or otherwise) or employment in connection with the management of the affairs of any subsidiary undertaking of the company, - “payment for loss of office” has the same meaning as in Chapter 4 of this Part. (2) Subsection (3) applies where, in connection with a relevant transfer, a director of a quoted company is— (a) to cease to hold office as director, or (b) to cease to be the holder of— (i) any other office or employment in connection with the management of the affairs of the company, or (ii) any office (as director or otherwise) or employment in connection with the management of the affairs of any subsidiary undertaking of the company. (3) If in connection with the transfer— (a) the price to be paid to the director for any shares in the company held by the director is in excess of the price which could at the time have been obtained by other holders of like shares, or (b) any valuable consideration is given to the director by a person other than the company, the excess or, as the case may be, the money value of the consideration is taken for the purposes of section 226C to have been a payment for loss of office. (4) In subsection (2), “relevant transfer” means— (a) a transfer of the whole or any part of the undertaking or property of the company or a subsidiary of the company; (b) a transfer of shares in the company, or in a subsidiary of the company, resulting from a takeover bid. (5) References in this Chapter to the making of a remuneration payment or to the making of a payment for loss of office are to be read in accordance with this section. (6) References in this Chapter to a payment by a company include a payment by another person at the direction of, or on behalf of, the company. (7) References in this Chapter to a payment to a person (“B”) who is, has been or is to be a director of a company include— (a) a payment to a person connected with B, or (b) a payment to a person at the direction of, or for the benefit of, B or a person connected with B. (8) Section 252 applies for the purposes of determining whether a person is connected with a person who has been, or is to be, a director of a company as it applies for the purposes of determining whether a person is connected with a director. (9) References in this Chapter to a director include a shadow director but references to loss of office as a director do not include loss of a person's status as a shadow director. (226B) (1) A quoted company may not make a remuneration payment to a person who is, or is to be or has been, a director of the company unless— (a) the payment is consistent with the approved directors' remuneration policy, or (b) the payment is approved by resolution of the members of the company. (2) The approved directors' remuneration policy is the most recent remuneration policy to have been approved by a resolution passed by the members of the company in general meeting. (226C) (1) No payment for loss of office may be made by any person to a person who is, or has been, a director of a quoted company unless— (a) the payment is consistent with the approved directors' remuneration policy, or (b) the payment is approved by resolution of the members of the company. (2) The approved directors' remuneration policy is the most recent remuneration policy to have been approved by a resolution passed by the members of the company in general meeting. (226D) (1) A resolution approving a payment for the purposes of section 226B(1)(b) or 226C(1)(b) must not be passed unless a memorandum setting out particulars of the proposed payment (including its amount) is made available for inspection by the members of the company— (a) at the company's registered office for not less than 15 days ending with the date of the meeting at which the resolution is to be considered, and (b) at that meeting itself. (2) The memorandum must explain the ways in which the payment is inconsistent with the approved directors' remuneration policy (within the meaning of the section in question). (3) The company must ensure that the memorandum is made available on the company's website from the first day on which the memorandum is made available for inspection under subsection (1) until its next accounts meeting. (4) Failure to comply with subsection (3) does not affect the validity of the meeting at which a resolution is passed approving a payment to which the memorandum relates or the validity of anything done at the meeting. (5) Nothing in section 226B or 226C authorises the making of a remuneration payment or (as the case may be) a payment for loss of office in contravention of the articles of the company concerned. (6) Nothing in section 226B or 226C applies in relation to a remuneration payment or (as the case may be) a payment for loss of office made to a person who is, or is to be or has been, a director of a quoted company before the earlier of— (a) the end of the first financial year of the company to begin on or after the day on which it becomes a quoted company, and (b) the date from which the company's first directors' remuneration policy to be approved under section 439A takes effect. (7) In this section the “company's website” is the website on which the company makes material available under section 430. (226E) (1) An obligation (however arising) to make a payment which would be in contravention of section 226B or 226C has no effect. (2) If a payment is made in contravention of section 226B or 226C— (a) it is held by the recipient on trust for the company or other person making the payment, and (b) in the case of a payment by a company, any director who authorised the payment is jointly and severally liable to indemnify the company that made the payment for any loss resulting from it. (3) If a payment for loss of office is made in contravention of section 226C to a director of a quoted company in connection with the transfer of the whole or any part of the undertaking or property of the company or a subsidiary of the company— (a) subsection (2) does not apply, and (b) the payment is held by the recipient on trust for the company whose undertaking or property is or is proposed to be transferred. (4) If a payment for loss of office is made in contravention of section 226C to a director of a quoted company in connection with a transfer of shares in the company, or in a subsidiary of the company, resulting from a takeover bid— (a) subsection (2) does not apply, (b) the payment is held by the recipient on trust for persons who have sold their shares as a result of the offer made, and (c) the expenses incurred by the recipient in distributing that sum amongst those persons shall be borne by the recipient and not retained out of that sum. (5) If in proceedings against a director for the enforcement of a liability under subsection (2)(b)— (a) the director shows that he or she has acted honestly and reasonably, and (b) the court considers that, having regard to all the circumstances of the case, the director ought to be relieved of liability, the court may relieve the director, either wholly or in part, from liability on such terms as the court thinks fit. (226F) (1) This Chapter does not affect any requirement for approval by a resolution of the members of a company which applies in relation to the company under Chapter 4. (2) Where the making of a payment to which section 226B or 226C applies requires approval by a resolution of the members of the company concerned under Chapter 4, approval obtained for the purposes of that Chapter is to be treated as satisfying the requirements of section 226B(1)(b) or (as the case may be) 226C(1)(b).

Payments to directors: minor and consequential amendments

81

• (1) The Companies Act 2006 is amended as follows.

• (2) In section 180 (consent, approval or authorisation by members)—

• (a) in subsection (2), in the words before paragraph (a)—

• (i) after “Chapter 4” insert “ or 4A ”, and

• (ii) for “that Chapter” substitute “ either of those Chapters ”,

• (b) in that subsection, in paragraph (a), for “that Chapter” substitute “ the Chapter concerned ”, and

• (c) in subsection (3), after “Chapter 4” insert “ or 4A ”.

• (3) In section 190 (substantial property transactions: requirement of members' approval), in subsection (6)(b), for the words in brackets substitute “ (payments to which the requirements of Chapter 4 or 4A apply) ”.

• (4) In section 215 (payments for loss of office), after subsection (4) insert—

(5) Nothing in this section or sections 216 to 222 applies in relation to a payment for loss of office to a director of a quoted company other than a payment to which section 226C does not apply by virtue of section 226D(6).

• (5) Section 430 (quoted companies: annual accounts and reports to be made available on website) is amended as follows.

• (6) After subsection (2) insert—

(2A) If the directors' remuneration policy of a quoted company is revised in accordance with section 422A, the company must ensure that the revised policy is made available on the website on which its annual accounts and reports are made available. (2B) If a person ceases to be a director of a quoted company, the company must ensure that the following information is made available on the website on which its annual accounts and reports are made available— (a) the name of the person concerned, (b) particulars of any remuneration payment (within the meaning of Chapter 4A of Part 10) made or to be made to the person after ceasing to be a director, including its amount and how it was calculated, and (c) particulars of any payment for loss of office (within the meaning of that Chapter) made or to be made to the person, including its amount and how it was calculated.

• (7) In subsection (3) —

• (a) for “the annual accounts and reports on the website” substitute “ the material made available on the website under subsections (1) to (2B) ”, and

• (b) for “the annual accounts and reports from” substitute “ such material from ”.

• (8) After subsection (4) insert—

(4A) Where subsection (2A) or (2B) applies, the material in question— (a) must be made available as soon as reasonably practicable, and (b) must be kept available until the next directors' remuneration report of the company is made available on the website.

• (9) In subsection (5)—

• (a) in the words before paragraph (a), for the words from “the annual accounts and reports” to “that period” substitute “ material available on a website throughout the period mentioned in subsection (4) or (as the case may be) (4A) ”, and

• (b) in paragraph (a) for “the annual accounts and reports are” substitute “ the material is ”.

• (10) In section 440 (quoted companies: offences in connection with procedure for approval)—

• (a) in subsection (1) —

• (i) after “section 439(1)” insert “ or 439A(1) or (2) ”, and

• (ii) in the words in brackets, after “report” insert “ or policy ”,

• (b) in subsection (2), for “the accounts meeting” substitute “ the meeting to which it relates ”, and

• (c) in subsection (5), omit the definition of “the accounts meeting”.

• (11) In Schedule 8 (in the index of defined expressions), at the appropriate places insert—

directors' remuneration policy (in Chapter 4A of Part 10)	section 226A(1)
payment for loss of office (in Chapter 4A of Part 10)	section 226A(1)
---	---
remuneration payment (in Chapter 4A of Part 10)	section 226A(1)
---	---

.

• (12) In that Schedule, after “quoted company”, insert—

— in Chapter 4A of Part 10	section 226A(1)

.

Payments to directors: transitional provision

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• (1) In relation to a company that is a quoted company immediately before the day on which section 79 of this Act comes into force, section 439A(1)(a) of the Companies Act 2006 (as inserted by section 79(4) of this Act) applies as if—

• (a) the reference to the day on which the company becomes a quoted company were a reference to the day on which section 79 of this Act comes into force, and

• (b) at the end of the paragraph (but before the “, and”) there were inserted “or at an earlier general meeting”.

• (2) In relation to a company that is a quoted company immediately before the day on which section 79 of this Act comes into force, section 226D(6)(a) of the Companies Act 2006 (as inserted by section 80 of this Act) applies as if the reference to the day on which the company becomes a quoted company were a reference to the day on which section 79 of this Act comes into force.

• (3) Chapter 4A of Part 10 of the Companies Act 2006 does not apply in relation to remuneration payments or payments for loss of office that are required to be made under an agreement entered into before 27 June 2012 or in consequence of any other obligation arising before that date.

• (4) An agreement entered into, or any other obligation arising, before 27 June 2012 that is modified or renewed on or after that date is to be treated for the purposes of subsection (3) as having been entered into or (as the case may be) as having arisen on the date on which it was modified or renewed.

• (5) The amendment made by section 81(4) does not apply in relation to a payment for loss of office to which subsection (3) of this section applies.

Redress schemes: lettings and property management agents

Redress schemes: lettings agency work

83

• (1) The Secretary of State may by order require persons who engage in lettings agency work to be members of a redress scheme for dealing with complaints in connection with that work which is either—

• (a) a redress scheme approved by the Secretary of State, or

• (b) a government administered redress scheme.

• (2) A “redress scheme” is a scheme which provides for complaints against members of the scheme to be investigated and determined by an independent person.

• (3) A “government administered redress scheme” means a redress scheme which is—

• (a) administered by or on behalf of the Secretary of State, and

• (b) designated for the purposes of the order by the Secretary of State.

• (4) The order may provide for the duty mentioned in subsection (1) to apply—

• (a) only to specified descriptions of persons who engage in lettings agency work;

• (b) only in relation to specified descriptions of such work.

• (5) The order may also provide for the duty not to apply in relation to complaints of any specified description (which may be framed by reference to a description of person making a complaint).

• (6) Before making the order, the Secretary of State must be satisfied that all persons who are to be subject to the duty will be eligible to join a redress scheme before the duty applies to them.

• (7) In this section, “lettings agency work” means things done by any person in the course of a business in response to instructions received from—

• (a) a person seeking to find another person wishing to rent a dwelling-house in England under a domestic tenancy and, having found such a person, to grant such a tenancy (“a prospective landlord”);