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Energy Act 2023

Type Public General Act

Publication 2023-10-26

Last updated 2026-04-06

State In force

Department Statute Law Database

Source legislation.gov.uk

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(b) for the purpose of facilitating the carrying on by the ISOP of any of its functions.

(2) Where a transferor is entitled to compensation by virtue of sub-paragraph (1), the amount of compensation is to be the amount—

(a) agreed by the Secretary of State and the transferor, or

(b) in the absence of such agreement, determined by an independent valuer.

(3) For the purposes of sub-paragraph (2) an independent valuer must be appointed—

(a) by the Secretary of State and the transferor, or

(b) in the absence of such agreement, by the Secretary of State on behalf of both the Secretary of State and the transferor.

(4) The Secretary of State may by regulations make provision—

(a) for determining when there is an absence of agreement for the purposes of sub-paragraph (2)(b) or (3)(b);

(b) about the procedure to be followed by an independent valuer in making a determination for the purposes of sub-paragraph (2)(b) (“a compensation determination”);

(c) specifying matters to which an independent valuer must have regard, or assumptions that an independent valuer must apply, in making a compensation determination;

(d) for an independent valuer to require the Secretary of State or the transferor to provide such information to the independent valuer as the independent valuer reasonably requires for the purposes of making a compensation determination;

(e) for an independent valuer’s determination to be binding on the Secretary of State and the transferor for the period specified in or determined under the regulations;

(f) about remuneration and expenses of an independent valuer;

(g) about enforcement of requirements imposed by the regulations.

(5) Regulations under sub-paragraph (4) may confer a discretion on a person.

Taxation

9

(1) The Treasury may by regulations make provision varying the way in which a relevant tax has effect in relation to—

(a) anything transferred, acquired or disposed of under a transfer scheme, or

(b) anything done for the purposes of, or in relation to, a transfer under a transfer scheme.

(2) The provision that may be made under sub-paragraph (1)(a) includes, in particular, provision for—

(a) a tax provision not to apply, or to apply with modifications, in relation to anything transferred;

(b) anything transferred to be treated in a specified way for the purposes of a tax provision;

(c) the Secretary of State to be required or permitted to determine, or to specify the method for determining, anything that needs to be determined for the purposes of any tax provision so far as relating to anything transferred.

(3) The provision that may be made under sub-paragraph (1)(b) includes, in particular, provision for—

(a) a tax provision not to apply, or to apply with modifications, in relation to anything done for the purposes of, or in relation to, the transfer;

(b) anything done for the purposes of, or in relation to, the transfer to have or not have a specified consequence or be treated in a specified way;

(c) the Secretary of State to be required or permitted to determine, or to specify the method for determining, anything that needs to be determined for the purposes of any tax provision so far as relating to anything done for the purposes of, or in relation to, the transfer.

(4) A statutory instrument containing regulations under this paragraph is subject to annulment in pursuance of a resolution of the House of Commons.

(5) In this paragraph—

“relevant tax” means income tax, corporation tax, capital gains tax, stamp duty, stamp duty reserve tax, stamp duty land tax or value added tax;

“tax provision” means any provision—about a relevant tax, andmade by an enactment.

Power to amend transfer scheme

10

(1) The Secretary of State may amend a transfer scheme if the Secretary of State considers that the amendment is appropriate—

(a) in preparation for or in connection with the designation of a person under section 162 (1),

(b) for the purpose of enabling the ISOP to carry out any of its functions, or

(2) The power under sub-paragraph (1) is not exercisable in relation to a transfer scheme after the end of the period of 12 months beginning with the day on which the scheme takes effect.

(3) Paragraphs 2to 7 apply in relation to the amendment of a transfer scheme as they apply in relation to a transfer scheme.

(4) A transfer scheme may provide for a transferor or transferee under the scheme to be entitled to compensation in consequence of the amendment of the scheme.

(5) Paragraph 8 (2) to (5) applies (with any necessary modifications) in relation to an entitlement to compensation under sub-paragraph (4) as it applies in relation to an entitlement to compensation under paragraph 8 (1).

National Security and Investment Act 2021

11

The making of a transfer scheme is not a trigger event for the purposes of the National Security and Investment Act 2021.

Part 2 — Other provision about transfers and designation

Provision of information or assistance

12

(1) The Secretary of State may direct a person within sub-paragraph (2) to provide the Secretary of State with such specified information or assistance as the Secretary of State may reasonably require—

(a) in preparation for or in connection with the designation of a person under section 162 (1), or

(b) in connection with the making of a transfer scheme.

(2) A person is within this sub-paragraph if—

(a) property, rights or liabilities are likely to be transferred from or to the person by a transfer scheme, or

(b) the person is a body corporate that is likely to be transferred under a transfer scheme.

(3) The Secretary of State may direct a person (other than a person within sub-paragraph (2)) to provide the Secretary of State with such specified information or assistance as the Secretary of State may reasonably require in preparation for or in connection with the designation of a person under section 162 (1).

(4) A direction under sub-paragraph (1) or (3) must—

(a) be in writing, and

(b) specify the sub-paragraph under which it is given.

(5) The power to give a direction under sub-paragraph (3) ceases to be exercisable—

(a) at the end of the period of 3 years beginning with the time from which the first designation under section 162 (1) has effect, or

(b) if at any time before the end of that period a transfer scheme is made under paragraph 1 (1), at the end of the period of 3 years beginning with the date (or, if there is more than one, the first date) from which the transfer of property, rights or liabilities under the scheme takes effect.

(6) A person to whom a direction is given under sub-paragraph (1) or (3) must, so far as reasonably practicable, provide the Secretary of State with the specified information or assistance—

(a) within the specified period, and

(b) in the specified form and manner.

(7) A direction under sub-paragraph (1) or (3) is enforceable by the Secretary of State in civil proceedings—

(a) for an injunction,

(b) for specific performance of a statutory duty under section 45 of the Court of Session Act 1988, or

(8) The Secretary of State—

(a) must reimburse a person in respect of costs reasonably incurred by the person in complying with a direction under sub-paragraph (1) or (3);

(b) may reimburse a person in respect of costs reasonably incurred by the person in complying with a request (whether made before or after the day on which this Act is passed) to provide the Secretary of State with information reasonably required by the Secretary of State for a purpose mentioned in sub-paragraph (1)(a) or (b).

(9) In this paragraph—

“assistance” includes assistance provided in a country or territory other than the United Kingdom;

“information” includes documents;

“specified” means specified in the direction.

Co-operation

13

(1) A person within sub-paragraph (2) must co-operate with, and so far as practicable must not take any step that may reasonably be expected to impede, the Secretary of State in relation to the doing of anything by the Secretary of State—

(a) in preparation for or in connection with the first designation of a person under section 162 (1), or

(b) in connection with the making of a transfer scheme.

(2) The persons within this sub-paragraph are—

(a) National Grid plc and its associates (within the meaning of section 1152 of the Companies Act 2006);

(b) any person who, at any time during the period mentioned in sub-paragraph (3), has acquired property, rights or liabilities from a person within paragraph (a) (whether or not as a result of a transfer scheme under paragraph 1).

(3) The period mentioned in sub-paragraph (2)(b) is the period beginning on 20 July 2021 and ending with the first designation of a person under section 162 (1).

Reimbursement and compensation: further provision

14

(1) The Secretary of State may reimburse a person in respect of expenditure reasonably incurred by the person—

(a) in preparation for or in connection with the designation of a person under section 162 (1), or

(b) in connection with the making of a transfer scheme.

(2) The Secretary of State may make regulations providing for the payment of compensation by the Secretary of State to a person (other than the transferor in relation to a transfer scheme) who has suffered loss or damage in consequence of anything done by the Secretary of State in preparation for or in connection with the designation of a person under section 162 (1).

Schedule 10

Introductory

1

(1) In this Schedule—

“active member” has the same meaning as in section 124(1) of the Pensions Act 1995;

“associate” has the same meaning as in section 1152 of the Companies Act 2006;

“member” has the same meaning as in section 124(1) of the Pensions Act 1995;

“prescribed” means prescribed by regulations made by the Secretary of State;

“qualifying accrued rights” means—any right which, at the relevant time, has accrued to or in respect of a qualifying member of a qualifying pension scheme to future benefits under the scheme,any entitlement under a qualifying pension scheme to the present payment of a pension or other benefit that a qualifying member of the scheme has at the relevant time, orany entitlement to benefits, or rights to future benefits, under a qualifying pension scheme that a person who has survived a qualifying member of the scheme has at the relevant time in respect of the member;

“qualifying member”, in relation to a qualifying pension scheme, means a person who is or has been a member of the scheme;

“qualifying pension scheme” means a pension scheme that provides for the payment of pensions or other benefits to or in respect of employees or former employees of—a transferor in relation to a transfer scheme under paragraph 1 of Schedule 9, oran associate of such a transferor;

“the relevant time” means the time immediately before the prescribed date (which may be before the passing of this Act).

(2) For the purposes of the definition of “qualifying accrued rights” in sub-paragraph (1)—

(a) references to pensions or other benefits (including future benefits) include money purchase benefits;

(b) references to a right include a pension credit right.

(3) In the event that a section of a qualifying pension scheme is constituted as a separate pension scheme the members of which consist of or include persons who are qualifying members of the qualifying pension scheme, any reference in this Schedule to the qualifying pension scheme includes a reference to that separate pension scheme.

Participation in qualifying pension schemes and transfer of assets and rights

2

(1) The Secretary of State may by regulations make such pensions provision as the Secretary of State considers appropriate—

(a) in preparation for or in connection with the designation of a person under section 162 (1), or

(b) otherwise in connection with the making of a transfer scheme under paragraph 1 of Schedule 9.

(2) “Pensions provision” means provision in connection with a qualifying pension scheme, including provision for—

(a) enabling an entity to which sub-paragraph (3) applies to participate in the scheme;

(b) the division of the scheme into different sections;

(c) the participation in the different sections of different persons (including entities to which sub-paragraph (3) applies);

(d) the allocation of assets, rights, liabilities or obligations between the different sections;

(e) the transfer of assets and qualifying accrued rights from the scheme to another pension scheme (whether or not a qualifying pension scheme), without the need for any approval or consent to the transfer;

(f) the valuation of assets and qualifying accrued rights in accordance with provision made by the regulations, for the purposes of their allocation to a particular section or for the purposes of their transfer as mentioned in paragraph (e);

(g) the discharge of liabilities in respect of qualifying accrued rights that are transferred.

(3) This sub-paragraph applies to the following entities—

(a) the ISOP;

(b) an associate of the ISOP;

(i) whose contract of employment is transferred by a transfer scheme under paragraph 1 of Schedule 9, and

(ii) who is an active member of the qualifying pension scheme at the relevant time.

(4) Regulations under sub-paragraph (1) may have retrospective effect.

(5) Before making regulations under sub-paragraph (1), the Secretary of State must consult—

(a) the trustee of the qualifying pension scheme or schemes in question, and

(b) the person who is the principal employer in relation to that scheme or those schemes.

Amendment of qualifying pension schemes

3

(1) The Secretary of State may by regulations make such amendments of a qualifying pension scheme as the Secretary of State considers appropriate—

(a) in preparation for or in connection with the designation of a person under section 162 (1),

(b) otherwise in connection with the making of a transfer scheme under paragraph 1 of Schedule 9, or

(2) The provision that may be made under sub-paragraph (1) includes—

(a) provision authorising or requiring the amount of pensions or other benefits payable to or in respect of qualifying members of the scheme to be determined in particular circumstances by reference to pensionable service under the scheme in question before and after the relevant time;

(b) provision for the transfer out of assets, rights, liabilities or obligations from one or more new sections of a qualifying pension scheme to another pension scheme (whether or not a qualifying pension scheme);

(c) provision for the transfer in of assets, rights, liabilities or obligations to one or more new sections of one qualifying pension scheme from one or more new sections of another qualifying pension scheme.

(3) Regulations under sub-paragraph (1) may have retrospective effect.

(4) Before making regulations under sub-paragraph (1), the Secretary of State must consult—

(a) the trustee of the qualifying pension scheme being amended, and

(b) the person who is the principal employer in relation to that scheme.

(5) In this paragraph—

(a) the reference to making amendments of a qualifying pension scheme includes a reference to amending the trust deed or rules of that scheme or any other instrument relating to the constitution, management or operation of the scheme;

(b) references to a “new” section of a qualifying pension scheme are to one of the sections into which the scheme is divided by regulations under paragraph 2 (1);

Protection against adverse treatment

4

(1) When exercising the power to make regulations under paragraph 2 or 3, the Secretary of State must ensure that the following requirements are met in respect of each person who is or has been a qualifying member of a qualifying pension scheme—

(a) the general scheme requirement;

(b) where the regulations relate to a person’s rights or entitlements to money purchase benefits other than pensions in payment, the money purchase requirement.

(2) The general scheme requirement is that the provision for the payment of pensions or other benefits that is contained in a qualifying pension scheme or any other pension scheme to which a transfer is made by virtue of paragraph 2 (2)(e) is, in all material respects, at least as good immediately after the exercise of the power as it is immediately before its exercise.

(3) The money purchase requirement is that the value of the rights or entitlements to money purchase benefits, other than pensions in payment, that a person has under a qualifying pension scheme or any other pension scheme to which a transfer is made by virtue of paragraph 2 (2)(e) immediately after, and as a result of, the exercise of the power is at least equivalent to the value of the person’s rights or entitlements before its exercise.

(4) Nothing in sub-paragraph (1) requires—

(a) the different sections (if any) of a qualifying pension scheme to be established in a particular way,

(b) particular provisions of the sections, or of a pension scheme to which a transfer is made by virtue of paragraph 2 (2)(e), to take the same or similar form, or

(c) any power or duty conferred or imposed by a qualifying pension scheme to be exercised or performed in a particular way.

(5) The power of the Secretary of State to amend a qualifying pension scheme may not be exercised in any way that would or might adversely affect any provision of the scheme made in respect of qualifying accrued rights unless—

(a) the applicable consent requirements are satisfied in respect of the exercise of the power in that way, or

(b) the scheme is amended in the prescribed manner.

(6) The applicable consent requirements are the requirements that apply in relation to obtaining the consent of members of the scheme to its amendment (including any such requirements set out in the trust deed or rules of the scheme).

Information and assistance

5

(1) The Secretary of State may direct a person within sub-paragraph (3) to provide the Secretary of State with—

(a) such specified pensions information, or

(b) such specified assistance,

as the Secretary of State may reasonably require in preparation for or in connection with the exercise of a power conferred on the Secretary of State by this Schedule.

(2) “Pensions information” means information that—

(a) relates to pensions or other benefits under a qualifying pension scheme, or

(b) relates to the administration of a qualifying pension scheme in respect of pensions or other benefits under the scheme.

(3) The following persons are within this sub-paragraph—

(a) the trustee of a qualifying pension scheme;

(b) any person who exercises functions on behalf of a person within paragraph (a);

(4) The power under sub-paragraph (1) ceases to be exercisable—

(a) at the end of the period of 3 years beginning with the time from which the first designation under section 162 (1) has effect, or

(b) if at any time before the end of that period a transfer scheme is made under paragraph 1 (1) of Schedule 9, at the end of the period of 3 years beginning with the date (or, if there is more than one, the first date) from which the transfer of property, rights or liabilities under the scheme takes effect.

(5) A person to whom a direction is given under sub-paragraph (1) must, so far as reasonably practicable, provide the Secretary of State with the specified pensions information or assistance—

(a) within the specified period, and

(b) in the specified form and manner.

(6) A direction under sub-paragraph (1) is enforceable by the Secretary of State in civil proceedings—

(a) for an injunction,

(b) for specific performance of a statutory duty under section 45 of the Court of Session Act 1988, or

(7) The Secretary of State must reimburse a person for costs reasonably incurred by the person in complying with a direction under sub-paragraph (1).

(8) In this paragraph, “specified” means specified in the direction.

Consultation

6

Any requirement imposed by this Schedule to carry out consultation may be satisfied by consultation before the passing of this Act (as well as by consultation after that time).

National Security and Investment Act 2021

7

The exercise by the Secretary of State of a power conferred on the Secretary of State by any provision of this Schedule is not a trigger event for the purposes of the National Security and Investment Act 2021.

Schedule 11

Gas Act 1986

1

The Gas Act 1986 is amended as follows.

2

In section 6A (exemptions from prohibition), in subsection (1), after “(c)” insert “, (ca)”.

Electricity Act 1989

3

The Electricity Act 1989 is amended as follows.

4

In section 4 (prohibition on unlicensed supply, transmission etc of electricity), in subsection (3A)—

(a) omit paragraph (a) (including the “or” at the end);

(b) in paragraph (b), for “such a transmission system” substitute “a transmission system by means of which the transmission of electricity takes place”.

5

In section 5 (exemptions from prohibition), in subsection (1), after “(c),” insert “(ca),”.

6

In section 10 (powers etc of licence holders), in subsection (1)(a), after “licence” insert “or of an electricity system operator licence”.

7

In section 49 (keeping of register), in subsection (2)(c), after “under” insert “or in respect of”.

Utilities Act 2000

8

(1) Section 105 of the Utilities Act 2000 (general restrictions on disclosure of information) is amended as follows.

(2) In subsection (1)(a), after “Part 1 of the Energy Act 2023” (inserted by paragraph 5 (a) of Schedule 5 to this Act) insert “or Part 5 of that Act”.

(3) In subsection (4), after paragraph (ba) insert—

(bb) for the purpose of facilitating the performance by the Independent System Operator and Planner of any of its functions;

(4) In subsection (10), at the appropriate place insert—

“the Independent System Operator and Planner” means the person for the time being designated under section 162 (1) of the Energy Act 2023;

Schedule 12

Meaning of “qualifying document”, “qualifying contract” and “qualifying central system”

1

(1) In this Schedule, “qualifying document” means a document that—

(a) is maintained in accordance with the conditions of a relevant licence, and

(b) is designated for the purposes of this Schedule by notice given by the Secretary of State.

(2) Where at any time after the day on which this paragraph comes into force the whole or part of the provision made by a qualifying document is incorporated into a different document (“document B”), document B is to be treated for the purposes of this Schedule as if it were a qualifying document even if it is not designated under sub-paragraph (1)(b).

(3) In this Schedule, “qualifying contract” means a contract—

(a) that constitutes the whole or part of the arrangements under which a qualifying document has effect,

(b) that relates to the governance of a qualifying document, or

(4) For the purposes of sub-paragraph (3)(c), a contract is a “central system contract” if—

(a) it relates to the operation of a qualifying central system, and

(b) the person responsible for operating or procuring the operation of the central system is a party to the contract.

(5) In this Schedule, “qualifying central system” means a central system that is designated for the purposes of this Schedule by notice given by the Secretary of State.

(6) The Secretary of State may revoke a designation under sub-paragraph (1)(b) or (5).

(7) The Secretary of State may not designate a document or central system under sub-paragraph (1)(b) or (5), or revoke a designation, except so as to give effect to a recommendation of the GEMA.

(8) Before making a recommendation to the Secretary of State for the purposes of sub-paragraph (7), the GEMA must consult such persons as it considers appropriate.

Purposes for which powers under this Schedule may be exercised

2

(1) The GEMA may exercise a power conferred on it by paragraph 4, 6, 7, 8 or 11 only if the GEMA considers it appropriate to exercise the power—

(a) for the purposes of or in connection with establishing the role of code manager in respect of a document that is expected to become a designated document,

(b) in preparation for the granting of a code manager licence to a person in respect of a designated document,

(d) for the purposes of promoting the efficient governance of arrangements under one or more qualifying documents (subject to sub-paragraph (2)), or

(e) for the purposes of harmonising the governance of particular qualifying documents or of qualifying documents in general.

(2) Sub-paragraph (1)(d) does not apply to the exercise of the power conferred by paragraph 6 in relation to a qualifying contract within paragraph 1 (3)(b) or (c).

Expiry of powers under this Schedule

3

The powers conferred on the GEMA by paragraphs 4, 6, 7, 8 and 11 in relation to a particular qualifying document expire—

(a) when the document becomes a designated document, or

(b) if earlier, at the end of the period of 7 years after the day on which this Act is passed.

Modification of qualifying documents and relevant licences

4

(1) The GEMA may modify—

(a) a qualifying document;

(b) the conditions of a particular relevant licence;

(2) Before making a modification under sub-paragraph (1), the GEMA must—

(a) publish a notice about the proposed modification,

(b) send a copy of the notice to the persons listed in sub-paragraph (3), and

(c) consider any representations made within the period specified in the notice about the proposed modification or the date from which it would take effect.

(3) The persons mentioned in sub-paragraph (2)(b) are—

(a) the Secretary of State;

(b) each relevant licence holder;

(d) the Scottish Association of Citizens Advice Bureaux;

(e) Consumer Scotland;

(f) where the proposed modification relates to a licence for the purposes of section 5 of the Gas Act 1986, the Health and Safety Executive;

(g) such other persons as the GEMA considers appropriate.

(4) A notice under sub-paragraph (2) must—

(a) state that the GEMA proposes to make a modification;

(b) set out the proposed modification and its effect;

(d) state the reasons why the GEMA proposes to make the modification.

(5) If, after complying with sub-paragraphs (2)to (4) in relation to a modification, the GEMA decides to make a modification, it must publish a notice about the decision.

(6) A notice under sub-paragraph (5) must—

(a) state that the GEMA has decided to make the modification;

(b) set out the modification and its effect;

(d) state how the GEMA has taken account of any representations made in the period specified in the notice under sub-paragraph (2);

(e) state the reason for any differences between the modification set out in the notice and the proposed modification.

(7) A notice under this paragraph about a modification or decision must be published in such manner as the GEMA considers appropriate for bringing it to the attention of those likely to be affected by the making of the modification or decision.

(8) In this paragraph, “relevant licence holder”—

(a) in relation to the modification of a qualifying document, means the holder of a relevant licence in accordance with the conditions of which the document is maintained;

(b) in relation to the modification of standard conditions of relevant licences of any type, means the holder of a relevant licence of that type—

(i) that is to be modified by the inclusion of any new standard condition, or

(ii) that includes any standard conditions to which the modifications relate which are in effect during the period specified by virtue of sub-paragraph (2)(c);

(c) in relation to the modification of a condition of a particular relevant licence (other than a standard condition), means the holder of that particular relevant licence.

(9) For the purposes of this paragraph, “modification”, in relation to a qualifying document, includes the incorporation of the whole or part of the provision made by the document into another document.

5

(1) Sub-paragraphs (2) and (3) apply where at any time the GEMA modifies the conditions of licences of any type under paragraph 4.

(2) If the conditions modified are standard conditions, the GEMA must—

(a) also make (as nearly as may be) the same modifications of those conditions for the purposes of their incorporation in licences of that type granted after that time, and

(b) publish the modifications in such manner as it considers appropriate for the purpose of bringing them to the attention of persons likely to be affected by the making of the modifications.

(3) The GEMA may make such incidental or consequential modifications of any conditions of licences of any type as it considers necessary or expedient.

(4) The modification of part of a standard condition of a particular licence under paragraph 4 does not prevent any other part of the condition from continuing to be regarded as a standard condition for the purposes of Part 1 of the Electricity Act 1989 (in the case of a licence under section 6(1) of that Act) or Part 1 of the Gas Act 1986 (in the case of a licence under section 7, 7ZA, 7A or 7AB of that Act).

Amendment or termination of qualifying contracts

6

(1) The GEMA may amend a qualifying contract.

(2) Before making an amendment under sub-paragraph (1), the GEMA must—

(a) send a notice about the proposed amendment to the persons listed in sub-paragraph (4), and

(b) consider any representations made within the period specified in the notice about the proposed amendment or the date from which it would take effect.

(3) A notice under sub-paragraph (2) must—

(a) state that the GEMA proposes to make an amendment;

(b) set out the proposed amendment and its effect;

(d) state the reasons why the GEMA proposes to make the amendment.

(4) The persons mentioned in sub-paragraph (2)(a) are—

(a) each person who is a party to the contract to which the proposed amendment relates;

(b) any person liable by virtue of paragraph 12 to make a payment by way of compensation as a result of the proposed amendment;

(5) If, after complying with sub-paragraphs (2) to (4) in relation to an amendment, the GEMA decides to make an amendment, it must send a notice to the persons listed in sub-paragraph (4) about the decision.

(6) A notice under sub-paragraph (5) must—

(a) state that the GEMA has decided to make the amendment;

(b) set out the amendment and its effect;

(d) state how the GEMA has taken account of any representations made in the period specified in the notice under sub-paragraph (2);

(e) state the reason for any differences between the amendment set out in the notice and the proposed amendment.

(7) In this paragraph, “amend”, in relation to a contract, includes terminate.

Arrangements in connection with code consolidation

7

(1) The GEMA may, in connection with the consolidation of one or more qualifying documents, make a scheme for the purpose of securing the continued effect of rights or liabilities under a contract that is a qualifying contract within paragraph 1 (3)(a).

(2) “Consolidation”, in relation to a qualifying document, means the incorporation of the whole or part of the provision made by the document into another document.

(3) A scheme under this paragraph may make incidental, supplementary or consequential provision (including provision amending the qualifying contract).

Transfer schemes

8

(1) The GEMA may make one or more schemes for the transfer of designated property, rights or liabilities from one person (“the transferor”) to another person (“the transferee”) where the condition in sub-paragraph (2) is met.

(2) The condition is that the designated property, rights or liabilities—

(a) relate to the operation of the provisions of a qualifying document, and

(b) are reasonably required by the transferee for the purposes of its obligations under a code manager licence (whether or not the licence has yet been granted to the transferee).

(3) On the transfer date, the designated property, rights and liabilities are transferred and vest in accordance with the scheme.

(4) The rights and liabilities that may be transferred by a scheme include those arising under or in connection with a contract of employment.

(5) A certificate by the GEMA that anything specified in the certificate has vested in any person by virtue of a scheme is conclusive evidence for all purposes of that fact.

(6) A scheme may make provision—

(a) for anything done by or in relation to the transferor in connection with any property, rights or liabilities transferred by the scheme to be treated as done, or to be continued, by or in relation to the transferee;

(b) for references to the transferor in any agreement (whether written or not), instrument or other document relating to any property, rights or liabilities transferred by the scheme to be treated as references to the transferee;

(d) for transferring property, rights or liabilities that could not otherwise be transferred or assigned;

(e) for transferring property, rights and liabilities irrespective of any requirement for consent that would otherwise apply;

(f) for preventing a right of pre-emption, right of reverter, right of forfeiture, right to compensation or other similar right from arising or becoming exercisable as a result of the transfer of property, rights or liabilities;

(g) for dispensing with any formality in relation to the transfer of property, rights or liabilities by the scheme;

(h) for transferring property acquired, or rights or liabilities arising, after the scheme is made but before it takes effect;

(i) for apportioning property, rights or liabilities;

(j) for creating rights, or imposing liabilities, in connection with property, rights or liabilities transferred by the scheme;

(k) for requiring the transferee to enter into any agreement of any kind, or for a purpose, specified in or determined in accordance with the scheme.

(7) Sub-paragraph (6)(b) does not apply to references in—

(a) primary legislation, or

(b) an instrument made under primary legislation.

(8) A scheme may—

(a) include incidental, supplementary or consequential provision;

(b) make transitory or transitional provision or savings;

(d) make provision subject to exceptions.

(9) In this paragraph—

“designated”, in relation to a scheme, means specified in or determined in accordance with the scheme;

“primary legislation” means—an Act of Parliament,an Act of the Scottish Parliament,an Act or Measure of Senedd Cymru, orNorthern Ireland legislation;

“property” includes interests of any description;

“the transfer date” means a date specified by a scheme as the date on which the transfer is to have effect.

9

(1) Before making a scheme under paragraph 8, the GEMA must consult—

(a) the transferor;

(b) the transferee;

(2) The approval of the Secretary of State is required for the making of a scheme under paragraph 8.

10

(1) The GEMA may modify a scheme under paragraph 8.

(2) The power under sub-paragraph (1) is not exercisable in relation to a scheme after the end of the period of 12 months beginning with the day on which the scheme takes effect.

(3) Paragraphs 8 and 9 apply in relation to the modification of a scheme as they apply in relation to the making of the scheme.

Information

11

(1) The GEMA may direct a person who holds information reasonably required by the GEMA—

(a) in preparation for the granting of a code manager licence, or

(b) for the purposes of or in connection with the exercise of any of the other functions of the GEMA under this Schedule,

to provide the information to the GEMA.

(2) A person to whom a direction is given under sub-paragraph (1) must, so far as reasonably practicable, provide the GEMA with the information—

(a) within the period specified in the direction, and

(b) in the form and manner so specified.

(3) A direction given to a person under sub-paragraph (1) is enforceable by the GEMA in civil proceedings—

(a) for an injunction,

(b) for specific performance of a statutory duty under section 45 of the Court of Session Act 1988, or

Compensation

12

(1) The relevant code manager must make a payment to a person within sub-paragraph (2) in compensation for financial loss suffered by the person in consequence of the exercise by the GEMA of—

(a) the power under paragraph 6 in relation to a qualifying contract within paragraph 1 (3)(b) or (c), or

(b) the power under paragraph 8 (transfer schemes).

(2) The persons within this sub-paragraph are—

(a) a person who is a party to a contract that is amended or terminated under paragraph 6;

(b) the transferor in relation to a scheme under paragraph 8;

(c) a person, other than the transferor or transferee in relation to a scheme under paragraph 8, who has a right in relation to anything transferred by the scheme.

(3) The amount of a payment under sub-paragraph (1) is to be—

(a) in a case relating to the exercise of the power under paragraph 6, such amount as the GEMA considers to be just;

(b) in a case relating to the exercise of the power under paragraph 8, an amount specified in or determined in accordance with provision made in the scheme in question.

(4) In this paragraph, “the relevant code manager” means—

(a) in relation to the exercise of the power under paragraph 6, the person who holds a code manager licence in relation to the document to which the qualifying contract in question relates;

(b) in relation to the exercise of the power under paragraph 8, the person who is the transferee in relation to the scheme in question.

(5) The GEMA may in a particular case direct—

(a) which person is the relevant code manager for the purposes of this paragraph;

(b) that two or more persons are jointly to be the relevant code manager for those purposes.

(6) The Secretary of State may in a particular case direct that the duty under sub-paragraph (1) is to be discharged by a person specified in the direction (instead of by the relevant code manager).

Other

13

Any requirement imposed by this Schedule to carry out consultation may be satisfied by consultation before the passing of this Act (as well as by consultation after that time).

Schedule 13

Introductory

1

(1) In this Schedule—

“active member” has the same meaning as in section 124(1) of the Pensions Act 1995;

“associate” has the same meaning as in section 1152 of the Companies Act 2006;

“member” has the same meaning as in section 124(1) of the Pensions Act 1995;

“prescribed” means prescribed by regulations made by the GEMA;

“qualifying accrued rights” means— any right which, at the relevant time, has accrued to or in respect of a qualifying member of a qualifying pension scheme to future benefits under the scheme, any entitlement under a qualifying pension scheme to the present payment of a pension or other benefit that a qualifying member of the scheme has at the relevant time, or any entitlement to benefits, or rights to future benefits, under a qualifying pension scheme that a person who has survived a qualifying member of the scheme has at the relevant time in respect of the member;

“qualifying member”, in relation to a qualifying pension scheme, means a person who is or has been a member of the scheme;

“qualifying pension scheme” means a scheme that provides for the payment of pensions or other benefits to or in respect of employees or former employees of— a transferor in relation to a scheme under paragraph 8 of Schedule 12, or an associate of such a transferor;

“the relevant time” means the time immediately before the prescribed date (which may be before the passing of this Act).

(2) For the purposes of the definition of “qualifying accrued rights” in sub-paragraph (1)—

(a) references to pensions or other benefits (including future benefits) include money purchase benefits;

(b) references to a right include a pension credit right.

(3) In the event that a section of a qualifying pension scheme is constituted as a separate pension scheme the members of which consist of or include persons who are qualifying members of the qualifying pension scheme, any reference in this Schedule to the qualifying pension scheme includes a reference to that separate pension scheme.

Participation in qualifying pension schemes and transfer of assets and rights

2

(1) The GEMA may by regulations make such pensions provision as it considers appropriate in preparation for the granting of a code manager licence to a person in respect of a designated document.

(2) “Pensions provision” means provision in connection with a qualifying pension scheme, including provision for—

(a) enabling a person to participate in the scheme;

(b) the division of the scheme into different sections;

(d) the allocation of assets, rights, liabilities or obligations between the different sections;

(e) the transfer of assets and qualifying accrued rights from the scheme to another pension scheme (whether or not a qualifying pension scheme), without the need for any approval or consent to the transfer;

(f) the valuation of assets and qualifying accrued rights in accordance with provision made by the regulations, for the purposes of their allocation to a particular section or for the purposes of their transfer as mentioned in paragraph (e);

(g) the discharge of liabilities in respect of qualifying accrued rights that are transferred.

(3) Regulations under sub-paragraph (1) may have retrospective effect.

(4) Before making regulations under sub-paragraph (1), the GEMA must consult—

(a) the trustee of the qualifying pension scheme or schemes in question, and

(b) the person who is the principal employer in relation to that scheme or those schemes.

(5) The approval of the Secretary of State is required for the making of regulations under sub-paragraph (1).

Amendment of qualifying pension schemes

3

(1) The GEMA may by regulations make such amendments of a qualifying pension scheme as it considers appropriate—

(a) in preparation for the granting of a code manager licence to a person in respect of a designated document, or

(b) in connection with the making of regulations under paragraph 2.

(2) The provision that may be made under sub-paragraph (1) includes—

(a) provision authorising or requiring the amount of pensions or other benefits payable to or in respect of qualifying members of the scheme to be determined in particular circumstances by reference to pensionable service under the scheme in question before and after the relevant time;

(b) provision for the transfer out of assets, rights, liabilities or obligations from one or more new sections of a qualifying pension scheme to another pension scheme (whether or not a qualifying pension scheme);

(c) provision for the transfer in of assets, rights, liabilities or obligations to one or more new sections of one qualifying pension scheme from one or more new sections of another qualifying pension scheme.

(3) Regulations under sub-paragraph (1) may have retrospective effect.

(4) Before making regulations under sub-paragraph (1), the GEMA must consult—

(a) the trustee of the qualifying pension scheme being amended, and

(b) the person who is the principal employer in relation to that scheme.

(5) The approval of the Secretary of State is required for the making of regulations under sub-paragraph (1).

(6) In this paragraph—

(a) the reference to making amendments of a qualifying pension scheme includes a reference to amending the trust deed or rules of that scheme or any other instrument relating to the constitution, management or operation of the scheme;

(b) references to a “new” section of a qualifying pension scheme are to one of the sections into which the scheme is divided by regulations under paragraph 2 (1);

Protection against adverse treatment

4

(1) When exercising the power to make regulations under paragraph 2 or 3, the GEMA must ensure that the following requirements are met in respect of each person who is or has been a qualifying member of a qualifying pension scheme—

(a) the general scheme requirement;

(b) where the regulations relate to a person’s rights or entitlements to money purchase benefits other than pensions in payment, the money purchase requirement.

(2) The general scheme requirement is that the provision for the payment of pensions or other benefits that is contained in a qualifying pension scheme or any other pension scheme to which a transfer is made by virtue of paragraph 2 (2)(e) is, in all material respects, at least as good immediately after the exercise of the power as it is immediately before its exercise.

(3) The money purchase requirement is that the value of the rights or entitlements to money purchase benefits, other than pensions in payment, that a person has under a qualifying pension scheme or any other pension scheme to which a transfer is made by virtue of paragraph 2 (2)(e) immediately after, and as a result of, the exercise of the power is at least equivalent to the value of the person’s rights or entitlements before its exercise.

(4) Nothing in sub-paragraph (1) requires—

(a) the different sections (if any) of a qualifying pension scheme to be established in a particular way,

(b) particular provisions of the sections, or of a pension scheme to which a transfer is made by virtue of paragraph 2 (2)(e), to take the same or similar form, or

(c) any power or duty conferred or imposed by a qualifying pension scheme to be exercised or performed in a particular way.

(5) The power of the GEMA to amend a qualifying pension scheme may not be exercised in any way that would or might adversely affect any provision of the scheme made in respect of qualifying accrued rights unless—

(a) the applicable consent requirements are satisfied in respect of the exercise of the power in that way, or

(b) the scheme is amended in the prescribed manner.

(6) The applicable consent requirements are the requirements that apply in relation to obtaining the consent of members of the scheme to its amendment (including any such requirements set out in the trust deed or rules of the scheme).

Information

5

(1) The GEMA may direct a person who holds relevant pensions information to provide it to the GEMA.

(2) “Pensions information” means specified information that—

(a) relates to pensions or other benefits under a qualifying pension scheme, or

(b) relates to the administration of a qualifying pension scheme in respect of pensions or other benefits under the scheme.

(3) A person to whom a direction is given under sub-paragraph (1) must, so far as reasonably practicable, provide the specified pensions information—

(a) within the specified period, and

(b) in the specified form and manner.

(4) A direction under sub-paragraph (1) is enforceable by the GEMA in civil proceedings—

(a) for an injunction,

(b) for specific performance of a statutory duty under section 45 of the Court of Session Act 1988, or

(5) In this paragraph, “specified” means specified in the direction.

Schedule 14

Gas Act 1986

1

The Gas Act 1986 is amended as follows.

2

In section 6A(1) (power to grant exemptions from prohibition), for “or (d)” substitute “, (d) or (e)”.

3

(1) Section 28 (orders for securing compliance with certain provisions) is amended as follows.

(2) In subsection (8), in the definition of “regulated person”, after paragraph (f) insert—

(g) a responsible body for a central system;

(3) After subsection (8) insert—

(8A) In paragraph (g) of the definition of “regulated person” in subsection (8), the reference to a responsible body for a central system is a reference to a person for the time being specified in a notice under section 184 (1) of the Energy Act 2023 in relation to a designated central system (within the meaning of Part 6 of that Act).

4

In Schedule 4B (provisions imposing obligations enforceable as relevant requirements), after paragraph 9A insert—

(9B) (1) Section 194 (3) of the Energy Act 2023 is a relevant provision in relation to a responsible body for a central system. (2) The reference in sub-paragraph (1) to a responsible body for a central system is a reference to a person for the time being specified in a notice under section 184 (1) of the Energy Act 2023 in relation to a designated central system (within the meaning of Part 6 of that Act).

Electricity Act 1989

5

The Electricity Act 1989 is amended as follows.

6

In section 5(1) (power to grant exemptions from prohibition), for “or (e)” substitute “, (e) or (f)”.

7

(1) Section 25 (orders for securing compliance) is amended as follows.

(2) In subsection (8), in the definition of “regulated person”, after paragraph (d) insert—

(da) a responsible body for a central system;

;

(3) After subsection (8) insert—

(8A) In paragraph (da) of the definition of “regulated person” in subsection (8), the reference to a responsible body for a central system is a reference to a person for the time being specified in a notice under section 184 (1) of the Energy Act 2023 in relation to a designated central system (within the meaning of Part 6 of that Act).

8

In Schedule 6A (provisions imposing obligations enforceable as relevant requirements), after paragraph 9 insert—

(9ZA) (1) Section 194 (3) of the Energy Act 2023 is a relevant provision in relation to a responsible body for a central system. (2) The reference in sub-paragraph (1) to a responsible body for a central system is a reference to a person for the time being specified in a notice under section 184 (1) of the Energy Act 2023 in relation to a designated central system (within the meaning of Part 6 of that Act).

Energy Act 2004

9

The Energy Act 2004 is amended as follows.

10

In section 173 (appeals to the Competition and Markets Authority), after subsection (2B) insert—

(2C) This section also applies to a decision by GEMA to modify a designated document (within the meaning of Part 6 of the Energy Act 2023) under section 192 of that Act.

11

(1) Schedule 22 (procedure for appeals under section 173) is amended as follows.

(2) In paragraph 4 (time limit for representations and observations)—

(a) in sub-paragraph (1), for the words from “fifteen working days” to the end substitute “the relevant period”;

(b) after sub-paragraph (1) insert—

(1A) “The relevant period” means— (a) 15 working days following the day of the making of the application for permission to bring the appeal, or (b) such longer period following that day as an authorised member of the CMA may allow.

;

(3) In paragraph 6 (timetable for determination of appeal)—

(a) in sub-paragraph (1), for “thirty working days” substitute “4 months”;

(b) in sub-paragraph (2)—

(i) for “thirty working days” substitute “4 months”;

(ii) for “ten more working days” substitute “1 month”.

Energy Act 2023

12

In section 89—

(a) in subsection (1)(a)—

(i) after “7”, insert “or 7AC”;

(ii) after “transporters” insert “or code manager licence”;

(b) in subsection (1)(c), after “7” insert “or 7AC”.

Schedule 15

Part 1 — Amendments of Electricity Act 1989

1

The Electricity Act 1989 is amended as follows.

2

After section 6B insert—

(6BA) (1) In this Part, “relevant electricity project” means a project— (a) that relates to the total system, an electricity interconnector or a multi-purpose interconnector, and (b) in relation to which criteria specified in regulations made by the Secretary of State are satisfied. (2) In subsection (1)(a), “the total system” means all transmission systems and distribution systems in Great Britain and offshore waters. (3) In this Part, “relevant licence” means— (a) a transmission licence that does not authorise the licence holder to co-ordinate and direct the flow of electricity as described in section 4(3A)(a); (b) a generation licence, a distribution licence, an interconnector licence or an MPI licence. (4) In this Part, “relevant contract” means a contract, entered into by a person with the holder of a transmission licence, a system operator electricity licence or a distribution licence (referred to in this Part as a “contract counterparty”), for the carrying out of a relevant electricity project. (5) Regulations under this section may make different provision for different purposes. (6) Before making regulations under this section, the Secretary of State must consult— (a) the Authority, (b) such holders of relevant licences as the Secretary of State considers appropriate, and (c) such other persons as the Secretary of State considers appropriate. (6BB) (1) The Secretary of State may by regulations designate a person for the purposes of this section; and a person so designated is referred to in this Part as a “delivery body”. (2) The designation of a person for the purposes of this section has effect subject to any conditions imposed by the Secretary of State in the regulations designating the person. (3) More than one person may be designated for the purposes of this section at the same time. (4) Regulations under this section may designate different persons for different purposes. (5) The Secretary of State may by regulations revoke a person’s designation if the person ceases to meet any condition subject to which the designation has effect. (6) The Secretary of State may make indemnity payments to a delivery body (subject to subsection (9)). (7) An indemnity payment is a payment in respect of costs or expenses incurred by a delivery body in connection with judicial review proceedings in relation to anything done, or omitted to be done, in the exercise (or purported exercise) of functions conferred on the body by regulations under section 6C. (8) An indemnity payment may be made subject to such conditions as may be determined by the Secretary of State. (9) Subsection (6) does not authorise the making of a payment to the Authority (where it is designated under subsection (1)).

3

For sections 6C and 6D substitute—

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