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The Collective Investment in Transferable Securities (Contractual Scheme) Regulations 2013

Type Statutory-Instrument
Publication 2013-06-05
Last updated 2023-12-14
State In force
Department King's Printer of Acts of Parliament
Source legislation.gov.uk
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Provision of the 1986 Act Modification Modification
Part 4 (winding up of companies registered under the Companies Acts) Part 4 (winding up of companies registered under the Companies Acts) Part 4 (winding up of companies registered under the Companies Acts)
Chapter 6 (winding up by the court) Chapter 6 (winding up by the court) Chapter 6 (winding up by the court)
Section 121 (power to remit winding up to Lord Ordinary)
Section 124A (petition for winding-up on grounds of public interest)
Section 125 (powers of court on hearing of petition) This section is to be read as if subsection (2) were omitted. This section is to be read as if subsection (2) were omitted.
Section 126 (power to stay or restrain proceedings against company) Subsection (1) is to be read as if for the words “the company, or any creditor” there were substituted “the Financial Conduct Authority, the operator or any creditor of the relevant scheme”. Subsection (1) is to be read as if for the words “the company, or any creditor” there were substituted “the Financial Conduct Authority, the operator or any creditor of the relevant scheme”.
Section 127 (avoidance of property dispositions, etc.) In subsection (1), the reference to any transfer of shares or alteration in the status of the company’s members is to be read as a reference to any issue, transfer or redemption of units in the relevant scheme. In subsection (1), the reference to any transfer of shares or alteration in the status of the company’s members is to be read as a reference to any issue, transfer or redemption of units in the relevant scheme.
Section 128 (avoidance of attachments, etc.) This section is to be read as if for subsections (1) and (2) there were substituted— This section is to be read as if for subsections (1) and (2) there were substituted—
Section 128 (avoidance of attachments, etc.) “Where a relevant scheme is being wound up by the court, any attachment, sequestration, distress or execution put in force against the property subject to the relevant scheme after the commencement of the winding up is void.”.
Section 129 (commencement of winding up by the court)
Section 130 (consequences of winding-up order) In subsection (1) the first reference to the company is to be read as a reference to the operator. This section is to be read as if subsection (4) were omitted. In subsection (1) the first reference to the company is to be read as a reference to the operator. This section is to be read as if subsection (4) were omitted.
Section 131 (company’s statement of affairs) In subsection (3)(a) the reference to officers of the company is to be read as a reference to the operator and the depositary. Subsection (3) is to be read as if paragraphs (c) and (d) were omitted. In subsection (3)(a) the reference to officers of the company is to be read as a reference to the operator and the depositary. Subsection (3) is to be read as if paragraphs (c) and (d) were omitted.
Section 132 (investigation by official receiver)
Section 133 (public examination of officers) Subsection (1) is to be read as if for paragraph (b) there were substituted— b has acted as liquidator of the relevant scheme; . Subsection (1) is to be read as if for paragraph (b) there were substituted— b has acted as liquidator of the relevant scheme; .
Section 133 (public examination of officers) In subsection (1) the reference to the dissolution of the company is to be read as a reference to the completion of winding up of the relevant scheme. In subsection (1) the reference to the dissolution of the company is to be read as a reference to the completion of winding up of the relevant scheme.
Section 134 (enforcement of section 133)
Section 135 (appointment and powers of provisional liquidator)
Section 136 (functions of official receiver in relation to office of liquidator) Subsection (1) is to be read as if the words “, subject to section 140 below,” were omitted. Subsection (1) is to be read as if the words “, subject to section 140 below,” were omitted.
Section 137 (appointment by Secretary of State)
Section 138 (appointment of liquidator in Scotland) This section is to be read as if subsection (4) were omitted. This section is to be read as if subsection (4) were omitted.
Section 139 (choice of liquidator at meetings of creditors and contributories) This section is to be read as if for subsections (3) and (4) there were substituted— 3 The liquidator shall be the person (if any) nominated by the creditors. . This section is to be read as if for subsections (3) and (4) there were substituted— 3 The liquidator shall be the person (if any) nominated by the creditors. .
Section 141 (liquidation committee (England and Wales)) This section is to be read as if subsection (3) were omitted. This section is to be read as if subsection (3) were omitted.
Section 142 (liquidation committee (Scotland)) This section is to be read as if— in subsection (1) for the words from “separate meetings” to “(as the case may be)” there were substituted “a meeting of creditors has been summoned for the purpose of choosing a person to be liquidator,”; in subsection (3) the words “, if appointed by the court otherwise than under section 139(4)(a),” were omitted; and subsection (4) were omitted. This section is to be read as if— in subsection (1) for the words from “separate meetings” to “(as the case may be)” there were substituted “a meeting of creditors has been summoned for the purpose of choosing a person to be liquidator,”; in subsection (3) the words “, if appointed by the court otherwise than under section 139(4)(a),” were omitted; and subsection (4) were omitted.
Section 143 (general functions in winding up by the court)
Section 144 (custody of company’s property) In subsection (1) the reference to all the property and things in action to which the company is or appears to be entitled is to be read as a reference to all property which is or appears to be subject to the relevant scheme and all things in action relating to that property. In subsection (1) the reference to all the property and things in action to which the company is or appears to be entitled is to be read as a reference to all property which is or appears to be subject to the relevant scheme and all things in action relating to that property.
Section 145 (vesting of company property in liquidator) Subsection (1) is to be read as if the words “or held by trustees on its behalf” were omitted. Subsection (1) is to be read as if the words “or held by trustees on its behalf” were omitted.
Section 146 (duty to summon final meeting)
Section 147 (power to stay or sist winding up) Subsection (2) is to be read as if after the words “the official receiver” there were inserted “or the liquidator”. In subsection (3) the first reference to the company is to be read as a reference to the operator. Subsection (2) is to be read as if after the words “the official receiver” there were inserted “or the liquidator”. In subsection (3) the first reference to the company is to be read as a reference to the operator.
Section 153 (power to exclude creditors not proving in time)
Section 155 (inspection of books by creditors, etc.) In subsection (1) the reference to books and papers in the company’s possession is to be read as a reference to such books and papers affecting or relating to the affairs of, or the property subject to, the relevant scheme as are in the possession of the operator or the depositary. In subsection (1) the reference to books and papers in the company’s possession is to be read as a reference to such books and papers affecting or relating to the affairs of, or the property subject to, the relevant scheme as are in the possession of the operator or the depositary.
Section 156 (payment of expenses of winding up)
Section 157 (attendance at company meetings (Scotland)) In this section the reference to the winding up by the court of a company registered in Scotland is to be read as a reference to the winding up of a relevant scheme by the Court of Session. In this section the reference to the winding up by the court of a company registered in Scotland is to be read as a reference to the winding up of a relevant scheme by the Court of Session.
Section 159 (powers of court to be cumulative) In this section the references to a debtor of the company are to be read as references to a person by whom a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract. In this section the references to a debtor of the company are to be read as references to a person by whom a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract.
Section 160 (delegation of powers to liquidator (England and Wales))
Section 162 (appeals from orders in Scotland)
Chapter 7 (liquidators) Chapter 7 (liquidators) Chapter 7 (liquidators)
Section 163 (style and title of liquidators)
Section 164 (corrupt inducement affecting appointment)
Section 167 (winding up by the court) Subsection (2)(a) is to be read as if for the words “a person who is connected with the company (within the meaning of section 249 in Part VII)” there were substituted “the operator or the depositary of the relevant scheme or a person who is an associate of the operator or depositary”. Subsection (2)(a) is to be read as if for the words “a person who is connected with the company (within the meaning of section 249 in Part VII)” there were substituted “the operator or the depositary of the relevant scheme or a person who is an associate of the operator or depositary”.
Section 168 (supplementary powers (England and Wales))
Section 169 (supplementary powers (Scotland)) Subsection (1) is to be read as if paragraph (a) referred to a power to bring or defend any action or other legal proceeding on behalf of the participants. Subsection (1)(b) is to be read as subject to the requirements in regulation 17(10) to cease making payments under authorised contracts and to cease the issue and redemption of units. Subsection (1) is to be read as if paragraph (a) referred to a power to bring or defend any action or other legal proceeding on behalf of the participants. Subsection (1)(b) is to be read as subject to the requirements in regulation 17(10) to cease making payments under authorised contracts and to cease the issue and redemption of units.
Section 170 (enforcement of liquidator’s duty to make returns, etc.)
Section 172 (removal, etc. (winding up by the court))
Section 174 (release (winding up by the court))
Chapter 8 (provisions of general application in winding up) Chapter 8 (provisions of general application in winding up) Chapter 8 (provisions of general application in winding up)
Section 178 (power to disclaim onerous property) In subsection (4) each reference to the company is to be read as a reference to the participants and the depositary. In subsection (4) each reference to the company is to be read as a reference to the participants and the depositary.
Section 179 (disclaimer of leaseholds) In subsection (1) the reference to a person claiming under the company as underlessee or mortgagee is to be read as a reference to a person claiming as underlessee or mortgagee under the leasehold title which is held by the depositary (or a person nominated by the depositary to hold the leasehold title). In subsection (1) the reference to a person claiming under the company as underlessee or mortgagee is to be read as a reference to a person claiming as underlessee or mortgagee under the leasehold title which is held by the depositary (or a person nominated by the depositary to hold the leasehold title).
Section 180 (land subject to rentcharge)
Section 181 (powers of court (general))
Section 182 (powers of court (leaseholds)) In this section— a reference to a person claiming under the company as underlessee or mortgagee is to be read as a reference to a person claiming as underlessee or mortgagee under the leasehold title which is held by the depositary (or a person nominated by the depositary to hold the leasehold title); and a reference to the company, in relation to any reference to liabilities, obligations, estates, incumbrances or interests, is to be read as a reference to the lessee. In this section— a reference to a person claiming under the company as underlessee or mortgagee is to be read as a reference to a person claiming as underlessee or mortgagee under the leasehold title which is held by the depositary (or a person nominated by the depositary to hold the leasehold title); and a reference to the company, in relation to any reference to liabilities, obligations, estates, incumbrances or interests, is to be read as a reference to the lessee.
Section 186 (rescission of contracts by the court) In subsection (1) the references to a contract made with the company are to be read as references to an authorised contract. In subsection (1) the references to a contract made with the company are to be read as references to an authorised contract.
Section 188 (notification that company is in liquidation) This section is to be read as if for subsections (1) and (2) there were substituted— 1 When a relevant scheme is being wound up by the court— a every business letter (whether in hard copy, electronic or any other form) issued by the operator, the depositary or a liquidator of the relevant scheme, and b any website which relates to the relevant scheme and for which the operator or the depositary is responsible, must contain a statement that the relevant scheme is being wound up. 2 If default is made in complying with this section, any of the following persons who knowingly and wilfully authorises or permits the default, namely, the operator, the depositary and any liquidator of the relevant scheme, is liable to a fine. . This section is to be read as if for subsections (1) and (2) there were substituted— 1 When a relevant scheme is being wound up by the court— a every business letter (whether in hard copy, electronic or any other form) issued by the operator, the depositary or a liquidator of the relevant scheme, and b any website which relates to the relevant scheme and for which the operator or the depositary is responsible, must contain a statement that the relevant scheme is being wound up. 2 If default is made in complying with this section, any of the following persons who knowingly and wilfully authorises or permits the default, namely, the operator, the depositary and any liquidator of the relevant scheme, is liable to a fine. .
Section 189 (interest on debts)
Section 190 (documents exempt from stamp duty) In subsection (2) the reference to a company registered in England and Wales is to be read as a reference to a relevant scheme being wound up by the High Court. In subsection (3) the reference to a company registered in Scotland is to be read as a reference to a relevant scheme being wound up by the Court of Session. In subsection (2) the reference to a company registered in England and Wales is to be read as a reference to a relevant scheme being wound up by the High Court. In subsection (3) the reference to a company registered in Scotland is to be read as a reference to a relevant scheme being wound up by the Court of Session.
Section 192 (information as to pending liquidations)
Section 194 (resolutions passed at adjourned meetings)
Section 195 (meetings to ascertain wishes of creditors or contributories)
Section 196 (judicial notice of court documents)
Section 197 (commission for receiving evidence)
Section 198 (court order for examination of persons in Scotland)
Section 199 (costs of application for leave to proceed (Scottish companies)) This section is to be read as if— for the words from “a company” to “Scotland” there were substituted “the operator of a relevant scheme which is being wound up in Scotland (for the resolution of any matter relating to that scheme)”; and for the words “the company” there were substituted “the operator”. This section is to be read as if— for the words from “a company” to “Scotland” there were substituted “the operator of a relevant scheme which is being wound up in Scotland (for the resolution of any matter relating to that scheme)”; and for the words “the company” there were substituted “the operator”.
Section 200 (affidavits etc. in United Kingdom and overseas)
Chapter 10 (malpractice before and during liquidation; penalisation of companies and company officers; investigations and prosecutions) Chapter 10 (malpractice before and during liquidation; penalisation of companies and company officers; investigations and prosecutions) Chapter 10 (malpractice before and during liquidation; penalisation of companies and company officers; investigations and prosecutions)
Section 206 (fraud, etc. in anticipation of winding up) In subsection (1)(a) the reference to a debt due to the company is to be read as a reference to a debt which is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract. This section is to be read as if subsection (3) were omitted. In subsection (1)(a) the reference to a debt due to the company is to be read as a reference to a debt which is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract. This section is to be read as if subsection (3) were omitted.
Section 207 (transactions in fraud of creditors) In subsection (1)(b) the reference to any unsatisfied judgment or order for the payment of money obtained against the company is to be read as a reference to any unsatisfied judgment or order for the payment of money to a creditor of the relevant scheme. In subsection (1)(b) the reference to any unsatisfied judgment or order for the payment of money obtained against the company is to be read as a reference to any unsatisfied judgment or order for the payment of money to a creditor of the relevant scheme.
Section 208 (misconduct in course of winding up) In subsection (1)(a) the reference to the disposal by the company of any part of the company’s property is to be read as a reference to the disposal by the operator of part of the property subject to the relevant scheme. This section is to be read as if subsection (3) were omitted. In subsection (1)(a) the reference to the disposal by the company of any part of the company’s property is to be read as a reference to the disposal by the operator of part of the property subject to the relevant scheme. This section is to be read as if subsection (3) were omitted.
Section 209 (falsification of company’s books) In subsection (1) the reference to any register, book of account or document belonging to the company is to be read as a reference to any register, book of account or document affecting or relating to the affairs of, or the property subject to, the relevant scheme. In subsection (1) the reference to any register, book of account or document belonging to the company is to be read as a reference to any register, book of account or document affecting or relating to the affairs of, or the property subject to, the relevant scheme.
Section 210 (material omissions from statement relating to company’s affairs) This section is to be read as if subsection (3) were omitted. This section is to be read as if subsection (3) were omitted.
Section 211 (false representations to creditors) This section is to be read as if subsection (2) were omitted. This section is to be read as if subsection (2) were omitted.
Section 212 (summary remedy against delinquent directors, liquidators, etc.) Subsection (1)(a) is to be read as if the reference to an officer of the company included a reference to the operator and the depositary. Subsection (1)(a) is to be read as if the reference to an officer of the company included a reference to the operator and the depositary.
Section 213 (fraudulent trading)
Section 214 (wrongful trading) In subsections (1) and (2) a reference to a director of a company is to be read as a reference to the operator or depositary of a relevant scheme. This section is to be read as if— after subsection (2) there were inserted— 2A The condition specified in subsection (2)(b) is taken to be satisfied in relation to the operator or depositary of a relevant scheme if, at some time before the commencement of the winding up, a director or employee of the operator or depositary knew or ought to have concluded that there was no reasonable prospect that the relevant scheme would avoid going into insolvent liquidation. ; and subsection (7) were omitted. In subsections (1) and (2) a reference to a director of a company is to be read as a reference to the operator or depositary of a relevant scheme. This section is to be read as if— after subsection (2) there were inserted— 2A The condition specified in subsection (2)(b) is taken to be satisfied in relation to the operator or depositary of a relevant scheme if, at some time before the commencement of the winding up, a director or employee of the operator or depositary knew or ought to have concluded that there was no reasonable prospect that the relevant scheme would avoid going into insolvent liquidation. ; and subsection (7) were omitted.
Section 214 (wrongful trading) In subsections (4) and (5) a reference to a director of a company is to be read as a reference to the operator or depositary of a relevant scheme or a director or employee of the operator or depositary. In subsections (4) and (5) a reference to a director of a company is to be read as a reference to the operator or depositary of a relevant scheme or a director or employee of the operator or depositary.
Section 215 (proceedings under sections 213, 214)
Section 218 (prosecution of delinquent officers and members of company)
Section 219 (obligations arising under section 218) In subsection (3) the reference to every agent of the company is to be read as a reference to the operator and the depositary and every person who, at the request of the operator or the depositary, has provided the services of banker, solicitor or auditor or professional services of any other description in relation to the relevant scheme. In subsection (3) the reference to every agent of the company is to be read as a reference to the operator and the depositary and every person who, at the request of the operator or the depositary, has provided the services of banker, solicitor or auditor or professional services of any other description in relation to the relevant scheme.
Part 5 (winding up of unregistered companies) Part 5 (winding up of unregistered companies) Part 5 (winding up of unregistered companies)
Section 220 (meaning of “unregistered company”)
Section 221 (winding up of unregistered companies) This section is to be read as if— subsections (2), (3) and (7) were omitted; in subsection (4) the words “, except in accordance with the EC Regulation” were omitted; and in subsection (5)— paragraph (a) were omitted; and for paragraph (b) there were substituted— b if the operator of a relevant scheme is unable to pay the debts of that scheme out of the property subject to it. . This section is to be read as if— subsections (2), (3) and (7) were omitted; in subsection (4) the words “, except in accordance with the EC Regulation” were omitted; and in subsection (5)— paragraph (a) were omitted; and for paragraph (b) there were substituted— b if the operator of a relevant scheme is unable to pay the debts of that scheme out of the property subject to it. .
Section 222 (inability to pay debts: unpaid creditor for £750 or more) In subsection (1)(a) and (b) each reference to the company is to be read as a reference to the operator. In subsection (1)(a) and (b) each reference to the company is to be read as a reference to the operator.
Section 224 (inability to pay debts: other cases) In subsection (1)(a) the reference to execution or other process issued in favour of a creditor against the company or any person authorised to be sued as nominal defendant on its behalf is to be read as a reference to execution or other process issued in favour of a creditor of the relevant scheme against the property subject to that scheme. In subsection (1)(a) the reference to execution or other process issued in favour of a creditor against the company or any person authorised to be sued as nominal defendant on its behalf is to be read as a reference to execution or other process issued in favour of a creditor of the relevant scheme against the property subject to that scheme.
Section 229 (provisions of this Part to be cumulative)
Part 6 (miscellaneous provisions applying to companies which are insolvent or in liquidation) Part 6 (miscellaneous provisions applying to companies which are insolvent or in liquidation) Part 6 (miscellaneous provisions applying to companies which are insolvent or in liquidation)
Section 230 (holders of office to be qualified insolvency practitioners)
Section 231 (appointment to office of two or more persons)
Section 232 (validity of office-holder’s acts)
Section 234 (getting in the company’s property) In subsection (2) the reference to any property, books, papers or records to which the company appears to be entitled is to be read as a reference to any property that appears to be property subject to the relevant scheme, and to any books, papers or records that appear to affect or relate to that property or to the affairs of the relevant scheme. In subsection (2) the reference to any property, books, papers or records to which the company appears to be entitled is to be read as a reference to any property that appears to be property subject to the relevant scheme, and to any books, papers or records that appear to affect or relate to that property or to the affairs of the relevant scheme.
Section 235 (duty to co-operate with office-holder) Subsection (3) is to be read as if— in paragraph (a) the reference to officers of the company included a reference to the operator and the depositary; and paragraphs (c) and (d) were omitted. Subsection (3) is to be read as if— in paragraph (a) the reference to officers of the company included a reference to the operator and the depositary; and paragraphs (c) and (d) were omitted.
Section 236 (inquiry into company’s dealings, etc.) In subsection (2)(b) the reference to any person supposed to be indebted to the company is to be read as a reference to a person by whom, it is supposed, a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract. In subsection (3) the reference to dealings with the company is to be read as a reference to dealings with any matter affecting or relating to the affairs of, or the property subject to, the relevant scheme. In subsection (2)(b) the reference to any person supposed to be indebted to the company is to be read as a reference to a person by whom, it is supposed, a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract. In subsection (3) the reference to dealings with the company is to be read as a reference to dealings with any matter affecting or relating to the affairs of, or the property subject to, the relevant scheme.
Section 237 (court’s enforcement powers under s 236) In subsection (2) the reference to any person who is indebted to the company is to be read as a reference to a person by whom a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract. In subsection (2) the reference to any person who is indebted to the company is to be read as a reference to a person by whom a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract.
Section 238 (transactions at an undervalue (England and Wales)) In subsections (2) and (3) the reference to the company is to be read as a reference to the operator or the depositary. In subsection (4)— in paragraphs (a) and (b) the second reference to the company is to be read as a reference to the participants in a relevant scheme; and each other reference to a company is to be read as a reference to the operator or depositary of the relevant scheme. In subsections (2) and (3) the reference to the company is to be read as a reference to the operator or the depositary. In subsection (4)— in paragraphs (a) and (b) the second reference to the company is to be read as a reference to the participants in a relevant scheme; and each other reference to a company is to be read as a reference to the operator or depositary of the relevant scheme.
Section 238 (transactions at an undervalue (England and Wales)) Subsection (5) is to be read as if for paragraph (a) there were substituted— a that the operator or the depositary, in entering into the transaction, did so in good faith and for the purposes of carrying on the business of the relevant scheme, and . Subsection (5) is to be read as if for paragraph (a) there were substituted— a that the operator or the depositary, in entering into the transaction, did so in good faith and for the purposes of carrying on the business of the relevant scheme, and .
Section 239 (preferences (England and Wales)) In subsections (2) and (3) the reference to the company is to be read as a reference to the operator or the depositary. Subsection (4) is to be read as if for the words from “a company” to the end there were substituted— the operator or depositary of a relevant scheme gives a preference to a person if— a that person is one of the creditors of the relevant scheme or a surety or guarantor for any of the debts or liabilities of the relevant scheme, and b the operator or depositary does anything or suffers anything to be done which (in either case) has the effect of putting that person into a position which, in the event of the relevant scheme going into insolvent liquidation, will be better than the position that person would have been in if that thing had not been done. . In subsections (2) and (3) the reference to the company is to be read as a reference to the operator or the depositary. Subsection (4) is to be read as if for the words from “a company” to the end there were substituted— the operator or depositary of a relevant scheme gives a preference to a person if— a that person is one of the creditors of the relevant scheme or a surety or guarantor for any of the debts or liabilities of the relevant scheme, and b the operator or depositary does anything or suffers anything to be done which (in either case) has the effect of putting that person into a position which, in the event of the relevant scheme going into insolvent liquidation, will be better than the position that person would have been in if that thing had not been done. .
Section 239 (preferences (England and Wales)) In subsection (5) the reference to the company which gave the preference is to be read as a reference to the operator or the depositary in giving the preference. In subsection (6)— the first reference to a company is to be read as a reference to the operator or depositary of a relevant scheme; and the reference to a person connected with the company is to be read as a reference to a person who is an associate (within the meaning of section 435) of the operator or depositary of the relevant scheme. In subsection (5) the reference to the company which gave the preference is to be read as a reference to the operator or the depositary in giving the preference. In subsection (6)— the first reference to a company is to be read as a reference to the operator or depositary of a relevant scheme; and the reference to a person connected with the company is to be read as a reference to a person who is an associate (within the meaning of section 435) of the operator or depositary of the relevant scheme.
Section 240 (“relevant time” under sections 238, 239) In subsections (1) and (2)— a reference to a company, except the second reference in subsection (2), is to be read as a reference to the operator or depositary of a relevant scheme; and the reference to a person who is connected with the company is to be read as a reference to a person who is an associate (within the meaning of section 435) of the operator or depositary of the relevant scheme. In subsections (1) and (2)— a reference to a company, except the second reference in subsection (2), is to be read as a reference to the operator or depositary of a relevant scheme; and the reference to a person who is connected with the company is to be read as a reference to a person who is an associate (within the meaning of section 435) of the operator or depositary of the relevant scheme.
Section 240 (“relevant time” under sections 238, 239) In subsection (2) the reference to the inability of the company to pay its debts within the meaning of section 123 is to be read as a reference to the inability of the operator of a relevant scheme to pay the debts of that scheme within the meaning of section 222 or 224 (as modified by this Schedule). In subsection (2) the reference to the inability of the company to pay its debts within the meaning of section 123 is to be read as a reference to the inability of the operator of a relevant scheme to pay the debts of that scheme within the meaning of section 222 or 224 (as modified by this Schedule).
Section 241 (orders under sections 238, 239) In this section a reference to a company is to be read as a reference to the operator or the depositary, except— in subsection (1)(a), where the reference to the company is to be read as a reference to the liquidator of the relevant scheme; in subsection (1)(c), where the reference to security given by the company is to be read as a reference to security over any property subject to the relevant scheme; in subsection (1)(g), where the first reference to the company is to be read as a reference to the liquidator of the relevant scheme; in subsection (2), with respect to the reference to a creditor of the company; and in subsection (3C). In this section a reference to a company is to be read as a reference to the operator or the depositary, except— in subsection (1)(a), where the reference to the company is to be read as a reference to the liquidator of the relevant scheme; in subsection (1)(c), where the reference to security given by the company is to be read as a reference to security over any property subject to the relevant scheme; in subsection (1)(g), where the first reference to the company is to be read as a reference to the liquidator of the relevant scheme; in subsection (2), with respect to the reference to a creditor of the company; and in subsection (3C).
Section 242 (gratuitous alienations (Scotland)) In subsection (1)(a) the reference to an alienation by the company is to be read as a reference to an alienation by the operator or the depositary. In subsection (2)(a) the reference to any claim or right of the company is to be read as a reference to any claim that may be made or any right that may be exercised by the operator for the benefit of the participants. In subsections (3)(a) and (4)(c) the reference to an associate of the company is to be read as a reference to an associate (within the meaning of section 435) of the operator or the depositary. In subsection (7) the reference to an alienation of a company is to be read as a reference to an alienation by the operator or the depositary. In subsection (1)(a) the reference to an alienation by the company is to be read as a reference to an alienation by the operator or the depositary. In subsection (2)(a) the reference to any claim or right of the company is to be read as a reference to any claim that may be made or any right that may be exercised by the operator for the benefit of the participants. In subsections (3)(a) and (4)(c) the reference to an associate of the company is to be read as a reference to an associate (within the meaning of section 435) of the operator or the depositary. In subsection (7) the reference to an alienation of a company is to be read as a reference to an alienation by the operator or the depositary.
Section 243 (unfair preferences (Scotland)) In subsection (1) a reference to a transaction entered into by a company is to be read as a reference to a transaction entered into by the operator or the depositary. In subsection (2)(d) the reference to a company is to be read as a reference to the operator or the depositary. In subsection (1) a reference to a transaction entered into by a company is to be read as a reference to a transaction entered into by the operator or the depositary. In subsection (2)(d) the reference to a company is to be read as a reference to the operator or the depositary.
Section 246 (unenforceability of liens on books, etc.)
Section 246A (remote attendance at meetings)
Section 246B (use of websites)
Part 7 (interpretation for first group of Parts) Part 7 (interpretation for first group of Parts) Part 7 (interpretation for first group of Parts)
Section 247 (“insolvency” and “go into liquidation”) This section is to be read as if— in subsection (2), for the words from “it passes a resolution” to the end there were substituted “an order for its winding up is made by the court”; and subsection (3) were omitted. This section is to be read as if— in subsection (2), for the words from “it passes a resolution” to the end there were substituted “an order for its winding up is made by the court”; and subsection (3) were omitted.
Section 248 (“secured creditor” etc.)
Section 249 (“connected” with a company) This section is to be read as if the words from “, a person” to “and” were omitted. This section is to be read as if the words from “, a person” to “and” were omitted.
Section 251 (expressions used generally) This section is to be read as if the existing provision were subsection (1) and after that provision there were inserted— 2 In Parts 4, 5 and 6— a a reference to the depositary of a relevant scheme is a reference to the depositary (within the meaning given in section 237(2) of the Financial Services and Markets Act 2000 (“FSMA”)) of that scheme; b a reference to the operator of a relevant scheme is a reference to the operator (within the meaning given in section 237(2) of FSMA) of that scheme; c a reference to the participants in a relevant scheme is a reference to the participants (within the meaning given in section 235(2) of FSMA) in that scheme; d a reference to— i a relevant scheme, ii a creditor or a debt of a relevant scheme, or iii the operator or the depositary in relation to a relevant scheme which is a sub-scheme of an umbrella co-ownership scheme, is to be construed in accordance with regulation 17(1) of the Collective Investment in Transferable Securities (Contractual Scheme) Regulations 2013. . This section is to be read as if the existing provision were subsection (1) and after that provision there were inserted— 2 In Parts 4, 5 and 6— a a reference to the depositary of a relevant scheme is a reference to the depositary (within the meaning given in section 237(2) of the Financial Services and Markets Act 2000 (“FSMA”)) of that scheme; b a reference to the operator of a relevant scheme is a reference to the operator (within the meaning given in section 237(2) of FSMA) of that scheme; c a reference to the participants in a relevant scheme is a reference to the participants (within the meaning given in section 235(2) of FSMA) in that scheme; d a reference to— i a relevant scheme, ii a creditor or a debt of a relevant scheme, or iii the operator or the depositary in relation to a relevant scheme which is a sub-scheme of an umbrella co-ownership scheme, is to be construed in accordance with regulation 17(1) of the Collective Investment in Transferable Securities (Contractual Scheme) Regulations 2013. .
Part 13 (insolvency practitioners and their qualification) Part 13 (insolvency practitioners and their qualification) Part 13 (insolvency practitioners and their qualification)
Section 388 (meaning of “act as insolvency practitioner”) In subsection (4), the definition of “company” is to be read as if the reference to a company that may be wound up under Part 5 of the 1986 Act included a reference to a relevant scheme. In subsection (4), the definition of “company” is to be read as if the reference to a company that may be wound up under Part 5 of the 1986 Act included a reference to a relevant scheme.
Section 389 (acting without qualification an offence)
Part 17 (miscellaneous and general) Part 17 (miscellaneous and general) Part 17 (miscellaneous and general)
Sections 430 (provision introducing Schedule of punishments) Section 431 (summary proceedings) Section 432 (offences by bodies corporate) These sections are to be read as if a reference to an offence under the 1986 Act or a provision of that Act, in so far as it is a reference to an offence under a provision of that Act that is applied by these Regulations, is to be read as a reference to the offence under that provision as so applied. These sections are to be read as if a reference to an offence under the 1986 Act or a provision of that Act, in so far as it is a reference to an offence under a provision of that Act that is applied by these Regulations, is to be read as a reference to the offence under that provision as so applied.
Part 17A (supplementary provisions) Part 17A (supplementary provisions) Part 17A (supplementary provisions)
Section 434C (legal professional privilege)
Schedule 4 (powers of liquidator in a winding up) Schedule 4 (powers of liquidator in a winding up) Schedule 4 (powers of liquidator in a winding up)
Schedule 4 (powers of liquidator in a winding up) Schedule 4 is to be read as if— paragraphs 8 and 11 were omitted; the power in paragraph 4 included a power to bring or defend any action or other legal proceeding which would otherwise be brought or defended by the operator on behalf of the participants; the power in paragraph 7 included a power to do all acts and execute all deeds, receipts and other documents which would otherwise be done or executed by the operator on behalf of the participants; and the power in paragraph 9 included a power to draw, accept, make and indorse any bill of exchange or promissory note with the same effect as if the bill or note had been drawn, accepted, made or indorsed by the operator in the course of the business of the relevant scheme. Paragraph 5 is to be read as subject to the requirements in regulation 17(10) to cease making payments under authorised contracts and to cease the issue and redemption of units. Schedule 4 is to be read as if— paragraphs 8 and 11 were omitted; the power in paragraph 4 included a power to bring or defend any action or other legal proceeding which would otherwise be brought or defended by the operator on behalf of the participants; the power in paragraph 7 included a power to do all acts and execute all deeds, receipts and other documents which would otherwise be done or executed by the operator on behalf of the participants; and the power in paragraph 9 included a power to draw, accept, make and indorse any bill of exchange or promissory note with the same effect as if the bill or note had been drawn, accepted, made or indorsed by the operator in the course of the business of the relevant scheme. Paragraph 5 is to be read as subject to the requirements in regulation 17(10) to cease making payments under authorised contracts and to cease the issue and redemption of units.
Schedule 10 (punishment of offences under the 1986 Act) Schedule 10 (punishment of offences under the 1986 Act) Schedule 10 (punishment of offences under the 1986 Act)
Schedule 10 (punishment of offences under the 1986 Act) Schedule 10 is to be read as if a reference to a provision which is applied by these Regulations were a reference to that provision as so applied. Schedule 10 is to be read as if a reference to a provision which is applied by these Regulations were a reference to that provision as so applied.

PART 4 — Table of applied provisions of the 1989 Order

Provision of the 1989 Order Modification
Part 1 (Introductory) Part 1 (Introductory)
Article 2 (general interpretation)
Article 3 (“act as insolvency practitioner”) In paragraph (4), the definition of “company” is to be read as if the reference to a company that may be wound up under Part 6 of the 1989 Order included a reference to a relevant scheme.
Article 4 (“associate”)
Article 5 (interpretation of Parts 2 to 7 of the 1989 Order) This Article is to be read as if— the definition of “the registrar” were omitted; and; after paragraph (1) there were inserted— 2 In Parts 5, 6 and 7— a a reference to the depositary of a relevant scheme is a reference to the depositary (within the meaning given in section 237(2) of the Financial Services and Markets Act 2000 (“FSMA”)) of that scheme; b a reference to the operator of a relevant scheme is a reference to the operator (within the meaning given in section 237(2) of FSMA) of that scheme; c a reference to the participants in a relevant scheme is a reference to the participants (within the meaning given in section 235(2) of FSMA) in that scheme; d a reference to the registrar is to be read as a reference to the Financial Conduct Authority; and e a reference to— i a relevant scheme, ii a creditor or a debt of a relevant scheme, or iii the operator or the depositary in relation to a relevant scheme which is a sub-scheme of an umbrella co-ownership scheme, is to be construed in accordance with regulation 17(1) of the Collective Investment in Transferable Securities (Contractual Scheme) Regulations 2013. .
Article 6 (“insolvency” and “go into liquidation”) This Article is to be read as if— in paragraph (2), for the words from “it passes a resolution” to the end there were substituted “an order for its winding up is made by the High Court”; and paragraph (3) were omitted.
Part 5 (winding up of companies registered under the Companies Act 2006) Part 5 (winding up of companies registered under the Companies Act 2006)
Chapter 6 (winding up by the High Court) Chapter 6 (winding up by the High Court)
Article 104A (petition for winding up on grounds of public interest)
Article 105 (powers of High Court on hearing of petition) This Article is to be read as if paragraph (2) were omitted.
Article 106 (power to stay or restrain proceedings against company) Paragraph (1) is to be read as if for the words “the company, or any creditor” there were substituted “the Financial Conduct Authority, the operator or any creditor of the relevant scheme”.
Article 107 (avoidance of property dispositions, etc.) In paragraph (1), the reference to any transfer of shares or alteration in the status of the company’s members is to be read as a reference to any issue, transfer or redemption of units in the relevant scheme.
Article 108 (avoidance of sequestration or distress)
Article 109 (commencement of winding up by the High Court)
Article 110 (consequences of winding-up order) In paragraph (1) the reference to the company is to be read as a reference to the operator. This Article is to be read as if paragraph (4) were omitted.
Article 111 (company’s statement of affairs) In paragraph (3)(a) the reference to officers of the company is to be read as a reference to the operator and the depositary. Paragraph (3) is to be read as if sub-paragraphs (c) and (d) were omitted.
Article 112 (investigation by official receiver)
Article 113 (public examination of officers) Paragraph (1) is to be read as if for sub-paragraph (b) there were substituted— b has acted as liquidator of the relevant scheme; .
Article 113 (public examination of officers) In paragraph (1) the reference to the dissolution of the company is to be read as a reference to the completion of winding up of the relevant scheme.
Article 114 (enforcement of Article 113)
Article 115 (appointment and powers of provisional liquidator)
Article 116 (functions of official receiver in relation to office of liquidator) Paragraph (1) is to be read as if the words “, subject to Article 119,” were omitted.
Article 117 (appointment by Department)
Article 118 (choice of liquidator at meetings of creditors and contributories) This Article is to be read as if for paragraphs (3) and (4) there were substituted— 3 The liquidator shall be the person (if any) nominated by the creditors. .
Article 120 (liquidation committee) This Article is to be read as if paragraph (3) were omitted.
Article 121 (general functions in winding up by the High Court)
Article 122 (custody of company’s property) In this Article the reference to all the property to which the company is or appears to be entitled is to be read as a reference to all property which is or appears to be subject to the relevant scheme.
Article 123 (vesting of company property in liquidator) Paragraph (1) is to be read as if the words “or held by trustees on its behalf” were omitted.
Article 124 (duty to summon final meeting)
Article 125 (power to stay winding up) Paragraph (2) is to be read as if after the words “the official receiver” there were inserted “or the liquidator”. In paragraph (3) the reference to the company is to be read as a reference to the operator.
Article 131 (power to exclude creditors not proving in time)
Article 133 (inspection of books by creditors, etc.) In paragraph (1) the reference to books and papers in the company’s possession is to be read as a reference to such books and papers affecting or relating to the affairs of, or the property subject to, the relevant scheme as are in the possession of the operator or the depositary.
Article 134 (payment of expenses of winding up)
Article 136 (powers of High Court to be cumulative) In this Article the references to any debtor of the company are to be read as references to a person by whom a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract.
Article 137 (delegation of powers to liquidator)
Chapter 7 (liquidators) Chapter 7 (liquidators)
Article 138 (style and title of liquidators)
Article 139 (corrupt inducement affecting appointment)
Article 142 (winding up by the High Court) Paragraph (2)(a) is to be read as if for the words “a person who is connected with the company (within the meaning given by Article 7)” there were substituted “the operator or the depositary of the relevant scheme or a person who is an associate of the operator or depositary”.
Article 143 (supplementary powers)
Article 144 (enforcement of liquidator’s duty to make returns, etc.)
Article 146 (removal, etc. (winding up by the High Court))
Article 148 (release (winding up by the High Court))
Chapter 8 (provisions of general application in winding up) Chapter 8 (provisions of general application in winding up)
Article 152 (power to disclaim onerous property) In paragraph (3) each reference to the company is to be read as a reference to the participants and the depositary.
Article 153 (disclaimer of leaseholds) In paragraph (1) the reference to a person claiming under the company as underlessee or mortgagee is to be read as a reference to a person claiming as underlessee or mortgagee under the leasehold title which is held by the depositary (or a person nominated by the depositary to hold the leasehold title).
Article 154 (land subject to rentcharge)
Article 155 (powers of High Court (general)
Article 156 (powers of High Court (leaseholds)) In this Article— a reference to a person claiming under the company as underlessee or mortgagee is to be read as a reference to a person claiming as underlessee or mortgagee under the leasehold title which is held by the depositary (or a person nominated by the depositary to hold the leasehold title); and a reference to the company, in relation to any reference to liabilities, obligations, estates, incumbrances or interests, is to be read as a reference to the lessee.
Article 157 (rescission of contracts by the High Court) In paragraph (1) the references to a contract made with the company are to be read as references to an authorised contract.
Article 159 (notification that company is in liquidation) This Article is to be read as if for paragraphs (1) and (2) there were substituted— 1 When a relevant scheme is being wound up by the High Court— a every business letter (whether in hard copy, electronic or any other form) issued by the operator, the depositary or a liquidator of the relevant scheme, and b any website which relates to the relevant scheme and for which the operator or the depositary is responsible, must contain a statement that the relevant scheme is being wound up. 2 If default is made in complying with this Article, any of the following persons who knowingly and wilfully authorises or permits the default, namely, the operator, the depositary and any liquidator of the relevant scheme, shall be guilty of an offence. .
Article 160 (interest on debts)
Article 162 (information as to pending liquidations)
Article 163 (resolutions passed at adjourned meetings)
Article 164 (meeting to ascertain wishes of creditors or contributories)
Article 165 (affidavits, etc., in United Kingdom and elsewhere)
Chapter 10 (malpractice before and during liquidation; penalisation of companies and company officers; investigations and prosecutions) Chapter 10 (malpractice before and during liquidation; penalisation of companies and company officers; investigations and prosecutions)
Article 170 (fraud, etc. in anticipation of winding up) In paragraph (1)(a) the reference to a debt due to the company is to be read as a reference to a debt which is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract. This Article is to be read as if paragraph (3) were omitted.
Article 171 (transactions in fraud of creditors) In paragraph (1)(b) the reference to any unsatisfied judgment or order for the payment of money obtained against the company is to be read as a reference to any unsatisfied judgment or order for the payment of money to a creditor of the relevant scheme.
Article 172 (misconduct in course of winding up) In paragraph (1)(a) the reference to the disposal by the company of any part of the company’s property is to be read as a reference to the disposal by the operator of part of the property subject to the relevant scheme. This Article is to be read as if paragraph (3) were omitted.
Article 173 (falsification of company’s books) In this Article the reference to any register, accounting records or document belonging to the company is to be read as a reference to any register, accounting records or document affecting or relating to the affairs of, or the property subject to, the relevant scheme.
Article 174 (material omissions from statement relating to company’s affairs) This Article is to be read as if paragraph (3) were omitted.
Article 175 (false representations to creditors) This Article is to be read as if paragraph (2) were omitted.
Article 176 (summary remedy against delinquent directors, liquidators, etc.) Paragraph (1)(a) is to be read as if the reference to an officer of the company included a reference to the operator and the depositary.
Article 177 (fraudulent trading)
Article 178 (wrongful trading) In paragraphs (1) and (2) a reference to a director of a company is to be read as a reference to the operator or depositary of a relevant scheme. This Article is to be read as if— after paragraph (2) there were inserted— 2A The condition specified in paragraph (2)(b) is taken to be satisfied in relation to the operator or depositary of a relevant scheme if, at some time before the commencement of the winding up, a director or employee of the operator or depositary knew or ought to have concluded that there was no reasonable prospect that the relevant scheme would avoid going into insolvent liquidation ; and paragraph (7) were omitted.
Article 178 (wrongful trading) In paragraphs (4) and (5) a reference to a director of a company is to be read as a reference to the operator or depositary of a relevant scheme or a director or employee of the operator or depositary.
Article 179 (proceedings under Articles 177 and 178)
Article 182 (prosecution of delinquent officers and members of company)
Article 183 (obligations arising under Article 182) In paragraph (3) the reference to every agent of the company is to be read as a reference to the operator and the depositary and every person who, at the request of the operator or the depositary, has provided the services of banker, solicitor or auditor or professional services of any other description in relation to the relevant scheme.
Part 6 (winding up of unregistered companies) Part 6 (winding up of unregistered companies)
Article 184 (meaning of “unregistered company”)
Article 185 (winding up of unregistered companies) This Article is to be read as if— paragraph (2) were omitted; in paragraph (3) the words “, except in accordance with the EC Regulation” were omitted; and in paragraph (4)— sub-paragraph (a) were omitted; and for sub-paragraph (b) there were substituted— b if the operator of a relevant scheme is unable to pay the debts of that scheme out of the property subject to it. .
Article 186 (inability to pay debts: unpaid creditor for £750 or more) In paragraph (1)(a) and (b) each reference to the company is to be read as a reference to the operator. Paragraph (1)(a) is to be read as if the words “in Northern Ireland” were omitted.
Article 188 (inability to pay debts: other cases) In paragraph (1)(b) the reference to execution or other process issued in favour of a creditor against the company or any person authorised to be sued as nominal defendant on its behalf is to be read as a reference to execution or other process issued in favour of a creditor of the relevant scheme against the property subject to that scheme.
Article 193 (provisions of this Part to be cumulative)
Part 7 (miscellaneous provisions applying to companies which are insolvent or in liquidation) Part 7 (miscellaneous provisions applying to companies which are insolvent or in liquidation)
Article 194 (holders of office to be qualified insolvency practitioners)
Article 195 (appointment to office of two or more persons)
Article 196 (validity of office-holder’s acts)
Article 198 (getting in the company’s property) In paragraph (2) the reference to any property, books, papers or records to which the company appears to be entitled is to be read as a reference to any property that appears to be property subject to the relevant scheme, and to any books, papers or records that appear to affect or relate to that property or to the affairs of the relevant scheme.
Article 199 (duty to co-operate with office-holder) Paragraph (3) is to be read as if— in sub-paragraph (a) the reference to officers of the company included a reference to the operator and the depositary; and sub-paragraphs (c) and (d) were omitted.
Article 200 (inquiry into company’s dealings, etc.) In paragraph (2)(b) the reference to any person supposed to be indebted to the company is to be read as a reference to a person by whom, it is supposed, a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract. In paragraph (3) the reference to dealings with the company is to be read as a reference to dealings with any matter affecting or relating to the affairs of, or the property subject to, the relevant scheme.
Article 201 (High Court’s enforcement powers under Article 200) In paragraph (2) the reference to any person who is indebted to the company is to be read as a reference to a person by whom a debt is, or may become, payable to the operator in respect of any liability (including any contingent or prospective liability) incurred under an authorised contract.
Article 202 (transactions at an undervalue) In paragraphs (2) and (3) the reference to the company is to be read as a reference to the operator or the depositary. In paragraph (4)— in sub-paragraphs (a) and (b) the second reference to the company is to be read as a reference to the participants in a relevant scheme; and each other reference to a company is to be read as a reference to the operator or depositary of the relevant scheme.
Article 202 (transactions at an undervalue) Paragraph (5) is to be read as if for sub-paragraph (a) there were substituted— a that the operator or the depositary, in entering into the transaction, did so in good faith and for the purposes of carrying on the business of the relevant scheme, and .
Article 203 (preferences) In paragraphs (2) and (3) the reference to the company is to be read as a reference to the operator or the depositary. Paragraph (4) is to be read as if for the words from “a company” to the end there were substituted— the operator or depositary of a relevant scheme gives a preference to a person if— a that person is one of the creditors of the relevant scheme or a surety or guarantor for any of the debts or liabilities of the relevant scheme, and b the operator or depositary does anything or suffers anything to be done which (in either case) has the effect of putting that person into a position which, in the event of the relevant scheme going into insolvent liquidation, will be better than the position that person would have been in if that thing had not been done. .
Article 203 (preferences) In paragraph (5) the reference to the company which gave the preference is to be read as a reference to the operator or the depositary in giving the preference. In paragraph (6)— the first reference to a company is to be read as a reference to the operator or depositary of a relevant scheme; and the reference to a person connected with the company is to be read as a reference to a person who is an associate (within the meaning of Article 4) of the operator or depositary of the relevant scheme.
Article 204 (“relevant time” under Articles 202, 203) In paragraphs (1) and (2)— a reference to a company, except the second reference in paragraph (2), is to be read as a reference to the operator or depositary of a relevant scheme; and the reference to a person who is connected with the company is to be read as a reference to a person who is an associate (within the meaning of Article 4) of the operator or depositary of the relevant scheme.
Article 204 (“relevant time” under Articles 202, 203) In paragraph (2) the reference to the inability of the company to pay its debts within the meaning of Article 103 is to be read as a reference to the inability of the operator of a relevant scheme to pay the debts of that scheme within the meaning of Article 186 or 188 (as modified by this Schedule).
Article 205 (orders under Articles 202, 203) In this Article a reference to a company is to be read as a reference to the operator or the depositary, except— in paragraph (1)(a), where the reference to the company is to be read as a reference to the liquidator of the relevant scheme;
in paragraph (1)(c), where the reference to security given by the company is to be read as a reference to security over any property subject to the relevant scheme; in paragraph (1)(g), where the first reference to the company is to be read as a reference to the liquidator of the relevant scheme; in paragraph (2), with respect to the reference to a creditor of the company; and in paragraph (3C).
Article 208 (unenforceability of liens on books, etc.)
Part 12 (insolvency practitioners and their qualification) Part 12 (insolvency practitioners and their qualification)
Article 348 (acting as insolvency practitioner without qualification)
Part 14 (miscellaneous) Part 14 (miscellaneous)
Article 373 (prosecution and punishment of offences) Article 374 (summary proceedings) These Articles are to be read as if a reference to an offence under the 1989 Order or a provision of that Order, in so far as it is a reference to an offence under a provision of that Order that is applied by these Regulations, is to be read as a reference to the offence under that provision as so applied.
Part 15 (supplementary provisions) Part 15 (supplementary provisions)
Article 385 (legal professional privilege)
Schedule 2 (powers of liquidator in a winding up) Schedule 2 (powers of liquidator in a winding up)
Schedule 2 (powers of liquidator in a winding up) Schedule 2 is to be read as if— paragraphs 9 and 12 were omitted; the power in paragraph 4 included a power to bring or defend any action or other legal proceeding which would otherwise be brought or defended by the operator on behalf of the participants; the power in paragraph 8 included a power to do all acts and execute all deeds, receipts and other documents which would otherwise be done or executed by the operator on behalf of the participants; and the power in paragraph 10 included a power to draw, accept, make and indorse any bill of exchange or promissory note with the same effect as if the bill or note had been drawn, accepted, made or indorsed by the operator in the course of the business of the relevant scheme.
Schedule 2 (powers of liquidator in a winding up) Paragraph 5 is to be read as subject to the requirements in regulation 17(10) to cease making payments under authorised contracts and to cease the issue and redemption of units.
Schedule 7 (punishment of offences under the 1989 Order) Schedule 7 (punishment of offences under the 1989 Order)
Schedule 7 (punishment of offences under the 1989 Order) Schedule 7 is to be read as if a reference to a provision which is applied by these Regulations were a reference to that provision as so applied.

SCHEDULE 3 — Co-ownership schemes: application of the Insolvency Rules 1986

PART 1 — Application of Rules with modifications

1

In relation to the winding up of a relevant scheme by the High Court under the 1986 Act, Parts 4 and 7 to 13 of the Insolvency Rules 1986 , in so far as they apply to the winding up of an unregistered company, apply with—

2

Unless the context otherwise requires and subject to any modification specified in the Table in Part 2 of this Schedule which has a contrary effect, the general modifications are that—

a reference to the company is to be read as a reference to the operator or, in the case of a provision that has effect in relation to a company before the presentation of a winding-up petition, the operator of a relevant scheme in relation to which a written demand has been served under section 222(1)(a) (as applied by Schedule 2);

PART 2 — Table of specific modifications of the Insolvency Rules 1986

Rule Subject Modification
Part 4 (companies winding up) Part 4 (companies winding up) Part 4 (companies winding up)
Chapter 1 (the scheme of this Part of the Rules) Chapter 1 (the scheme of this Part of the Rules) Chapter 1 (the scheme of this Part of the Rules)
4.2 Winding up by the court: the various forms of petition Paragraph (2) is to be read as if— the reference to the company included a reference to the operator of a relevant scheme; and the words “the directors,” and “the official receiver,” were omitted.
Chapter 2 (the statutory demand) Chapter 2 (the statutory demand) Chapter 2 (the statutory demand)
4.4 Preliminary In paragraph (2) the reference to a company is to be read as a reference to the operator of a relevant scheme.
4.5 Form and content of statutory demand In paragraph (2)(a) the reference to the company’s liability is to be read as a reference to the liability of the relevant scheme in relation to which the statutory demand has been served.
4.6 Information to be given in statutory demand In paragraph (1)(c) the reference to the company is to be read as a reference to the operator of the relevant scheme in relation to which the statutory demand has been served.
Chapter 3 (petition to winding-up order) Chapter 3 (petition to winding-up order) Chapter 3 (petition to winding-up order)
4.6A Injunction to restrain presentation or advertisement of petition The first reference to a company is to be read as a reference to the operator of a relevant scheme.
4.7 Presentation and filing of petition Paragraph (3) is to be read as if the words “who is a person other than the company” were omitted.
4.8 Service of petition This Rule is to be read as if paragraph (2) required the petition is to be served at the registered office or principal place of business of the operator and of the depositary. Paragraphs (3) to (5) apply in relation to the operator and in relation to the depositary as they apply in relation to a company on which a petition is served.
4.9A Proof of service The certificate of service must specify (instead of the particulars in paragraph (2)(a) and (b)) the name of the relevant scheme and the name and registered office (or principal place of business) of the operator and of the depositary.
4.10 Other persons to receive copies of petition This Rule is to be read as if there were substituted for paragraphs (1) to (4)— 1 The petitioner must send a copy of the petition to the FCA. .
4.12 Verification of petition A statement of truth which is not contained in or endorsed upon the petition which it verifies must specify (instead of the particulars in paragraph (3A)(a)) the name of the relevant scheme and of the operator and the depositary.
4.13 Persons entitled to copy of petition This Rule is to be read as if the word “director,” were omitted.
4.15 Permission for petitioner to withdraw In paragraph (c) the reference to the company is to be read as a reference to the operator and the depositary.
4.18 Witness statement in opposition In this Rule— each reference to the company is to be read as a reference to the operator; and paragraph (1) is to be read as if it required the operator to file a witness statement only with the depositary’s consent.
Chapter 4 (petition by contributories) Chapter 4 (petition by contributories) Chapter 4 (petition by contributories)
4.22 to 4.24 Petition by contributories These Rules do not apply.
Chapter 5 (provisional liquidator) Chapter 5 (provisional liquidator) Chapter 5 (provisional liquidator)
4.25 Appointment of provisional liquidator Paragraph (1) is to be read as if it provided that an application for the appointment of a provisional liquidator may be made by the operator, the depositary, the FCA or a creditor.
4.28 Security In paragraph (2)(a) the reference to the making of an order on the company is to be read as a reference to the making of an order on the operator and the depositary.
Chapter 6 (statement of affairs and other information) Chapter 6 (statement of affairs and other information) Chapter 6 (statement of affairs and other information)
4.39 Submission of accounts A reference to the accounts of the company is to be read as a reference to the accounts relating to the affairs of the relevant scheme.
Chapter 7 (information to creditors and contributories) Chapter 7 (information to creditors and contributories) Chapter 7 (information to creditors and contributories)
4.43 Reports by official receiver This Rule is to be read as if paragraphs (1A) and (1B) were omitted.
4.48 Winding up stayed In paragraph (2) the reference to the company is to be read as a reference to the operator.
4.49B Reports to creditors and members -winding up by the court The progress report must include full details (instead of the details in paragraph (1)(b)) of the name of the relevant scheme and the name and registered office (or principal place of business) of the operator and of the depositary. Paragraph (2) is to be read as if the words from “and, where the liquidator” to the end were omitted. In paragraph (7) the reference to the members of the company is to be read as a reference to the operator and the depositary.
Chapter 8 (meetings of creditors and contributories) Chapter 8 (meetings of creditors and contributories) Chapter 8 (meetings of creditors and contributories)
4.58 Attendance at meetings of company’s personnel A reference to the company’s personnel is to be read as a reference to— the operator and the depositary; and the directors and employees of the operator and the depositary.
Chapter 9 (proof of debts in a liquidation) Chapter 9 (proof of debts in a liquidation) Chapter 9 (proof of debts in a liquidation)
4.79 Liquidator to allow inspection of proofs The reference to any contributory of the company is to be read as a reference to the operator or the depositary.
4.83 Appeal against decision on proof In paragraphs (2) and (4A) a reference to a contributory is to be read as a reference to the operator or the depositary. In paragraph (4A) the reference to the company is to be read as a reference to the operator for the benefit of the participants.
4.90 Mutual credits and set-off A reference to mutual credits, mutual debts or other mutual dealings between the company and any creditor is to be read as a reference to mutual credits etc. between the operator on behalf of the participants and a creditor, and a reference to any obligation to or from the company, or any sum due or owed to, or due from, the company is to be read accordingly.
Chapter 10 (secured creditors) Chapter 10 (secured creditors) Chapter 10 (secured creditors)
4.98 Test of security’s value In paragraph (2) the reference to the liquidator on behalf of the company is to be read as a reference to the liquidator acting in the best interests of the relevant scheme.
Chapter 11 (the liquidator) Chapter 11 (the liquidator) Chapter 11 (the liquidator)
4.124 Release of official receiver This Rule is to be read as if paragraph (2A) were omitted.
4.125 Final meeting This Rule is to be read as if paragraph (2A) were omitted.
4.128 Other matters affecting remuneration Paragraph (3) is to be read as if for the words “act on behalf of the company” there were substituted “act in the liquidation”.
4.131 Creditors’ claim that remuneration is or other expenses are excessive Paragraph (4)(e) is to be read as if it required the amount to which it refers to be paid to the operator for the benefit the relevant scheme.
4.138 Liquidator’s duties on vacating office A reference to the company’s books, papers and other records is to be read as a reference to all books, papers and other records affecting or relating to the affairs of, or the property subject to, the relevant scheme.
4.149 Power of court to set aside certain transactions Paragraph (1) is to be read as if the court’s power to order the liquidator to compensate the company for loss suffered in consequence of a transaction which is set aside included power to order the liquidator, by way of compensation for loss suffered in consequence of such a transaction, to contribute any sum to the property subject to the relevant scheme.
Chapter 12 (the liquidation committee) Chapter 12 (the liquidation committee) Chapter 12 (the liquidation committee)
4.152 Membership of committee Paragraph (1) is to be read as if the words “Subject to Rule 4.154 below,” were omitted.
4.154 Committee established by contributories This Rule does not apply.
4.171A Composition of committee when creditors paid in full This Rule is to be read as if— at the end of paragraph (2) there were inserted “and the committee is abolished”; and paragraphs (3) and (4) were omitted.
Chapter 14 (collection and distribution of company’s assets by liquidator Chapter 14 (collection and distribution of company’s assets by liquidator Chapter 14 (collection and distribution of company’s assets by liquidator
4.181 Debts of insolvent company to rank equally This Rule is to be read as if the references to preferential debts were omitted.
Chapter 15 (disclaimer) Chapter 15 (disclaimer) Chapter 15 (disclaimer)
4.188 Communication of disclaimer to persons interested In paragraph (2) the reference to a person who claims under the company as underlessee or mortgagee is to be read as a reference to a person claiming as underlessee or mortgagee under the leasehold title which is held by the depositary (or a person nominated by the depositary to hold the leasehold title).
Chapters 16, 17 and 18 Chapters 16, 17 and 18 Chapters 16, 17 and 18
4.195 to 4.201 Settlement of list of contributories These Rules do not apply.
4.202 to 4.205 Calls These Rules do not apply.
4.206 to 4.210 Special manager These Rules do not apply.
Chapter 19 (public examination of company officers and others) Chapter 19 (public examination of company officers and others) Chapter 19 (public examination of company officers and others)
4.213 Order on request by creditors or contributories In paragraph (2) the reference to the relationship which the proposed examinee has, or has had, to the company is to be read as a reference to that person’s interest in the relevant scheme or dealings with the operator.
Chapter 20 (order of payment of costs, etc., out of assets) Chapter 20 (order of payment of costs, etc., out of assets) Chapter 20 (order of payment of costs, etc., out of assets)
4.218 General rule as to priority Paragraph (2) is to be read as if sub-paragraph (b) were omitted. Paragraph (3) is to be read as if the words “Subject as provided in Rules 4.218A to 4.218E,” were omitted. In paragraphs (2) and (3) a reference to any legal action or proceedings or any arbitration or other dispute resolution procedure which the liquidator has power to bring or defend in the name of the company is to be read as a reference to such action, proceedings or procedure which the liquidator has power to bring or defend on behalf of the participants.
4.218A to 4.218E Litigation expenses and property subject to a floating charge These Rules do not apply.
4.220 Saving for powers of the court In paragraph (2)— the reference to proceedings by or against the company is to be read as a reference to proceedings brought by or against the operator for the resolution of any matter relating to the relevant scheme; and the reference to the power of any court to order costs to be paid by the company is to be read as a reference to the power of any court to order costs to be paid out of the property subject to the relevant scheme.
Chapters 21, 22 and 23 Chapters 21, 22 and 23 Chapters 21, 22 and 23
4.221 to 4.225 Miscellaneous rules These Rules do not apply.
4.226 to 4.230 Permission to act as director, etc., of company with prohibited name These Rules do not apply.
4.231 EC Regulation – member state liquidator This Rule does not apply.
Part 7 (court procedure and practice) Part 7 (court procedure and practice) Part 7 (court procedure and practice)
7.1 Preliminary The reference to a petition for a winding-up order under Part IV is to be read as a reference to a petition presented under regulation 17(9).
7.31A Court file In paragraph (4)(a)— the reference to an officer or former officer of the company is to be read as a reference to the operator and the depositary; and the reference to a member of the company is to be read as a reference to a participant.
7.41 Costs and expenses of witnesses In paragraph (1) the reference to an officer of the insolvent company is to be read as a reference to— the operator or any person who is employed by the operator; or the depositary or any person who is employed by the depositary.
7.56 Service of orders staying proceedings The reference to the property of a company is to be read as a reference to the property subject to a relevant scheme.
Part 8 (proxies and company representation) Part 8 (proxies and company representation) Part 8 (proxies and company representation)
8.5 Right of inspection In paragraph (3) the right of inspection exercisable in the case of an insolvent company by its directors is exercisable in the case of the relevant scheme by the operator or the depositary.
Part 11 (declaration and payment of dividend (winding up and bankruptcy)) Part 11 (declaration and payment of dividend (winding up and bankruptcy)) Part 11 (declaration and payment of dividend (winding up and bankruptcy))
11.6 Notice of declaration This Rule is to be read as if paragraph (2A) were omitted.
Part 12 (miscellaneous and general) Part 12 (miscellaneous and general) Part 12 (miscellaneous and general)
12.18 False claim of status as creditor, etc. In paragraph (1)— each reference to the Rules is to be read as a reference to the Rules as modified by this Schedule; and the reference to the members of a company is to be read, in relation to the winding up of a relevant scheme, as a reference to— the operator or depositary of the relevant scheme; or the participants in it.
Part 12A (provisions of general effect) Part 12A (provisions of general effect) Part 12A (provisions of general effect)
12A.18 Service of orders staying proceedings In paragraph (1)(a) the reference to the property of a company is to be read as a reference to the property subject to a relevant scheme.
12A.30 Forms for use in insolvency proceedings Any form prescribed for use by paragraph (1) which is used in proceedings for winding up a relevant scheme is to be read with the modifications set out in this Schedule (so far as applicable for the form concerned). The requirement in paragraph (2) to use a form with such variations as the circumstances may require includes a requirement to use it with such variations as are necessary to take account of applicable modifications.
12A.34 and 12A.39 Notices relating to companies Instead of the particulars given in each of these Rules a notice must specify the name of the relevant scheme and the name and registered office (or principal place of business) of the operator and of the depositary.
12A.43 Information to be contained in all notifications to the registrar A notification must specify (instead of the particulars in paragraphs (a) and (b)) the name of the relevant scheme and the name of the operator and of the depositary.
12A.53 Charge for copy documents The first reference to a member is to be read as a reference to a participant.

SCHEDULE 4 — Co-ownership schemes: application of the Insolvency (Scotland) Rules 1986

PART 1 — Application of Rules with modifications

1

In relation to the winding up of a relevant scheme by the Court of Session under the 1986 Act, Rule 0.2 (interpretation) and Parts 4 and 7 of the Insolvency (Scotland) Rules 1986 , in so far as they apply to the winding up of an unregistered company, apply with—

2

Unless the context otherwise requires and subject to any modification specified in the Table in Part 2 of this Schedule which has a contrary effect, the general modifications are that—

a reference to the company is to be read as a reference to the operator of the relevant scheme;

PART 2 — Table of specific modifications of the Insolvency (Scotland) Rules 1986

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