The Investment Bank Special Administration Regulations 2011

Regulation 25

SCHEDULE 4U.K.Application of these Regulations to partnerships

1.  In this Schedule, “the 1994 Order” means the Insolvent Partnerships Order 1994 M1.U.K.

2.  These Regulations apply where the investment bank is a partnership subject to the following modifications.U.K.

3.  In the application of these Regulations and the Disqualification Act to partnerships, unless the contrary intention appears, the following apply—U.K.

(a)references to companies shall be construed as references to partnerships and all references to the registrar of companies shall be omitted;

(b)references to shares of a company shall be construed—

(i)in relation to a partnership with capital, as references to rights to share in that capital, and

(ii)in relation to a partnership without capital, as references to interests—

(aa)conferring any right to share in the profits or liability to contribute to the losses of the partnership, or

(bb)giving rise to an obligation to contribute to the debts or expenses of the partnership in the event of special administration; and

(c)other expressions appropriate to companies shall be construed, in relation to partnerships, as references to the corresponding persons, officers, documents or organs (as the case may be) appropriate to a partnership.

4.—(1) The provisions of Schedule B1 as applied by regulation 15 apply in respect of a partnership but where a provision of Schedule B1 is listed in Table 1 below, that provision shall apply—U.K.

(a)as modified by Schedule 2 to the 1994 Order; and

(b)with the modifications set out in column 3 of Table 1,

instead of as modified in accordance with regulation 15.

(2) In the provisions referred to in the second column of Table 1, a reference to—

(a)a provision of the Insolvency Act is to that provision as applied by regulation 15 (subject to sub-paragraph (1));

(b)action includes a reference to inaction;

(c)the administrator means the administrator appointed under regulation 7;

(d)the court means the court as defined in regulation 2;

(e)the creditors' meeting has the meaning given by paragraph 50 of Schedule B1 (as applied by regulation 15);

(f)entering administration means entering special administration;

(g)a hire purchase agreement includes a conditional sale agreement, a chattel leasing agreement and a retention of title agreement;

(h)an insolvency order is to a special administration order;

(i)an insolvency petition means an application for a special administration order;

(j)insolvency proceedings means special administration;

(k)market value means the amount which would be realised on a sale of property in the open market by a willing vendor;

(l)the purpose of administration means the pursuit of the special administration objectives;

(m)partnership is to an investment bank;

(n)the partnership being in administration is to the investment bank being in special administration;

(o)a responsible insolvency practitioner is to the administrator;

(p)a thing in writing includes a reference to a thing in electronic form; and

(q)an inability to pay its debts has the meaning given in regulation 2(4).

5.—(1) The provisions of the Insolvency Act other than those in Schedule B1 as applied by regulation 15 apply in respect of a partnership but where the provision is listed in Table 2 below, that provision shall apply subject to this paragraph.U.K.

(2) The provisions of the 1994 Order set out in Table 2 apply in relation to these Regulations, with—

(a)the modifications set out in sub-paragraph (3); and

(b)any other modification set out in Table 2.

(3) The modifications are that a reference to—

(a)the Act (the Insolvency Act) is a reference to the Regulations;

(b)a provision of the Insolvency Act is to that provision as applied and modified by regulation 15, unless the provision appears in Table 1;

(c)being wound up means that the partnership is in special administration;

(d)office-holder means the administrator; and

(e)insolvency order means a special administration order.