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2004 No. 355

FINANCIAL SERVICES AND MARKETS

The Financial Services and Markets Act 2000 (Consequential Amendments) Order 2004

  Made 11th February 2004 
  Laid before Parliament 12th February 2004 
  Coming into force 4th March 2004 

The Treasury, in exercise of the powers conferred on them by section 426 of the Financial Services and Markets Act 2000[1], hereby make the following Order:

Citation, commencement and interpretation
     1.  - (1) This Order may be cited as the Financial Services and Markets Act 2000 (Consequential Amendments) Order 2004 and comes into force on 4th March 2004.

    (2) In this Order "the 2001 Order" means the Financial Services and Markets Act 2000 (Consequential Amendments and Repeals) Order 2001[2].

The Companies Act 1985 (c. 6)

Meaning of 'offer of securities to the public'
     2.  - (1) The Companies Act 1985 is amended as follows.

    (2) In subsection (1)(b) of section 81 (restriction on public offers by private company), for "sections 58 to 60" substitute "sections 58 and 742A".

    (3) In subsection (1) of section 742A (meaning of "offer to the public")[3], for "or Part VII (accounts)" substitute ", Part 7 (accounts) or section 744 (general interpretation)".

The Building Societies Act 1986 (c. 53)

Summary financial statement for members and depositors
     3. In subsection (9)(b) of section 76 of the Building Societies Act 1986 (summary financial statement for members and depositors), for "subsection (8)(a)" substitute "subsection (8)".

The Finance Act 1994 (c. 9)

Disclosure of information to the Authority
     4. In Part 6 of Schedule 7 to the Finance Act 1994 (insurance premium tax), after paragraph 28A insert - 

The Pensions Act 1995 (c. 26)

Restriction on employer-related investments
     5.  - (1) Section 40 of the Pensions Act 1995 (restrictions on employer-related investments) has effect without the amendments made by article 141(3) of the 2001 Order, and instead section 40 is amended in accordance with paragraph (2).

    (2) After subsection (2) insert - 

Exemption for offers to qualifying persons
     6.  - (1) In sub-paragraph (o)(i) of regulation 7(2) of the Public Offers of Securities Regulations 1995 (exemptions) for "a member of the same group as the issuer" substitute "a body corporate connected with the issuer".

    (2) In paragraph (13) of that regulation[4] - 

Meaning of "the UK authority"
     7. In paragraph 1(b) of Schedule 4 to the Public Offers of Securities Regulations 1995 (mutual recognition of prospectuses and listing particulars), for "Part IV" substitute "Part 6".

The Limited Liability Partnerships Regulations 2001 (S.I. 2001/1090)

Amendment of modifications to Part 7 of the Companies Act 1985
     8.  - (1) In the Limited Liability Partnerships Regulations 2001, Schedule 1 (modifications to provisions of Part 7 of the Companies Act 1985 applied by those Regulations) is amended as follows.

    (2) In the entry relating to section 247A of the Companies Act 1985 ("the Act"), for the modification to subsection (1)[5] substitute - 

    (3) In the entry relating to section 249AA of the Act, for the modification to subsection (3)[6] substitute - 

    (6) In the entry relating to section 262A of the Act, in paragraph (b) of the modifications to that section - 

Amendment to modifications of remainder of provisions of the Companies Act 1985
     9.  - (1) In the Limited Liability Partnerships Regulations 2001, Schedule 2 (modifications to remainder of provisions of the Companies Act 1985 applied by those Regulations) is amended as follows.

    (2) In the entry relating to section 450 of the Companies Act 1985, for the modification to subsection (1)[7] substitute - 

    (3) In the entry relating to section 460 of that Act, omit the modification of subsection (1)[8].

Amendment to modifications of provisions of the Insolvency Act 1986
     10.  - (1) In the Limited Liability Partnerships Regulations 2001, Schedule 3 (modifications to the Insolvency Act 1986) is amended as follows.

    (2) In the entry relating to section 8 - 


    (3) In the entry relating to section 124A, for the modification to subsection (1) substitute - 

The Financial Services and Markets Act 2000 (Consequential Amendments) Order 2002 (S.I. 2002/1555)

Revocation of provision
     11. Article 58 of the Financial Services and Markets Act 2000 (Consequential Amendments) Order 2002 (winding-up on petition of the Authority: partnerships) is revoked, and the amendment of paragraph (5C)[11] of Article 143 of the Insolvency (Northern Ireland) Order 1989 by that article is treated as if it had not been made.

NORTHERN IRELAND LEGISLATION

The Companies (Northern Ireland) Order 1986 (S.I. 1986/1032 (N.I. 6))

Meaning of "offer of securities to the public"
     12.  - (1) The Companies (Northern Ireland) Order 1986 is amended as follows.

    (2) In paragraph (1) of Article 10A (meaning of "offer to the public")[12], before "Part V (alloment of shares and debentures)" insert "Article 2(3) (interpretation),".

    (3) In paragraph (1)(b) of Article 91 (restriction on public offers by private company), for "Articles 68 to 70" substitute "Articles 68 and 10A".

Provision for security of information obtained
     13.  - (1) Sub-paragraphs (c) and (d) of Article 442(1) of the Companies (Northern Ireland) Order 1986 ("the 1986 Order") have effect without the amendments made by article 62(2) of the 2001 Order, and instead sub-paragraph (c) is amended in accordance with paragraph (2).

    (2) In sub-paragraph (c), the words "section 94 or 177 of the Financial Services Act 1986" are repealed.

    (3) The amendment made to sub-paragraph (d) of Article 442(1) of the 1986 Order by article 62(5) of the 2001 Order is treated as if it had not been made.

    (4) In sub-paragraph (dd) of article 442(1) of the 1986 Order, for "the Insurance Companies Act 1982, or the Financial Services Act 1986," substitute "or the Financial Services and Markets Act 2000,".

    (5) The provisions substituted for sub-paragraphs (fa) to (i) of Article 442(1) of the 1986 Order by Article 62(6) of the 2001 Order are treated as if they had not been substituted for sub-paragraphs (fa) to (i), and instead are substituted for sub-paragraphs (fa) to (h) of Article 442(1) of the 1986 Order.

    (6) Paragraph (3)(b) of Article 442 of the 1986 Order has effect without the amendment made by Article 62(9) of the 2001 Order, and instead paragraph (3)(b) is amended in accordance with paragraph (7).

    (7) In paragraph (3)(b) of Article 442 of the 1986 Order, the words "or section 94 or 177 of the Financial Services Act 1986" are repealed.

The Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19))

Limitation on power to make an administration order
     14.  - (1) The substitution of sub-paragraph (a) of Article 21(5) of the Insolvency (Northern Ireland) Order 1989[13] by article 57 of the Financial Services and Markets Act 2000 (Consequential Amendments) Order 2002 (limitation of power to make an administration order)[14] is treated as if it had not been made, and instead that sub-paragraph is substituted in accordance with paragraph (2).

    (2) For sub-paragraph (a) substitute - 

Power to apply Parts 2 to 7 to formerly authorised banks
     15.  - (1) The amendments made to the cross-heading to Article 366 of the Insolvency (Northern Ireland) Order 1989 by article 59(2) of the Financial Services and Markets Act 2000 (Consequential Amendments) Order 2002 (power to apply Parts 2 to 7 to formerly authorised banks)[15] is treated as if it had not been made, and instead that cross heading is amended in accordance with paragraph (2).

    (2) For the cross heading to that Article substitute "Formerly authorised banks".

    (3) In paragraph (1) of that Article[16], for "any company" substitute "any person".

The Banks (Administration Proceedings) Order (Northern Ireland) 1991 (S.R. (NI) 1991/295)

Application of Part III of the 1989 Order to former authorised institutions
     16. In the Banks (Administration Proceedings) Order (Northern Ireland) 1991, for the cross heading to Article 3 (application of the 1989 Order with modifications to banks) substitute - 

The Insolvency Rules (Northern Ireland) 1991 (S.R. 1991 No. 364)

Interpretation of "deposit-taker"
     17.  - (1) The Insolvency Rules (Northern Ireland) 1991 are amended as follows.

    (2) In Rule 0.2 of those Rules (interpretation), insert the following in the appropriate places - 

and in this definition references to a "deposit" must be read with section 22 of the Financial Services and Markets Act 2000, any relevant order made under that section, and Schedule 2 to that Act;".

Authorised deposit-takers and former authorised deposit-takers
     18.  - (1) In rule 2.08 of those Rules (manner in which service to be effected), for paragraph (5)(a) substitute - 

    (2) In rule 4.001 (voluntary winding up; winding up by the court), in paragraph (1)(b)[19] for "authorised institutions or former authorised institutions within the meaning of the Banking Act 1987" substitute "authorised deposit-takers or former authorised deposit-takers".

    (3) In rule 4.007 (presentation and filing of petition), in paragraph (4)(f)[20] for "an authorised institution or former authorised institution within the meaning of the Banking Act 1987" substitute "an authorised deposit-taker or a former authorised deposit-taker".

    (4) In rule 4.055 (first meetings (No CVL Application)), in paragraph (8) for "an authorised institution or former authorised institution within the meaning of the Banking Act 1987" substitute "an authorised deposit-taker or a former authorised deposit-taker".

    (5) In rule 4.056 (first meeting of creditors (CVL)), in paragraph (3) for "an authorised institution or former authorised institution within the meaning of the Banking Act 1987" substitute "an authorised deposit-taker or a former authorised deposit-taker".

    (6) In rule 4.078 (additional provisions as regards certain meetings), in paragraph (1) for "an authorised institution or former authorised institution within the meaning of the Banking Act 1987" substitute "an authorised deposit-taker or a former authorised deposit-taker".

The Scheme Manager of the Financial Services Compensation Scheme
     19.  - (1) In rule 4.001 of those Rules (voluntary winding up; winding up by the court), in paragraph (1)(b), for "Deposit Protection Board" substitute "the scheme manager".

    (2) In rule 4.078 (additional provisions as regards certain meetings) - 

    (3) In Schedule 1 (Deposit Protection Board's Voting Rights) for "Deposit Protection Board" or "Board" wherever occurring, substitute "scheme manager".

Additional creditor members
     20. In rule 4.160 of those Rules (membership of committee), for paragraph (7) substitute - 

Debts not provable unless all other claims have been paid in full
     21. In rule 12.03 of those Rules (provable debts), for sub-paragraphs (a) and (b) of paragraph (4) substitute - 

Supplementary powers of the court: winding up of insolvent partnerships
     22. In paragraph (1) of Article 15 of the Insolvent Partnerships Order (Northern Ireland) 1995 (supplemental powers of the court), for the text of paragraph (5C) of Article 143 of the Insolvency (Northern Ireland) Order 1989 (as that Article is modified by paragraph (1)), substitute - 

Partnerships which are authorised persons: administration orders
     23.  - (1) In paragraph 2 of Schedule 2 to the Insolvent Partnerships Order (Northern Ireland) 1995 (modified provisions of Part III of the Order), in the text of Article 21(1)(a) of the Insolvency (Northern Ireland) Order 1989 (as modified by that paragraph) after "or 188" insert "or paragraph (1A)".

    (2) In that paragraph, after the text of Article 21(1) of the Insolvency (Northern Ireland) Order 1989 (as modified by that paragraph) insert - 

    (3) In that paragraph, for the text of Article 21(4) of the Insolvency (Northern Ireland) Order 1989 (as modified by that paragraph) substitute - 

Authorised deposit takers and former authorised institutions: restriction on presentation of bankruptcy petition by partners
     24.  - (1) In paragraph 3 of Schedule 7 to the Insolvent Partnerships Order (Northern Ireland) 1995 (provisions of the Order which apply with modifications for the purposes of Article 11 where joint bankruptcy petition is presented by individual members without winding up partnership as unregistered company), in the text of Article 238(2) of the Insolvency (Northern Ireland) Order 1989 (as modified by that paragraph), for "which is an authorised institution or former authorised institution within the meaning of the Banking Act 1987" substitute - 

    (2) In that paragraph, in the text of Article 238 of the Insolvency (Northern Ireland) Order 1989 (as modified by that paragraph), after sub-paragraph (2) insert - 

Disqualification of a member of an insolvent partnership after investigation
     25. In Schedule 8 to the Insolvent Partnerships Order (Northern Ireland) 1995 (provisions of Part II of the Companies (Northern Ireland) Order 1989 which apply with modifications for the purposes of Article 16), for the text of paragraphs (1) and (2) of Article 11 of the Companies (Northern Ireland) Order 1989 (as modified by that paragraph) substitute - 

Restriction on employer-related investments
     26.  - (1) Article 40 of the Pensions (Northern Ireland) Order 1995 (employer-related investments) has effect without the amendments made by article 152(3) of the 2001 Order, and instead Article 40 is amended in accordance with paragraph (2).

    (2) After paragraph (2) insert - 

Interpretation of the 1996 Regulations
     27. In paragraph (1) of regulation 3 of the Insolvency Regulations (Northern Ireland) 1996 (interpretation and application), for the definition of "bank" substitute - 


Nick Ainger

Joan Ryan
Two of the Lords Commissioners of Her Majesty's Treasury

11th February 2004


EXPLANATORY NOTE

(This note does not form part of the Order)


This Order is supplementary to - 

This Order corrects or adjusts amendments made in those two orders, and makes additional amendments which are consequential upon the repeal by article 3 of the principal order of the legislation which established the regulatory regimes which have been replaced by FSMA.

Articles 2 to 5 make amendments to primary legislation, including a rectification to an amendment of section 40 of the Pensions Act 1995 (c. 26) made by the principal order.

Articles 6 to 11 amend secondary legislation, including amendments to the Schedules to the Limited Liability Partnerships Regulations 2001 which apply, with appropriate modifications, provisions of the Companies Act 1985 and the Insolvency Act 1986 to limited liability partnerships. These amendments reflect amendments made to the Companies Act and the Insolvency Act by the principal order.

Articles 12 to 27 amend Northern Ireland legislation.

Notes:

 [1] 2000 c. 8.back

[2] S.I. 2001/3649.back

[3] Section 742A was inserted by S.I. 2001/3649, article 29.back

[4] Paragraph (13) of regulation 7 was substituted by S.I. 2001/3649, article 504(11).back

[5] Subsection (1) of section 247A was substituted by S.I. 2001/3649, article 11(2).back

[6] Subsection (3) of section 249AA was amended by S.I. 2001/3649, article 13.back

[7] Subsection (1) was amended, and subsection (1A) inserted, by S.I. 2001/3649, article 23(2).back

[8] Subsection (1) was amended by S.I. 2001/3649, article 26.back

[9] Subsection (5) was inserted by S.I. 2001/3649, article 304.back

[10] Subsection (6) was inserted by S.I. 2001/3649, article 304.back

[11] Paragraph (5C) was inserted by the Insolvent Partnerships Order (Northern Ireland) 1995, S.R. 1995 No. 225, Article 15(1), and amended by S.I. 2002/1555, article 58.back

[12] Article 10A, together with Articles 10B and 10C, was inserted by S.I. 2001/3649, article 43.back

[13] Paragraph (5) was substituted, together with paragraphs (4) and (6), for paragraph (4) by S.I. 2001/3649, article 401.back

[14] S.I. 2002/1555.back

[15] S.I. 2002/1555.back

[16] Article 366 was amended by S.I. 2001/3649, article 403 and S.I. 2002/1555, article 59.back

[17] 1987 c. 22, repealed by S.I. 2001/3649, article 3(1)(d).back

[18] 1979 c. 37, repealed by the Banking Act 1987, section 108, Schedule 7.back

[19] Paragraph (1)(b) was amended by S.R. 2000 No. 247, Rule 4(a).back

[20] Paragraph (4)(f) was amended by S.R. 2000 No. 247, Rule 4.back

[21] To which there are amendments not relevant to this order.back

[22] 1986 c. 60; section 73 was amended by S.I. 1989/2405 (N.I. 19), Article 381, Schedule 9, paragraph 47.back

[23] 1987 c. 22; section 92 was amended by S.I. 1989/2405 (N.I. 19), Article 381, Schedule 9, paragraph 56.back

[24] 1987 c. 38.back

[25] 1995 c. 39.back

[26] 1989 c. 40.back


ISBN 0 11 048779 6


  © Crown copyright 2004

Prepared 5 March 2004

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URL: http://www.bailii.org/uk/legis/num_reg/2004/20040355.html