350 Disclosure of information by the Inland Revenue.
(1) No obligation as to secrecy imposed by statute or otherwise prevents the disclosure of Revenue information to—
(a) the FCA or the PRA, if the disclosure is made for the purpose of assisting or enabling that regulator to discharge its functions under this or any other Act, or
(b) the Secretary of State, if the disclosure is made for the purpose of assisting in the investigation of a matter under section 168 or with a view to the appointment of an investigator under that section.
(2) A disclosure may only be made under subsection (1) by or under the authority of the Commissioners of Inland Revenue.
(3) Section 348 does not apply to Revenue information.
(4) Information obtained as a result of subsection (1)(b) may not be used except—
(a) for the purpose of deciding whether to appoint an investigator under section 168;
(b) in the conduct of an investigation under section 168;
(c) in criminal proceedings brought against a person under this Act or the Criminal Justice Act 1993 as a result of an investigation under section 168;
(d) for the purpose of taking action under this Act against a person as a result of an investigation under section 168;
(e) in proceedings before the Tribunal as a result of action taken as mentioned in paragraph (d).
(5) Information obtained as a result of subsection (1) may not be disclosed except—
(a) by or under the authority of the Commissioners of Inland Revenue;
(b) in proceedings mentioned in subsection (4)(c) or (e) or with a view to their institution.
(6) Subsection (5) does not prevent the disclosure of information obtained as a result of subsection (1) to a person to whom it could have been disclosed under subsection (1).
(7) “Revenue information” means information held by a person which it would be an offence under section 182 of the Finance Act 1989 for him to disclose.
(1) This section applies in relation to a disclosure made by a person who falls within subsection (2) for the purpose of compliance with requirements set out in rules made by the FCA or the PRA to implement Chapter VIII of the UCITS directive.
(2) The following persons fall within this subsection—
(a) the auditor of an authorised unit trust scheme or authorised contractual scheme that is a master UCITS;
(b) the trustee of an authorised unit trust scheme that is a master UCITS;
(ba) the depositary of an authorised contractual scheme that is a master UCITS;
(c) the auditor of an authorised unit trust scheme or authorised contractual scheme that is a feeder UCITS;
(d) the trustee of an authorised unit trust scheme that is a feeder UCITS; ...
(da) the depositary of an authorised contractual scheme that is a feeder UCITS; or
(e) a person acting on behalf of a person within any of paragraphs (a) to (da)
(3) A disclosure to which this section applies is not to be taken as a contravention of any duty to which the person making the disclosure is subject.
(4) In this section, “authorised unit trust scheme”, “authorised contractual scheme”, “master UCITS” and “feeder UCITS” have the meaning given in section 237.
(1) A person who discloses information in contravention of section 348 or 350(5) is guilty of an offence.
(2) A person guilty of an offence under subsection (1) is liable—
(a) on summary conviction, to imprisonment for a term not exceeding three months or a fine not exceeding the statutory maximum, or both;
(b) on conviction on indictment, to imprisonment for a term not exceeding two years or a fine, or both.
(3) A person is guilty of an offence if, in contravention of any provision of regulations made under section 349, he uses information which has been disclosed to him in accordance with the regulations.
(4) A person is guilty of an offence if, in contravention of subsection (4) of section 350, he uses information which has been disclosed to him in accordance with that section.
(5) A person guilty of an offence under subsection (3) or (4) is liable on summary conviction to imprisonment for a term not exceeding three months or a fine not exceeding level 5 on the standard scale, or both.
(6) In proceedings for an offence under this section it is a defence for the accused to prove—
(a) that he did not know and had no reason to suspect that the information was confidential information or that it had been disclosed in accordance with section 350;
(b) that he took all reasonable precautions and exercised all due diligence to avoid committing the offence.
(1) The Treasury may make regulations permitting the disclosure of any information, or of information of a prescribed kind—
(a) by prescribed persons for the purpose of assisting or enabling them to discharge prescribed functions under this Act or any rules or regulations made under it;
(b) by prescribed persons, or persons of a prescribed description, to the FCA or the PRA for the purpose of assisting or enabling the either of them to discharge prescribed functions.
(c) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(2) Regulations under this section may not make any provision in relation to the disclosure of confidential information by primary recipients or by any person obtaining confidential information directly or indirectly from a primary recipient.
(3) If a person discloses any information as permitted by regulations under this section the disclosure is not to be taken as a contravention of any duty to which he is subject.
(1) The FCA must not disclose to any person specially protected information.
(2) “Specially protected information” is information in relation to which the first and second conditions are met.
(3) The first condition is that the FCA received the information from the Bank of England.
(4) The second condition is that the Bank notified the FCA that the Bank held the information for the purpose of its functions with respect to any of the following—
(a) monetary policy;
(b) financial operations intended to support financial institutions for the purposes of maintaining stability;
(c) the provision of private banking services and related services.
(5) The notification referred to in subsection (4) must be—
(a) in writing, and
(b) given before, or at the same time as, the Bank discloses the information.
(6) The prohibition in subsection (1) does not apply—
(a) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(b) where the Bank has consented to disclosure of the information;
(c) to information which has been made available to the public by virtue of being disclosed in any circumstances in which, or for any purposes for which, disclosure is not precluded by this section;
(d) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(7) In this section references to disclosure by or to the FCA or by the Bank include references to disclosure by or to—
(a) persons who are, or are acting as,—
(i) officers of, or members of the staff of, the FCA, or
(ii) officers, employees or agents of the Bank, or
(b) auditors, experts, contractors or investigators appointed by the FCA or the Bank under powers conferred by this Act or otherwise.
(8) References to disclosure by the FCA do not include references to disclosure between persons who fall within any paragraph of subsection (7)(a) or (b) in relation to the FCA.
(9) The FCA must take such steps as are reasonable in the circumstances to prevent the disclosure of specially protected information, in cases not excluded by subsection (6), by those who are or have been—
(a) its officers or members of staff (including persons acting as its officers or members of staff);
(b) auditors, experts, contractors or investigators appointed by the FCA under powers conferred by this Act or otherwise;
(c) persons to whom the FCA has delegated any of its functions.
(10) In this section references to the Bank of England include the Bank acting in its capacity as the PRA.
(1) The FCA must take such steps as it considers appropriate to co-operate with other persons (whether in the United Kingdom or elsewhere) who have functions—
(a) similar to those of the FCA, or
(b) in relation to the prevention or detection of financial crime.
(2) The persons referred to in subsection (1) do not include the Bank of England or the PRA (but see sections 3D and 3Q).
(2A) Subsection (1) does not apply in relation to the Competition and Markets Authority in a case where the FCA has made a reference under section 131 of the Enterprise Act 2002 as a result of section 234I (but see section 234L).
(3) The FCA must take such steps as it considers appropriate to co-operate with—
(a) the Panel on Takeovers and Mergers;
(b) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(c) any ... person or body that exercises functions of a public nature, under legislation in any country or territory outside the United Kingdom, that appear to the FCA to be similar to those of the Panel on Takeovers and Mergers.
(4) Co-operation may include the sharing of information which the FCA is not prevented from disclosing.
(5) “Financial crime” has the meaning given in section 1H(3).
(1) The PRA must take such steps as it considers appropriate to co-operate with—
(a) other persons (whether in the United Kingdom or elsewhere) who have functions similar to those of the PRA, and
(b) other bodies that have functions relevant to financial stability.
(2) The persons referred to in subsection (1) do not include the FCA (but see section 3D).
(3) Co-operation may include the sharing of information which the PRA is not prevented from disclosing.
(1) In this Part—
...
“the 1986 Act” means the Insolvency Act 1986;
“the 1989 Order” means the Insolvency (Northern Ireland) Order 1989;
“the 2016 Act” means the Bankruptcy (Scotland) Act 2016;
“body” means a body of persons—
over which the court has jurisdiction under any provision of, or made under, the 1986 Act (or the 1989 Order); but
which is not a building society, a friendly society or a registered society; and
“court” means—
the court having jurisdiction for the purposes of the 1985 Act or the 1986 Act; or
in Northern Ireland, the High Court.
“creditors’ decision procedure” has the meaning given by section 379ZA(11) of the 1986 Act;
“PRA-regulated person” means a person who—
is or has been a PRA-authorised person,
is or has been an appointed representative whose principal (or one of whose principals) is, or was, a PRA-authorised person, or
is carrying on or has carried on a PRA-regulated activity in contravention of the general prohibition.
“qualifying decision procedure” has the meaning given by section 246ZE(11) of the 1986 Act.
(2) In this Part “insurer” has such meaning as may be specified in an order made by the Treasury.
355A Powers of FCA and PRA to participate in proceedings
(1) This section applies where Part 26A of the Companies Act 2006 (“the 2006 Act”) (arrangements and reconstructions: companies in financial difficulty) applies in relation to a company which—
(a) is, or has been, an authorised person or recognised investment exchange;
(b) is, or has been, any of the following—
(i) an electronic money institution;
(ii) an authorised payment institution;
(iii) a small payment institution;
(iv) a registered account information service provider;
(c) is, or has been, an appointed representative; or
(d) is carrying on, or has carried on, a regulated activity in contravention of the general prohibition.
(2) A relevant applicant must give notice to the appropriate regulator of—
(a) any application which the relevant applicant intends to make under section 901C(1) of the 2006 Act, and
(b) any application which the relevant applicant believes a creditor or member of the company has made, or intends to make, under section 901C(1) of that Act in relation to the company.
(3) A relevant applicant may not make an application under section 901C(1) of the 2006 Act in relation to a company that is a PRA-regulated person without the consent of the PRA.
(4) In this section “relevant applicant”, in relation to a company, means—
(a) the company;
(b) if the company is being wound up, the liquidator;
(c) if the company is in administration, the administrator.
(5) The appropriate regulator is entitled to be heard at any hearing of an application made under section 901C or 901F of the 2006 Act in relation to the company.
(6) Any notice or other document required to be sent to a creditor of the company must also be sent to the appropriate regulator.
(7) A person appointed for the purpose by the appropriate regulator is entitled—
(a) to attend any meeting of creditors of the company summoned under section 901C of the 2006 Act;
(b) to make representations as to any matter for decision at such a meeting.
(8) In this section—
“the appropriate regulator” means—
where the company is a PRA-regulated person, each of the FCA and the PRA, except that the reference in subsection (7) to a person appointed by the appropriate regulator is to be read as a reference to a person appointed by either the FCA or the PRA;
in any other case, the FCA;
“authorised payment institution”, “small payment institution” and “registered account information service provider” have the same meaning as in the Payment Services Regulations 2017 (S.I. 2017/752) (see regulation 2 of those Regulations);
“electronic money institution” has the same meaning as in the Electronic Money Regulations 2011 (S.I. 2011/99) (see regulation 2 of those Regulations).
355B Enforcement of requirements imposed by section 355A
(1) For the purpose of enforcing a requirement imposed on a company by section 355A(2) or (3), the appropriate regulator may exercise any of the following powers (so far as it would not otherwise be exercisable)—
(a) the power to publish a statement under section 205 (public censure);
(b) the power to impose a financial penalty under section 206.
(2) Accordingly, sections 205 and 206, and so much of this Act as relates to either of those sections, have effect in relation to a requirement imposed by section 355A(2) or (3) as if—
(a) any reference to an authorised person included (so far as would not otherwise be the case) a reference to a company falling within any of paragraphs (a) to (d) of section 355A(1),
(b) any reference to a relevant requirement included (so far as would not otherwise be the case) a reference to a requirement imposed by section 355A(2) or (3), and
(c) “the appropriate regulator” had the same meaning as in section 355A.
(3) In this section “the appropriate regulator” has the same meaning as in section 355A.
356 Powers of FCA and PRA to participate in proceedings: company voluntary arrangements.
(1) Where a voluntary arrangement has effect under Part I of the 1986 Act in respect of a company or insolvent partnership which is an authorised person, or recognised investment exchange, the appropriate regulator may apply to the court under section 6 or 7 of that Act.
(2) Where a voluntary arrangement has been approved under Part II of the 1989 Order in respect of a company or insolvent partnership which is an authorised person, or recognised investment exchange, the appropriate regulator may apply to the court under Article 19 or 20 of that Order.
(3) If a person other than a regulator makes an application to the court in relation to the company or insolvent partnership under any of those provisions, the appropriate regulator is entitled to be heard at any hearing relating to the application.
(4) "The appropriate regulator” means—
(a) in the case of a PRA-authorised person—
(i) for the purposes of subsections (1) and (2), the FCA or the PRA, and
(ii) for the purposes of subsection (3), each of the FCA and the PRA;
(b) in any other case, the FCA.
(5) If either regulator makes an application to the court under any of those provisions in relation to a PRA-authorised person, the other regulator is entitled to be heard at any hearing relating to the application.
357 Powers of FCA and PRA to participate in proceedings: individual voluntary arrangements.
(1) The appropriate regulator is entitled to be heard on an application by an individual who is an authorised person under section 253 of the 1986 Act (or Article 227 of the 1989 Order).
(2) Subsections (2A) to (6) apply if such an order is made on the application of such a person.
(2A) Where under section 257 of the 1986 Act the individual’s creditors are asked to decide whether to approve the proposed voluntary arrangement—
(a) notice of the creditors’ decision procedure must be given to the appropriate regulator; and
(b) the appropriate regulator or a person appointed by the appropriate regulator is entitled to participate in (but not vote in) the creditors’ decision procedure by which the decision is made.
(2B) Notice of the decision made by the creditors’ decision procedure is to be given to the appropriate regulator by the nominee or the nominee’s replacement under section 256(3) or 256A(4) of the 1986 Act.
(3) A person appointed for the purpose by the appropriate regulator is entitled to attend any meeting of creditors of the debtor summoned under Article 231 of the 1989 Order.
(4) Notice of the result of a meeting so summoned is to be given to the appropriate regulator by the chairman of the meeting.
(5) The appropriate regulator may apply to the court—
(a) under section 262 of the 1986 Act (or Article 236 of the 1989 Order); or
(b) under section 263 of the 1986 Act (or Article 237 of the 1989 Order).
(6) If a person other than a regulator makes an application to the court under any provision mentioned in subsection (5), the appropriate regulator is entitled to be heard at any hearing relating to the application.
(7) "The appropriate regulator” means—
(a) in the case of a PRA-authorised person, each of the FCA and the PRA, except that the references in subsections (2A)(b) and (3) to a person appointed by the appropriate regulator are to be read as references to a person appointed by either the FCA or the PRA;
(b) in any other case, the FCA.
(8) If either regulator makes an application to the court under any of the provisions mentioned in subsection (5) in relation to a PRA-authorised person, the other regulator is entitled to be heard at any hearing relating to the application.
358 Powers of FCA and PRA to participate in proceedings: trust deeds for creditors in Scotland.
(1) This section applies where a trust deed has been granted by or on behalf of a debtor who is an authorised person or recognised investment exchange.
(2) The trustee must, as soon as practicable after he becomes aware that the debtor is an authorised person or recognised investment exchange, send to the appropriate regulator—
(a) in every case, a copy of the trust deed;
(b) where any other document or information is sent to every creditor known to the trustee in pursuance of section 170 of the 2016 Act, a copy of such document or information.
(3) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(4) The appropriate regulator must be given the same notice as the creditors of any meeting of creditors held in relation to the trust deed.
(5) A person appointed for the purpose by the appropriate regulator is entitled to attend and participate in (but not to vote at) any such meeting of creditors as if that regulator were a creditor under the deed.
(6) This section does not affect any right a regulator has as a creditor of a debtor who is an authorised person or recognised investment exchange.
(6A) "The appropriate regulator” means—
(a) in the case of a PRA-authorised person—
(i) for the purposes of subsections (2) ... and (4), each of the FCA and the PRA, and
(ii) for the purposes of subsection (5), the FCA or the PRA;
(b) in any other case, the FCA.
(7) Expressions used in this section and in the 2016 Act have the same meaning in this section as in that Act.
(1) The FCA may make an administration application under Schedule B1 to the 1986 Act or Schedule B1 to the 1989 Order in relation to a company or insolvent partnership which—
(a) is or has been an authorised person or recognised investment exchange,
(b) is or has been an appointed representative, or
(c) is carrying on or has carried on a regulated activity in contravention of the general prohibition.
(1A) The PRA may make an administration application under Schedule B1 to the 1986 Act or Schedule B1 to the 1989 Order in relation to a company or insolvent partnership which is a PRA-regulated person.
(2) Subsection (3) applies in relation to an administration application made (or a petition presented) by a regulator by virtue of this section.
(3) Any of the following shall be treated for the purpose of paragraph 11(a) of Schedule B1 to the 1986 Act or paragraph 12(a) of Schedule B1 to the 1989 Order as unable to pay its debts—
(a) a company or partnership in default on an obligation to pay a sum due and payable under an agreement, . . .
(b) an authorised deposit taker in default on an obligation to pay a sum due and payable in respect of a relevant deposit., and—
(c) an authorised reclaim fund in default on an obligation to pay a sum payable as a result of a claim made by virtue of section 1(2)(b) or 2(2)(b) of the Dormant Bank and Building Society Accounts Act 2008.
(4) In this section—
“agreement” means an agreement the making or performance of which constitutes or is part of a regulated activity carried on by the company or partnership,
“authorised deposit taker” means a person with a Part 4A permission to accept deposits (but not a person who has a Part 4A permission to accept deposits only for the purpose of carrying on another regulated activity in accordance with that permission),
“authorised reclaim fund” has the same meaning as in the Dormant Assets Acts 2008 to 2022 (see section 26 of the Dormant Assets Act 2022);
“company” means a company—
in respect of which an administrator may be appointed under Schedule B1 to the 1986 Act, or
in respect of which an administrator may be appointed under Schedule B1 to the 1989 Order,
“relevant deposit” shall, ignoring any restriction on the meaning of deposit arising from the identity of the person making the deposit, be construed in accordance with—
section 22,
any relevant order under that section, and
Schedule 2.
(5) The definition of “authorised deposit taker” in subsection (4) shall be construed in accordance with—
(a) section 22,
(b) any relevant order under that section, and
(c) Schedule 2.
(1) The Treasury may by order provide that such provisions of Part II of the 1986 Act (or Part III of the 1989 Order) as may be specified are to apply in relation to insurers with such modifications as may be specified.
(2) An order under this section—
(a) may provide that such provisions of this Part as may be specified are to apply in relation to the administration of insurers in accordance with the order with such modifications as may be specified; and
(b) requires the consent of the Secretary of State.
(3) “Specified” means specified in the order.
(4) Subsection (5) applies where, by virtue of an order under this section, a person may be appointed as administrator of an insurer.
(5) While a write-down order under section 377A has effect in relation to an insurer, a person may not be appointed as administrator of the insurer without the consent of the PRA.
(1) This section applies where a company or partnership is—
(a) in administration within the meaning of Schedule B1 to the 1986 Act, or
(b) in administration within the meaning of Schedule B1 to the 1989 Order.
(2) If the administrator thinks that the company or partnership is carrying on, or has carried on—
(a) a regulated activity in contravention of the general prohibition, or
(b) a credit-related regulated activity in contravention of section 20,
the administrator must report the matter to the appropriate regulator without delay.
(2A) "The appropriate regulator” means—
(a) where the regulated activity is a PRA-regulated activity, the FCA and the PRA;
(b) in any other case, the FCA.
(3) Subsection (2) does not apply where—
(a) the administration arises out of an administration order made on an application made or petition presented by a regulator, and
(b) the regulator's application or petition depended on a contravention by the company or partnership of the general prohibition.
362 Powers of FCA and PRA to participate in proceedings.
(1) This section applies if a person ... makes an administration application under Schedule B1 to the 1986 Act or Schedule B1 to the 1989 Order in relation to a company or partnership which—
(a) is, or has been, an authorised person or recognised investment exchange;
(b) is, or has been, an appointed representative; or
(c) is carrying on, or has carried on, a regulated activity in contravention of the general prohibition.
(1A) This section also applies in relation to—
(a) the appointment under paragraph 14 or 22 of Schedule B1 to the 1986 Act or paragraph 15 or 23 of Schedule B1 to the 1989 Order of an administrator of a company of a kind described in subsection (1)(a) to (c), or
(b) the filing with the court of a copy of notice of intention to appoint an administrator under any of those paragraphs.
(1B) This section also applies in relation to—
(a) the appointment under paragraph 22 of Schedule B1 to the 1986 Act (as applied by order under section 420 of the 1986 Act), or under paragraph 23 of Schedule B1 to the 1989 Order (as applied by order under Article 364 of the 1989 Order), of an administrator of a partnership of a kind described in subsection (1)(a) to (c), or
(b) the filing with the court of a copy of notice of intention to appoint an administrator under either of those paragraphs (as so applied).
(2) The appropriate regulator is entitled to be heard—
(a) at the hearing of the administration application or the petition; and
(b) at any other hearing of the court in relation to the company or partnership under Part II of the 1986 Act (or Part III of the 1989 Order).
(3) Any notice or other document required to be sent to a creditor of the company or partnership must also be sent to the appropriate regulator.
(4) The appropriate regulator may apply to the court under paragraph 74 of Schedule B1 to the 1986 Act or paragraph 75 of Schedule B1 to the 1989 Order.
(4A) In respect of an application under subsection (4)—
(a) paragraph 74(1)(a) and (b) shall have effect as if for the words “harm the interests of the applicant (whether alone or in common with some or all other members or creditors)” there were substituted the words “harm the interests of some or all members or creditors”, and
(b) paragraph 75(1)(a) and (b) of Schedule B1 to the 1989 Order shall have effect as if for the words “harm the interests of the applicant (whether alone or in common with some or all other members or creditors)” there were substituted the words harm the interests of some or all members or creditors.
(5) A person appointed for the purpose by the appropriate regulator is entitled—
(a) to attend any meeting of creditors of the company or partnership summoned under any enactment;
(b) to attend any meeting of a committee established under paragraph 57 of Schedule B1 to the 1986 Act (or paragraph 58 of Schedule B1 to the 1989 Order; and
(c) to make representations as to any matter for decision at such a meeting.
(5A) The appropriate regulator or a person appointed by the appropriate regulator is entitled to participate in (but not vote in) a qualifying decision procedure by which a decision about any matter is sought from the creditors of the company or partnership.
(6) If, during the course of the administration of a company, a compromise or arrangement in relation to which Part 26 of the Companies Act 2006 applies is proposed between the company and its creditors, or any class of them, the appropriate regulator may apply to the court under section 896 or 899 of that Act.
(6A) If, during the course of the administration of a company, a compromise or arrangement in relation to which Part 26A of the Companies Act 2006 applies is proposed between the company and its creditors, or any class of them, the appropriate regulator may apply to the court under section 901C or 901F of that Act.
(7) “The appropriate regulator” means—
(a) where the company or partnership is a PRA-regulated person, each of the FCA and the PRA, except that the references in subsections (5) and (5A) to a person appointed by the appropriate regulator are to be read as references to a person appointed by either the FCA or the PRA;
(b) in any other case, the FCA.
(8) But where the administration application was made by a regulator “the appropriate regulator” does not include that regulator.
362A Administrator appointed by company or directors
(1) This section applies in relation to a company or partnership of a kind described in section 362(1)(a) to (c).
(2) An administrator of the company or partnership may not be appointed under a provision specified in subsection (2A) without the consent of the appropriate regulator.
(2A) Those provisions are—
(a) paragraph 22 of Schedule B1 to the 1986 Act (including that paragraph as applied in relation to partnerships by order under section 420 of that Act);
(b) paragraph 23 of Schedule B1 to the 1989 Order (including that paragraph as applied in relation to partnerships by order under article 364 of that Order).
(2B) “The appropriate regulator” means—
(a) where the company or partnership is a PRA-regulated person, the PRA, and
(b) in any other case, the FCA.
(3) Consent under subsection (2)—
(a) must be in writing, and
(b) must be filed with the court along with the notice of intention to appoint under paragraph 27 of Schedule B1 to the 1986 Act or paragraph 28 of Schedule B1 to the 1989 Order.
(4) In a case where no notice of intention to appoint is required—
(a) subsection (3)(b) shall not apply, but
(b) consent under subsection (2) must accompany the notice of appointment filed under paragraph 29 of Schedule B1 to the 1986 Act or paragraph 30 of Schedule B1 to the 1989 Order.
363 Powers of FCA and PRA to participate in proceedings.
(1) This section applies if a receiver has been appointed in relation to a company which—
(a) is, or has been, an authorised person or recognised investment exchange;
(b) is, or has been, an appointed representative; or
(c) is carrying on, or has carried on, a regulated activity in contravention of the general prohibition.
(2) The appropriate regulator is entitled to be heard on an application made under section 35 or 63 of the 1986 Act (or Article 45 of the 1989 Order).
(3) The appropriate regulator is entitled to make an application under section 41(1)(a) or 69(1)(a) of the 1986 Act (or Article 51(1)(a) of the 1989 Order).
(4) A report under section 48(1) or 67(1) of the 1986 Act (or Article 58(1) of the 1989 Order) must be sent by the person making it to the appropriate regulator.
(5) A person appointed for the purpose by the appropriate regulator is entitled—
(a) to attend any meeting of creditors of the company summoned under any enactment;
(b) to attend any meeting of a committee established under section 49 or 68 of the 1986 Act (or Article 59 of the 1989 Order); and
(c) to make representations as to any matter for decision at such a meeting.
(6) "The appropriate regulator” means—
(a) for the purposes of subsections (2) to (4)—
(i) where the company is a PRA-regulated person, each of the FCA and the PRA, and
(ii) in any other case, the FCA;
(b) for the purposes of subsection (5)—
(i) where the company is a PRA-regulated person, the FCA or the PRA, and
(ii) in any other case, the FCA.
If—
(a) a receiver has been appointed in relation to a company, and
(b) it appears to the receiver that the company is carrying on, or has carried on, a regulated activity in contravention of the general prohibition or a credit-related regulated activity in contravention of section 20,
the receiver must report the matter without delay to the FCA and, if the regulated activity concerned is a PRA-regulated activity, to the PRA.
365 Powers of FCA and PRA to participate in proceedings.
(1) This section applies in relation to a company which—
(a) is being wound up voluntarily;
(b) is an authorised person or recognised investment exchange; and
(c) is not an insurer effecting or carrying out contracts of long-term insurance.
(2) The appropriate regulator may apply to the court under section 112 of the 1986 Act (or Article 98 of the 1989 Order) in respect of the company.
(3) The appropriate regulator is entitled to be heard at any hearing of the court in relation to the voluntary winding up of the company.
(4) Any notice or other document required to be sent to a creditor of the company must also be sent to the appropriate regulator.
(5) A person appointed for the purpose by the appropriate regulator is entitled—
(a) to attend any meeting of creditors of the company summoned under any enactment;
(b) to attend any meeting of a committee established under section 101 of the 1986 Act (or Article 87 of the 1989 Order); and
(c) to make representations as to any matter for decision at such a meeting.
(5A) The appropriate regulator or a person appointed by the appropriate regulator is entitled to participate in (but not vote in) a qualifying decision procedure by which a decision about any matter is sought from the creditors of the company.
(6) The voluntary winding up of the company does not bar the right of the appropriate regulator to have it wound up by the court.
(7) If, during the course of the winding up of the company, a compromise or arrangement in relation to which Part 26 of the Companies Act 2006 applies is proposed between the company and its creditors, or any class of them, the appropriate regulator may apply to the court under section 896 or 899 of that Act.
(7A) If, during the course of the winding up of the company, a compromise or arrangement in relation to which Part 26A of the Companies Act 2006 applies is proposed between the company and its creditors, or any class of them, the appropriate regulator may apply to the court under section 901C or 901F of that Act.
(8) “The appropriate regulator” means—
(a) where the company is a PRA-authorised person, each of the FCA and the PRA, except that the references in subsections (5) and (5A) to a person appointed by the appropriate regulator are to be read as references to a person appointed by either the FCA or the PRA;
(b) in any other case, the FCA.
366 Insurers effecting or carrying out long-term contracts or insurance.
(1) An insurer effecting or carrying out contracts of long-term insurance may not be wound up voluntarily without the consent of the PRA.
(2) If notice of a general meeting of such an insurer is given, specifying the intention to propose a resolution for voluntary winding up of the insurer, a director of the insurer must notify the PRA as soon as practicable after he becomes aware of it.
(3) A person who fails to comply with subsection (2) is guilty of an offence and liable on summary conviction to a fine not exceeding level 5 on the standard scale.
(4) A winding up resolution may not be passed—
(a) as a written resolution (in accordance with Chapter 2 of Part 13 of the Companies Act 2006), or
(b) at a meeting called in accordance with section 307(4) to (6) or 337(2) of that Act (agreement of members to calling of meeting at short notice).
(5) A copy of a winding-up resolution forwarded to the registrar of companies in accordance with section 30 of the Companies Act 2006 must be accompanied by a certificate issued by the PRA stating that it consents to the voluntary winding up of the insurer.
(6) If subsection (5) is complied with, the voluntary winding up is to be treated as having commenced at the time the resolution was passed.
(7) If subsection (5) is not complied with, the resolution has no effect.
(8) “Winding-up resolution” means a resolution for voluntary winding up of an insurer effecting or carrying out contracts of long-term insurance.
(9) Before giving or refusing consent under subsection (1), the PRA must consult the FCA.
(10) In the event that the activity of effecting or carrying out long-term contracts of insurance as principal is not to any extent a PRA-regulated activity—
(a) references to the PRA in subsections (1), (2) and (5) are to be read as references to the FCA, and
(b) subsection (9) does not apply.
(1) The FCA may present a petition to the court for the winding up of a body which—
(a) is, or has been, an authorised person or recognised investment exchange;
(b) is, or has been, an appointed representative; or
(c) is carrying on, or has carried on, a regulated activity in contravention of the general prohibition.
(1A) The PRA may present a petition to the court for the winding up of a body which is a PRA-regulated person.
(2) In subsections (1) and (1A) “body” includes any partnership.
(3) On such a petition, the court may wind up the body if—
(za) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .
(a) the body is unable to pay its debts within the meaning of section 123 or 221 of the 1986 Act (or Article 103 or 185 of the 1989 Order); or
(b) the court is of the opinion that it is just and equitable that it should be wound up.
(4) If a body is in default on an obligation to pay a sum due and payable under an agreement, it is to be treated for the purpose of subsection (3)(a) as unable to pay its debts.
(5) “Agreement” means an agreement the making or performance of which constitutes or is part of a regulated activity carried on by the body concerned.
(6) Subsection (7) applies if a petition is presented under subsection (1) or (1A) for the winding up of a partnership—
(a) on the ground mentioned in subsection (3)(b); or
(b) in Scotland, on a ground mentioned in subsection (3)(a) or (b).
(7) The court has jurisdiction, and the 1986 Act (or the 1989 Order) has effect, as if the partnership were an unregistered company as defined by section 220 of that Act (or Article 184 of that Order).
369 Insurers: service of petition etc. on FCA and PRA.
(1) If a person other than a regulator presents a petition for the winding up of an authorised person with permission to effect or carry out contracts of insurance, the petitioner must serve a copy of the petition on the appropriate regulator.
(2) If a person other than a regulator applies to have a provisional liquidator appointed under section 135 of the 1986 Act (or Article 115 of the 1989 Order) in respect of an authorised person with permission to effect or carry out contracts of insurance, the applicant must serve a copy of the application on the appropriate regulator.
(3) "The appropriate regulator” means—
(a) in relation to a PRA-authorised person, the FCA and the PRA, and
(b) in any other case, the FCA.
(4) If either regulator—
(a) presents a petition for the winding up of a PRA-authorised person with permission to effect or carry out contracts of insurance, or
(b) applies to have a provisional liquidator appointed under section 135 of the 1986 Act (or Article 115 of the 1989 Order) in respect of a PRA-authorised person with permission to effect or carry out contracts of insurance,
that regulator must serve a copy of the petition or application (as the case requires) on the other regulator.
369A Reclaim funds: service of petition etc on FCA and PRA
(1) If a person other than a regulator presents a petition for the winding up of an authorised reclaim fund, the petitioner must serve a copy of the petition on the appropriate regulator.
(2) If a person other than a regulator applies to have a provisional liquidator appointed under section 135 of the 1986 Act (or Article 115 of the 1989 Order) in respect of an authorised reclaim fund, the applicant must serve a copy of the application on the appropriate regulator.
(3) In this section “authorised reclaim fund” has the same meaning as in the Dormant Assets Acts 2008 to 2022 (see section 26 of the Dormant Assets Act 2022).
(4) "The appropriate regulator” means—
(a) in relation to an authorised reclaim fund that is a PRA-authorised person, the FCA and the PRA, and
(b) in relation to any other authorised reclaim fund, the FCA.
(5) If either regulator—
(a) presents a petition for the winding up of an authorised reclaim fund that is a PRA-authorised person, or
(b) applies to have a provisional liquidator appointed under section 135 of the 1986 Act (or Article 115 of the 1989 Order) in respect of an authorised reclaim fund that is a PRA-authorised person,
that regulator must serve a copy of the petition or application (as the case requires) on the other regulator.
(1) If—
(a) a company is being wound up voluntarily or a body is being wound up on a petition presented by any person, and
(b) it appears to the liquidator that the company or body is carrying on, or has carried on—
(i) a regulated activity in contravention of the general prohibition, or
(ii) a credit-related regulated activity in contravention of section 20,
the liquidator must report the matter without delay to the FCA and, if the regulated activity concerned is a PRA-regulated activity, to the PRA.
(2) Subsection (1) does not apply where—
(a) a body is being wound up on a petition presented by a regulator, and
(b) the regulator's petition depended on a contravention by the body of the general prohibition.
371 Powers of FCA and PRA to participate in proceedings.
(1) This section applies if a person ... presents a petition for the winding up of a body which—
(a) is, or has been, an authorised person or recognised investment exchange;
(b) is, or has been, an appointed representative; or
(c) is carrying on, or has carried on, a regulated activity in contravention of the general prohibition.
(2) The appropriate regulator is entitled to be heard—
(a) at the hearing of the petition; and
(b) at any other hearing of the court in relation to the body under or by virtue of Part IV or V of the 1986 Act (or Part V or VI of the 1989 Order).
(3) Any notice or other document required to be sent to a creditor of the body must also be sent to the appropriate regulator.
(4) A person appointed for the purpose by the appropriate regulator is entitled—
(a) to attend any meeting of creditors of the body;
(b) to attend any meeting of a committee established for the purposes of Part IV or V of the 1986 Act under section 101 of that Act or under section 141 or 142 of that Act;
(c) to attend any meeting of a committee established for the purposes of Part V or VI of the 1989 Order under Article 87 of that Order or under Article 120 of that Order; and
(d) to make representations as to any matter for decision at such a meeting.
(4A) The appropriate regulator or a person appointed by the appropriate regulator is entitled to participate in (but not vote in) a qualifying decision procedure by which a decision about any matter is sought from the creditors of the body.
(5) If, during the course of the winding up of a company, a compromise or arrangement in relation to which Part 26 of the Companies Act 2006 applies is proposed between the company and its creditors, or any class of them, the appropriate regulator may apply to the court under section 896 or 899 of that Act.
(5A) If, during the course of the winding up of a company, a compromise or arrangement in relation to which Part 26A of the Companies Act 2006 applies is proposed between the company and its creditors, or any class of them, the appropriate regulator may apply to the court under section 901C or 901F of that Act.
(6) “The appropriate regulator” means—
(a) where the body is a PRA-regulated person, each of the FCA and the PRA, except that the references in subsections (4) and (4A) to a person appointed by the appropriate regulator are to be read as references to a person appointed by either the FCA or the PRA;
(b) in any other case, the FCA.
(7) But where the petition was presented by a regulator “the appropriate regulator” does not include the regulator which presented the petition.
(1) The FCA may present a petition to the court—
(a) under section 264 of the 1986 Act (or Article 238 of the 1989 Order) for a bankruptcy order to be made against an individual; or
(b) under section 2 or 5 of the 2016 Act for the sequestration of the estate of an individual.
(1A) The PRA may present a petition to the court—
(a) under section 264 of the 1986 Act (or Article 238 of the 1989 Order) for a bankruptcy order to be made against an individual who is a PRA-regulated person;
(b) under section 2 or 5 of the 2016 Act for the sequestration of the estate of an individual who is a PRA-regulated person.
(2) But a petition may be presented by virtue of subsection (1) or (1A) only on the ground that—
(a) the individual appears to be unable to pay a regulated activity debt; or
(b) the individual appears to have no reasonable prospect of being able to pay a regulated activity debt.
(3) An individual appears to be unable to pay a regulated activity debt if he is in default on an obligation to pay a sum due and payable under an agreement.
(4) An individual appears to have no reasonable prospect of being able to pay a regulated activity debt if—
(a) a regulator has served on him a demand requiring him to establish to the satisfaction of that regulator that there is a reasonable prospect that he will be able to pay a sum payable under an agreement when it falls due;
(b) at least three weeks have elapsed since the demand was served; and
(c) the demand has been neither complied with nor set aside in accordance with rules.
(5) A demand made under subsection (4)(a) is to be treated for the purposes of the 1986 Act (or the 1989 Order) as if it were a statutory demand under section 268 of that Act (or Article 242 of that Order).
(6) For the purposes of a petition presented in accordance with subsection (1)(b) or (1A)(b)—
(a) the regulator by which the petition is presented is to be treated as a qualified creditor; and
(b) a ground mentioned in subsection (2) constitutes apparent insolvency.
(7) “Individual” means an individual—
(a) who is, or has been, an authorised person; or
(b) who is carrying on, or has carried on, a regulated activity in contravention of the general prohibition.
(8) “Agreement” means an agreement the making or performance of which constitutes or is part of a regulated activity carried on by the individual concerned.
(9) “Rules” means—
(a) in England and Wales, rules made under section 412 of the 1986 Act;
(b) in Scotland, rules made by order by the Treasury, after consultation with the Scottish Ministers, for the purposes of this section; and
(c) in Northern Ireland, rules made under Article 359 of the 1989 Order.
373 Insolvency practitioner’s duty to report to FCA and PRA.
(1) If—
(a) a bankruptcy order or sequestration award is in force in relation to an individual ..., and
(b) it appears to the insolvency practitioner that the individual is carrying on, or has carried on—
(i) a regulated activity in contravention of the general prohibition, or
(ii) a credit-related regulated activity in contravention of section 20,
the insolvency practitioner must report the matter without delay to the FCA and, if the regulated activity concerned is a PRA-regulated activity, to the PRA.
(1A) Subsection (1) does not apply where—
(a) the bankruptcy order or sequestration award is in force by virtue of a petition presented by a regulator, and
(b) the regulator's petition depended on a contravention by the individual of the general prohibition.
(2) “Bankruptcy order” means a bankruptcy order under Part IX of the 1986 Act (or Part IX of the 1989 Order).
(3) “Sequestration award” means an award of sequestration under section 22 of the 2016 Act.
(4) “Individual” includes an entity mentioned in section 374(1)(c).
374 Powers of FCA or PRA to participate in proceedings.
(1) This section applies if a person ... presents a petition to the court—
(a) under section 264 of the 1986 Act (or Article 238 of the 1989 Order) for a bankruptcy order to be made against an individual;
(b) under section 2 or 5 of the 2016 Act for the sequestration of the estate of an individual; or
(c) under section 6 of the 2016 Act for the sequestration of the estate belonging to or held for or jointly by the members of an entity mentioned in subsection (1) of that section.
(2) The appropriate regulator is entitled to be heard—
(a) at the hearing of the petition; and
(b) at any other hearing in relation to the individual or entity under—
(i) Part IX of the 1986 Act;
(ii) Part IX of the 1989 Order; or
(iii) the 2016 Act.
(3) In the case of a petition presented under Article 238 of the 1989 Order, a copy of the report prepared under Article 248 of that Order must also be sent to the appropriate regulator.
(4) A person appointed for the purpose by the appropriate regulator is entitled—
(a) to attend any meeting of creditors of the individual or entity;
(b) to attend any meeting of a committee established under section 301 of the 1986 Act (or Article 274 of the 1989 Order);
(c) to attend any meeting of commissioners held under paragraph 26 or 27 of schedule 6 to the 2016 Act; and
(d) to make representations as to any matter for decision at such a meeting.
(4A) The appropriate regulator or a person appointed by the appropriate regulator is entitled to participate in (but not vote in) a creditors’ decision procedure by which a decision about any matter is sought from the creditors of the individual or entity.
(5) “Individual” means an individual who—
(a) is, or has been, an authorised person; or
(b) is carrying on, or has carried on, a regulated activity in contravention of the general prohibition.
(6) “Entity” means an entity which—
(a) is, or has been, an authorised person; or
(b) is carrying on, or has carried on, a regulated activity in contravention of the general prohibition.
(7) “The appropriate regulator” means—
(a) where the individual or entity is a PRA-regulated person, each of the FCA and the PRA, except that the references in subsections (4) and (4A) to a person appointed by the appropriate regulator are to be read as references to a person appointed by either the FCA or the PRA;
(b) in any other case, the FCA.
(8) But where the petition was presented by a regulator “the appropriate regulator” does not include the regulator which presented the petition.
(1) The FCA may apply for an order under section 423 of the 1986 Act (or Article 367 of the 1989 Order) in relation to a debtor if—
(a) at the time the transaction at an undervalue was entered into, the debtor was carrying on a regulated activity (whether or not in contravention of the general prohibition); and
(b) a victim of the transaction is or was party to an agreement entered into with the debtor, the making or performance of which constituted or was part of a regulated activity carried on by the debtor.
(1A) The PRA may apply for an order under section 423 of the 1986 Act (or Article 367 of the 1989 Order) in relation to a debtor if—
(a) at the time the transaction at an undervalue was entered into, the debtor was carrying on a PRA-regulated activity (whether or not in contravention of the general prohibition); and
(b) a victim of the transaction is or was party to an agreement entered into with the debtor, the making or performance of which constituted or was part of a PRA-regulated activity carried on by the debtor.
(2) An application made under this section is to be treated as made on behalf of every victim of the transaction to whom subsection (1)(b) or subsection (1A)(b) (as the case may be) applies.
(3) Expressions which are given a meaning in Part XVI of the 1986 Act (or Article 367, 368 or 369 of the 1989 Order) have the same meaning when used in this section.