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Bank Recovery and Resolution Directive (BRRD)—timeline [Archived]

Bank Recovery and Resolution Directive (BRRD)—timeline [Archived] Archived:This timeline has been archived. For developments from January 2024 onwards, see EU Bank Recovery and Resolution Directive—timeline if they relate to the EU BRRD, or UK bank recovery and resolution regime—timeline if they relate to the UK bank recovery and resolution regime, For further guidance on the EU BRRD, see Practice Note: Bank Recovery and Resolution Directive (BRRD)—essentials. For further guidance on the UK bank recovery and resolution regime, see Practice Note: The UK bank recovery and resolution regime. Date Source Document Description 20 December 2023 European Banking Authority The EBA publishes amendments to disclosures and reporting on MREL and TLAC The European Banking Authority (EBA) has published its final draft implementing technical standards (ITS) on amendments to disclosure and reporting of the minimum requirement for own funds and eligible liabilities (MREL) and the total loss absorbency requirement (TLAC). The amendments reflect the new requirement to deduct investments in eligible liabilities instruments of entities belonging to the same resolution group, the...

Notice of general meeting or annual general meeting—checklist

Notice of general meeting or annual general meeting—checklist Who is entitled to receive notice of general meeting or annual general meeting? Notice of the general meeting (GM) or annual general meeting (AGM) must be sent to: • every member of the company, ie those appearing on the register of members (including those entitled to a share in consequence of the death or bankruptcy of a member, if the company has been notified of their entitlement) • every director of the company, and • the company’s auditors Check the company’s articles in particular for provisions relating to: • giving notices to joint, untraceable or overseas shareholders, and • cut-off dates by which time a member needs to be registered on the register of members to receive a notice. Where a company's shares are held in CREST, a member must be registered in the register of members at least 21 days before the date the notice is sent Form of notice Notice of a GM must be given: • in hard copy...

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Third party debt orders—flowchart

Third party debt

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Compromising section 75 debts—Bradstock agreements

A key piece of pensions legislation is section 75 (and 75A) of the Pensions Act 1995 (PA 1995) and its underlying legislation, which collectively comprise what is commonly referred to as the ‘employer debt legislation’.Broadly speaking, the employer debt legislation provides that a statutory (non-priority) debt will be created in respect of an employer (or employers) participating in a registered defined benefit occupational pension scheme at a time when the scheme is underfunded on the buy-out basis upon the occurrence of one of three triggering events:•the scheme commencing wind-up•an insolvency event (as defined for the purposes of the legislation) occurring in relation to a participating employer, or•in the case of a multi-employer scheme, a participating employer ceasing to employ active members at a time when at least one other employer continues to do so (an ‘employment cessation event’)The statutory debt created under PA 1995, s 75 (a ‘section 75 debt’ or 'employer debt') is owed by the relevant employer to the pension scheme, and is calculated by reference to the...

Who is a former employer for section 75 debt purposes?

Section 75A of the Pensions Act 1995 (PA 1995) and the Occupational Pension Scheme (Employer Debt) Regulations 2005, SI 2005/678 (the Employer Debt Regulations), together with the repealed versions of these pieces of legislation, set out how the s 75 debt regime applies to multi-employer occupational pension schemes.This Practice Note sets out the legal issues surrounding who is a former employer in the context of the s 75 debt regime.Why is the former employer regime relevant?It is important that a company, which participates or has participated in a defined benefit pension scheme, understands what its liabilities are in relation to the scheme. This is particularly the case in relation to a corporate restructuring or transaction where that restructuring or transaction may have an impact on the company’s liabilities to the scheme.The Pensions Regulator’s statement of December 2013 requires schemes to identify their statutory employers and list those employers on the scheme return. A statutory employer for these purposes includes those employers who meet certain criteria including liability to meet a...

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Licence to carry out environmental investigations

Licence to carry out environmental investigations Parties 1 [insert name of licensor] [of [insert address] OR company number [insert company number] whose registered office is at [insert address]] (the Licensor) 2 [insert name of licensee] [of [insert address] OR company number [insert company number] whose registered office is at [insert address]] (the Licensee) 1 Background (A) The Licensor is the registered [freehold OR leasehold] owner of the Property. (B) The Licensee has expressed an interest in [acquiring OR leasing] the Property. (C) The Licensor will permit access to the Property by the Licensee and the Consultant for the purpose of carrying out investigations as to ground conditions at, in, on, under or about the Property, subject to the terms of this Licence. 2 Definitions Competent Authority • means any statutory undertaker or any public local or other authority or regulatory body or government department, or any other body exercising powers under statute or by royal charter or any court of law or any...

Short-form facility agreement (term loan): single company borrower—bilateral—unsecured

Short-form facility agreement (term loan): single company borrower—bilateral—unsecured Facility agreement This Agreement is made on [date] Parties 1 [insert name of Borrower], a company incorporated in England and Wales with registered number [insert company number] whose registered office is at [insert address] (the Borrower); and 2 [insert name of Lender], of [insert address] (the Lender). It is agreed as follows: 1 Definitions and interpretation 1.1 In this Agreement, unless otherwise provided: Business Day • means a day, other than a Saturday, Sunday or public holiday, on which banks are open for business in London; Commitment • means £[•] ([•] Sterling) minus any amount reduced or cancelled in accordance with this Agreement; Commitment Period • means the period commencing on the date of this Agreement to and including [•]; Default • means an event that with the giving of notice, lapse of time or other applicable condition would be an Event of Default under Clause 16; Drawdown • means [the OR a] utilisation of the...

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What are unitranche facilities?

What are unitranche facilities? What is a unitranche facility? Leveraged finance transactions are traditionally funded by a mixture of equity, senior debt, mezzanine debt and/or bonds. A unitranche facility is effectively a blend of the senior and mezzanine portion of the financing although it can sometimes covers part of the equity too. Therefore, instead of two facilities agreements, covenant packages, sets of security documents etc, only one is required. Unitranche facilities are more common on mid-market deals. What are the typical terms of a unitranche facility? Unitranche facilities differ from deal to deal but some typical features are: • the facility will be in the form of a term loan; if a revolving credit facility (RCF) is also required it will normally be documented in the same agreement and share the same security package • bullet repayment or possibly with a back ended amortisation schedule • higher margin than senior debt but lower margin than mezzanine debt; margin may be a mixture of cash and PIK...

How does a company remove a charge from the charges register at Companies House that has already been released if the beneficiary of the charge is a dissolved company or has been taken over by another company?

How does a company remove a charge from the charges register at Companies House that has already been released if the beneficiary of the charge is a dissolved company or has been taken over by another company? There is no statutory requirement for a chargor to notify Companies House that it has either fully or partially satisfied a debt or had its security released. However, such notification will be in the best interests of the chargor so that any potential investors and lenders are aware that the debt has been satisfied and/or its assets are unencumbered. Where a charge has been released in full, to notify Companies House, the chargor should submit form MR04 (Statement of satisfaction in

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Thames Water secures High Court sanction for restructuring plan (Re Thames Water Utilities Holdings Ltd)

Restructuring & Insolvency analysis: In this case Mr Justice Leech approved a restructuring plan proposed by Thames Water Utilities Holdings Ltd (TWUL) (the ’Plan’). Utilising the cross-class cram down powers under Part 26A of the Companies Act 2006 (CA 2006), he dismissed four objections put forward by a class of dissenting creditors (the ‘Class B AHG Creditors’). Leech J also found it was in the public interest to sanction the Plan. This careful and detailed judgment contains a clear example of how to assess the first condition for a cross-class cram down; how to assess fairness between classes where a class is out-of-the-money; and the importance of public interest issues. The judgment also addresses a novel objection to the Plan based on competition grounds, as well as making several practical remarks on the Court’s expectations regarding evidence, and costs, in restructuring proceedings. Written by Hugh Whelan, barrister at Monckton Chambers, and Charlotte McLean, pupil at Monckton Chambers.

HC 733 and Skilled Workers

Immigration analysis: On 12 March 2025 the Home Office issued a new Statement of Changes in Immigration Rules HC 733, together with an Explanatory Memorandum (EM). This analysis looks at the changes affecting the Skilled Worker route, which include salary changes and a new requirement for care worker/senior care worker sponsors in England to attempt to recruit from the UK ‘pool’ of displaced workers first before it can sponsor overseas workers or those in other immigration routes. The Statement also includes a new provision mandating deduction of certain aspects from what will constitute the eligible salary for meeting the relevant salary thresholds. The provision looks to be aimed at, amongst other things, arrangements whereby visa fees are loaned to an employee and then paid back over time in the form of salary deductions, as well as ‘self-sponsorship’ arrangements. However, the full intended scope will require clarification.