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NEWS ROUND-UP |
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Guidance on obtaining pensions clearance in corporate transactions See CLM: ¶5652+ |
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Corporate transactions, such as company sales or takeovers, can have detrimental effects on the pension schemes of the companies involved. The Pensions Regulator, which is the regulator of work-based pensions in the UK, has the power to require companies to pay money into certain pension schemes or to provide other financial support. Where there is likely to be an effect on a pension scheme, clearance can be applied for from the Regulator to provide assurance that such measures will not be necessary. The Pensions Regulator originally published guidance on obtaining clearance in April 2005. It has now published a new version for consultation, reflecting various changes that have occurred since then. This new guidance sets out the central principles that the Regulator expects all trustees and employers to follow when they are involved in corporate transactions. It also gives guidance on identifying when a detrimental event occurs and how to apply for clearance. The main aim of the guidance is to protect the benefits of scheme members. It therefore encourages mitigation (i.e. taking action to minimise the effects on the pension scheme) and negotiation where a detrimental effect on the pension scheme is to be anticipated, even if the parties have no intention of applying for clearance. The draft guidance can be freely downloaded from the Pensions Regulator’s website (www.thepensionsregulator.gov.uk). Comments are invited by 2 November. |
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Updated Q&As on the Prospectus Directive See CLM: ¶4845+ |
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European Securities Markets Group reports on the Prospectus Directive See CLM: ¶4845+ |
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The European Securities Markets Expert Group (ESME) has published a report on the extent to which the Prospectus Directive (EC Directive 2003/71) protects investors and makes the market more efficient. This report focuses on market experience, covering all aspects of the Directive, from its central principles to its detailed requirements and implementation in the member states. It is designed to assist the European Commission in its review of the Directive. ESME’s report is freely downloadable from the ESME section of the Europa website: http://ec.europa.eu/index_en.htm. |
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The Committee of European Securities Regulators (CESR) has issued a consolidated set of Q&As on the Prospectus Directive (EC Directive 2003/71), which has been updated since the February and July versions. The Q&As are intended to give market participants responses to the most common questions that CESR is asked, rather than forming official guidance. The updated Q&As can be freely downloaded from the CESR website: http://www.cesr-eu.org. |
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Insolvency law reform: consultation on legislative changes See CLM: ¶7364 |
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The Insolvency Service has issued a consultation paper on the changes to the Insolvency Act 1986 and the Company Directors Disqualification Act that are expected to be necessary in order to implement the revised secondary legislation. The last update from the Insolvency Service on the progress of the secondary legislation reform project was discussed in Issue 5. The consultation proposes to alter the legislation as follows: » to make the exchange of information easier, by allowing creditors to opt-in to receiving information from insolvency practitioners (rather than requiring the IP to send it out to all creditors), enabling information to be exchanged electronically and allowing insolvency practitioners to make information available on a website, and also by enabling shareholders’ and creditors’ meetings to be held remotely (e.g. over the internet); » to remove the requirement for liquidators to obtain sanction for the use of certain powers; » to allow a liquidator in a voluntary liquidation to advertise his appointment where necessary, rather than imposing a requirement on him to do so, and to remove the restrictions on where any such advertisement may be placed; » to remove the requirement on liquidators to summon annual meetings; » to replace affidavits with witness statements; » to remove the requirement on liquidators to report to the secretary of state on the directors’ conduct where he has already done so as the company’s administrator; » to remove the requirement for the Insolvency Service’s account to be held at the Bank of England; and » to remove the court’s power to order a person who owes money to a company in liquidation to pay it into the liquidator’s account at the Bank of England, since this power has not been used since 1991. The aim of these changes is to modernise insolvency procedures and make them more cost-effective, which will in turn increase the returns to creditors. Depending on the responses to the consultation, it is expected that these changes will be implemented on 1 October 2008. The consultation paper can be found in the consultations section of the Insolvency Service’s website (www.insolvency.gov.uk). Comments are invited by 10 December 2007. |