Part XXIII Companies and Credit and Financial Institutions (Branch Disclosure) Regulations (Northern Ireland) 1993

Regulation 5

SCHEDULE 4 Transitional Provisions

Branch Registration

1.—(1) This paragraph applies to any limited company incorporated outside the United Kingdom and Gibraltar which, immediately after 7th June 1993, has a branch in Northern Ireland which it had there immediately before 8th June 1993.

(2) A company to which this paragraph applies shall be treated for the purposes of paragraph 1(1) of Schedule 20A to the 1986 Order as having opened on 8th June 1993 any branch which it has in Northern Ireland immediately after 7th June 1993 and had there immediately before 8th June 1993.

(3) Where a company to which this paragraph applies was registered Part XXIII company immediately before 8th June 1993, paragraph 1(1) of Schedule 20A to the 1986 Order shall have effect in its application by virtue of sub-paragraph (2), with the substitution for “one month” of “six months”.

(4) For the purposes of sub-paragraph (3) a company is a registered Part XXIII company if it has duly delivered documents to the registrar under Article 641 of the 1986 Order and has not subsequently given notice to him under Article 646 of that Order that it has ceased to have an established place of business in Northern Ireland.

(5) Subject to sub-paragraph (6) Articles 641 and 642 of the 1986 Order shall continue to apply to a company to which this paragraph applies (notwithstanding Article 640B of that Order) until such time as it has—

(a) complied with paragraph 1 of Schedule 20A to the 1986 Order in respect of a branch, or

(b) ceased to have a branch in Northern Ireland.

(6) Articles 641 and 642 of the 1986 Order shall not however apply to any company to which this paragraph applies, if the company had no place of business in Northern Ireland immediately prior to 8th May 1993.

(7) For the purposes of this paragraph “branch” has the same meaning as in Article 648(2) of the 1986 Order.

2.—(1) This paragraph applies to any limited company incorporated outside the United Kingdom and Gibraltar which—

(a) has an established place of business in Northern Ireland both immediately before 8th June 1993 and immediately after 7th June 1993, and

(b) does not have a branch there immediately after 7th June 1993.

(2) Where, immediately after 7th June 1993, a company to which this paragraph applies has a branch elsewhere in the United Kingdom, Article 641 and 642 of the 1986 Order shall continue to apply to the company (notwithstanding Article 640B of that Order) until such time as it gives the registrar notice of the fact that it is a company to which Article 640A applies.

(3) In sub-paragraph (2), “registrar” has the same meaning as in the 1986 Order.

(4) For the purposes of this paragraph “branch” has the same meaning as in Article 648(2) of the 1986 Order and whether a branch is in England and Wales or Scotland or Northern Ireland is to be determined in accordance with that Article.

3.—(1) Where—

(a) a company to which paragraph 1 applies delivers a return under paragraph 1(1) of Schedule 20A to the 1986 Order in respect of a branch,

(b) the return is the first which the company has delivered under that provision in respect of a branch in Northern Ireland,

(c) immediately before delivering the return, the company was a registered Part XXIII company, and

(d) the company states in the return that the particulars have previously been delivered in respect of a place of business of the company, giving the company’s registered number,

the documents previously registered under Article 641(1)(a) of that Order shall be treated as registered under paragraph 1 of Schedule 20A to that Order in respect of the branch to which the return relates.

(2) For the purposes of this paragraph, a company is a registered Part XXIII company if—

(a) it has duly delivered documents to the registrar under Article 641 of the 1986 Order,

(b) it has duly complied with any obligation to make a return to the registrar under Article 642(1)(a) of that Order, and

(c) it has not subsequently given notice to the registrar under Article 646 of that Order that it has ceased to have an established place of business in Northern Ireland.

(3) For the purposes of this paragraph “branch” has the same meaning as in Article 648(2) of the 1986 Order.

Delivery of accounts and reports: institutions and companies previously subject to Article 649

4.—(1) This paragraph applies to any company which—

(a) immediately after 7th June 1993, is an institution to which Part I of Schedule 20C to the 1986 Order applies, and

(b) immediately before 8th June 1993, was a company to which Article 649 of that Order applies.

(2) Notwithstanding Article 648B of the 1986 Order, Articles 649 to 652 of that Order shall continue to apply in relation to any financial year of a company to which this paragraph applies beginning before 8th June 1993.

(3) Schedule 20C to the 1986 Order shall only have effect to require a company to which this paragraph applies to deliver accounting documents for registration if they have been prepared with reference to a period ending after the end of the last financial year of the company in relation to which Articles 649 to 652 of that Order apply.

(4) In this paragraph, “financial year” has the same meaning as in Article 649 of the 1986 Order.

5.—(1) This paragraph applies to any company which—

(a) immediately after 7th June 1993, is an institution to which Part II of Schedule 20C to the 1986 Order applies, and

(b) immediately before 8th June 1993, was a company to which Article 649 of that Order applies.

(2) Paragraphs 9 and 11(1) of Schedule 20C to the 1986 Order shall have effect, in relation to any company to which this paragraph applies, with the insertion after “each financial year of the institution” of “ending after 7th June 1993”.

(3) Any date which, immediately before 8th June 1993, is established for the purposes of Articles 232 and 233 of the 1986 Order, as applied by Article 650 of that Order, as the accounting reference date of a company to which this paragraph applies shall, immediately after 7th June 1993, be treated as established as the accounting reference date of the company for the purposes of those Articles, as applied by paragraph 10 of Schedule 20C to that Order.

(4) In their application to a company to which this paragraph applies, paragraphs 10(a) and 12(2) of Schedule 20C to the 1986 Order shall have effect with the substitution for “becoming an institution to which this Part applies” of “establishing a place of business in Northern Ireland”.

6.—(1) This paragraph applies to any company which—

(a) immediately after 7th June 1993, is a company to which Part I of Schedule 20D to the 1986 Order applies, and

(b) immediately before 8th June 1993, was a company to which Chapter II of Part XXIII of that Order applies.

(2) Notwithstanding Article 648B of the 1986 Order, Articles 649 to 652 of that Order shall continue to apply in relation to any financial year of a company to which this paragraph applies beginning before 8th June 1993.

(3) Schedule 20D to the 1986 Order shall only have effect to require a company to which this paragraph applies to deliver accounting documents for registration if they have been prepared with reference to a period ending after the end of the last financial year of the company in relation to which Articles 649 to 652 of that Order apply.

(4) In this paragraph, “financial year” has the same meaning as in Article 649 of the 1986 Order.

7.—(1) This paragraph applies to any company which—

(a) immediately after 7th June 1993, is a company to which Part II of Schedule 20D to the 1986 Order applies, and

(b) immediately before 8th June 1993, was a company to which Article 649 of that Order applies.

(2) Paragraphs 8 and 10(1) of Schedule 20D to the 1986 Order shall have effect, in relation to a company to which this paragraph applies, with the insertion after “each financial year of the company” of “ending after 7th June 1993”.

(3) Any date which, immediately before 8th June 1993, is established for the purposes of Articles 232 and 233 of the 1986 Order, as applied by Article 650 of that Order, as the accounting reference date of a company to which this paragraph applies shall, immediately after 7th June 1993, be treated as established as the accounting reference date of the company for the purposes of those Articles, as applied by paragraph 9 of Schedule 20D to that Order.

(4) In their application to a company to which this paragraph applies, paragraphs 9(a) and 12(2) of Schedule 20D to the 1986 Order shall have effect with the substitution for “becoming a company to which this Part applies” of “establishing a place of business in Northern Ireland”.

Delivery of accounts and reports: other institutions and companies

8.—(1) This paragraph applies to an institution to which Part I of Schedule 20C applies and to a company to which Part I of Schedule 20D applies, other than a company to which paragraphs 4 to 7 apply.

(2) Paragraph 1(2) of Schedule 20A and the provisions of Schedules 20C and 20D to the 1986 Order shall only have effect to require a company to which this paragraph applies to deliver accounting documents for registration if they have been prepared with reference to a period commencing on or after 8th June 1993.

References to statutory provisions and continuance of law

9.—(1) Any reference in any statutory provision (within the meaning of section 1(f) of the Interpretation Act (Northern Ireland) 1954) to any provision in Part XXIII of the 1986 Order as unamended by these Regulations shall be construed as including a reference to the corresponding provision inserted by these Regulations with respect to companies to which Articles 640A and 648A or (as the case may be) Article 648AA of that Order applies, unless the context otherwise requires.

(2) This provision made by this paragraph is without prejudice to the operation of the Interpretation Act (Northern Ireland) 1954 or to any amendments effected by Schedule 3.