SCHEDULES

C3SCHEDULE 2 Establishment, Incorporation and Constitution of Building Societies

Annotations:
Modifications etc. (not altering text)
C3

Sch. 2 modified (3.1.1995) by 1994 c. 40, ss. 17(3), 82(2)

C1C2Part III Meetings, Resolutions and Postal Ballots

Annotations:
Modifications etc. (not altering text)
C1

Sch. 2 Pt. III (paras. 20–36) excluded (temp.) by S.I. 1986/2168, art. 3(1)(2)

C2

Sch. 2 Pt. III (paras. 20–36) modified by S.I. 1987/426, art. 4

Transfer resolutions

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1

The transfer resolutions required for the purposes of section 97 for the approval by members of a building society of a transfer of its business are two resolutions, of which—

a

one is passed as a borrowing members’ resolution, and

b

the other (“the requisite shareholders’ resolution”) is passed in accordance with sub-paragraphs (2) to (5) below.

2

In a case where the successor is to be a specially formed company, the requisite shareholders’ resolution—

a

must be passed as a F1shareholding members’ resolution, and

b

must be passed on a poll on which not less than F250 per cent. of the members of the society qualified to vote on a F1shareholding members’ resolution voted;

and the notice of the resolution required by F3paragraph 27A above must specify that the resolution will not be effective unless both of the requirements specified in this sub-paragraph are fulfilled.

3

Subject to any direction under sub-paragraph (5) below, in a case where the successor is to be an existing company, the requisite shareholders’ resolution must be passed as a F4shareholding members’ resolution and either—

a

must be passed by not less than 50 per cent. of the members qualified to vote on a F4shareholding members’ resolution, or

b

must be passed by the holders, being members qualified to vote on a F4shareholding members’ resolution, of shares in the society to a value, on the voting date, representing not less than 90 per cent. of the total value of the shares held on that date by the members so qualified to vote;

and, in either case, the resolution must be a resolution in relation to which the notice required by F5paragraph 27A above includes a statement specifying that the resolution will not be effective unless either of the above requirements is fulfilled F6has been duly given.

4

If the Commission considers it expedient, in relation to a transfer of the business of a building society to an existing company, to do so for the purpose of protecting the investments of the shareholders of or depositors with the society, the Commission may give a direction under sub-paragraph (5) below.

5

A direction under this sub-paragraph is a direction that, for the purposes of the transfer of business specified in the direction, the requisite shareholders’ resolution is to be effective if it is passed as a F7shareholding members’ resolution.

6

The Treasury, after consultation with the Commission, may by order amend sub-paragraph (2)(b), (3)(a) or (3)(b) above so as to substitute for the percentage for the time being specified in the subparagraph such other percentage as it thinks appropriate.

7

The power to make orders under sub-paragraph (6) above is exercisable by statutory instrument which shall be subject to annulment in pursuance of a resolution of either House of Parliament.

8

In this paragraph “voting date", with reference to a requisite shareholders’ resolution, has the same meaning as in paragraph 23(6) above.