The Open-Ended Investment Companies (Investment Companies with Variable Capital) Regulations 1996

Power to provide for employees on cessation or transfer of business

59.—(1) The powers of an investment company with variable capital include power to make the following provision for the benefit of persons employed or formerly employed by the company, that is to say, provision in connection with the cessation or the transfer to any person of the whole or part of the undertaking of the company.

(2) The power conferred by paragraph (1) above is exercisable notwithstanding that its exercise is not in the best interests of the company.

(3) The power which a company may exercise by virtue of paragraph (1) above shall only be exercised by the company if sanctioned—

(a) in a case not falling within sub-paragraph (b) or (c) below, by a resolution of the company in general meeting;

(b) if so authorised by the instrument of incorporation—

(i) in the case of a company that has only one director, by a resolution of that director; and

(ii) in any other case, by such resolution of directors as is required by SIB regulations; or

(c) if the instrument of incorporation requires the exercise of the power to be sanctioned by a resolution of the company in general meeting for which more than a simple majority of the shareholders voting is necessary, by a resolution of that majority;

and in any case after compliance with any other requirements of the instrument of incorporation applicable to the exercise of the power.