The Occupational Pension Schemes (Member-nominated Trustees and Directors) Regulations (Northern Ireland) 1996

Proposals by employers for alternative arrangements

Proposals by the employer for alternative arrangements under Article 19

15.—(1) Article 19(1) (by virtue of which the requirements in Article 18 as to member-nominated directors do not apply to a company in certain circumstances) only applies if—

(a) the employer gives notice in writing to the company at a permitted notice time that he intends to propose alternative arrangements, and

(b) before the expiry of the approval period—

(i) alternative arrangements are approved, and

(ii) the employer gives notice in writing to the company of their approval, stating in the notice what those arrangements are and specifying all such matters relating to them as are required to be specified in a notice under paragraph 5(3) of Schedule 1.

(2) In paragraph (1)(a) “permitted notice time” means, subject to paragraph (4)—

(a) in the case of the first notice to be given in relation to a company under paragraph (1)(a)—

(i) any time during the period of one month beginning with the commencement date or, if Article 18 does not apply to the company on that date, before or during the period of one month beginning with the date it first applies to it;

(ii) if the approval of appropriate rules under Article 18 for the company is ceasing to have effect by virtue of regulation 20 (1)(h), any time during the period of one month beginning with the date on which notice is given to the employer under regulation 20(3), or

(iii) any time not less than 6 years after the date applicable under head (i) or, if such a notice as is mentioned in head (ii) has been given, after the date mentioned in that head;

(b) in the case of a second or subsequent notice under paragraph (1)(a) which is given in respect of a company to which, by virtue of Article 19(1), Article 18 does not apply—

(i) if the approval of alternative arrangements for the company is ceasing to have effect by virtue of regulation 20(1)(h), any time during the period of one month beginning with the date on which notice is given to the employer under regulation 20(3), and

(ii) otherwise, any time not more than 12 nor less than 6 months before the date on which the approval of the alternative arrangements under Article 19(1) ceases to have effect;

(c) in the case of a second or subsequent notice under paragraph (1)(a) which is given in respect of a company to which Article 18 applies, any time after the expiry of the period of 6 years beginning with—

(i) the date on which the last such notice was given to the company, or

(ii) the last permitted notice time falling within sub-paragraph (b),

whichever is the later.

(3) In paragraph (1) the “approval period”, in relation to arrangements, means, subject to paragraph (4), the period of 6 months beginning—

(a) in a case where notice is given under paragraph (1)(a) within the period mentioned in paragraph (2)(a)(i), with the commencement date or, as the case may be, the date on which Article 18 first applies to the company;

(b) in a case where such notice is given within the period mentioned in paragraph (2)(a)(ii) or (b)(i), with the date on which notice under regulation 20(3) is given to the employer, and

(c) otherwise, with the date on which notice is given under paragraph (1)(a).

(4) In the case of a company to which Article 18 has ceased to apply and then reapplies (otherwise than by virtue of Article 19(1) ceasing to apply to it or Article 16 or 17(1) ceasing to apply to any relevant scheme), paragraphs (2) and (3) apply as if—

(a) Article 18 first applied to the company at the time when that Article reapplies to it, and

(b) no notices had been given in relation to the company under paragraph (1)(a) before that time.

(5) The statutory consultation procedure in respect of proposals under Article 19(1) for the continuation of existing or adoption of new alternative arrangements is set out in Schedule 1 (which also sets out the conditions which must be satisfied for the approval of such arrangements).

(6) In Schedule 1 “the proposer”, in relation to such arrangements, means the employer.

Time limits for making alternative arrangements under Article 19

16.—(1) Where, by virtue of Article 19(1) (alternative arrangements for selecting directors), Article 18 does not apply to a company, the company must secure that the alternative arrangements are made no later than is necessary to secure that directors can be selected immediately in pursuance of the arrangements to fill any vacancy arising after the appropriate time.

(2) In paragraph (1), “the appropriate time” means—

(a) in a case where, immediately before the approval of the alternative arrangements, Article 18 applied to the company, the expiry of the period of 6 months beginning with the date on which the alternative arrangements are approved;

(b) in a case where, immediately before the approval of the alternative arrangements, Article 18 did not apply to the company—

(i) if the approval is for the continuation of existing alternative arrangements, the date on which the employer gives notice to the company under regulation 15(1)(b)(ii) in respect of the approval of the arrangements, and

(ii) otherwise, the expiry of the period of 6 months beginning with that date.