Section 55A (application for permission),For subsections (1) and (2) substitute—,
1 An application for permission to carry on one or more regulated activities may be made to the appropriate regulator on behalf of a proposed protected cell company by a person applying to register the protected cell company under Part 4 of the Risk Transformation Regulations 2017. 2 The “ appropriate regulator ”, in relation to such an application, means the PRA.,
Ignore subsection (3).,
Section 55B (the threshold conditions),In subsection (3), treat the references to giving permission, imposing a requirement or giving consent as including references to making a decision to do any of those things on the registration of the proposed protected cell company.,
Section 55F (giving permission: the PRA),In subsection (2), treat the reference to “the applicant” as a reference to “the protected cell company”.,
The PRA may not give permission under subsection (2) until the FCA has registered the protected cell company.,
Section 55L (imposition of requirements by FCA),For subsection (1) substitute—,
1 Where a person has applied, on behalf of a proposed protected cell company, to the PRA for a Part 4A permission, the FCA may, on the registration of the protected cell company, impose on the protected cell company such requirements, taking effect on or after the giving of permission, as the FCA considers appropriate.,
Section 55M (imposition of requirements by PRA),For subsection (1) substitute—,
1 Where a person has applied, on behalf of a proposed protected cell company, for a Part 4A permission, the PRA may, on the registration of the protected cell company, impose on the protected cell company such requirements, taking effect on or after the giving of permission, as the PRA considers appropriate.,
Section 55R (persons connected with an applicant),In subsection (1), treat the reference to the “ applicant ” as a reference to the proposed protected cell company.,
Section 55U (applications under this Part),For subsection (1)(a) substitute—,
a contain a statement by the applicant of the regulated activity or regulated activities for which permission is sought on behalf of the proposed protected cell company, and,
Section 55V (determination of applications),Treat references to the determination of an application as references to the decision made by the PRA as to what action the PRA will take under section 55F of FSMA if the FCA registers the proposed protected cell company.,
After subsection (4) insert—,
4A Subsection (4B) applies where the PRA decides that it will, if the FCA decides to register the proposed protected cell company, give the proposed protected cell company permission under section 55F to carry out a regulated activity which is, or regulated activities which include, the activity specified in Article 13A of the Financial Services and Markets Act 2000 (Regulated Activities) Order 2001. 4B The PRA must give the applicant written notice stating the activities which the proposed protected cell company will be given permission under section 55F to carry out if the FCA decides to register the proposed protected cell company. 4C Where the PRA gives written notice under subsection (4B), a copy must be sent to the FCA without delay.,
Section 55X (determination of applications: warning notices and decision notices),In subsection (1), in paragraphs (a) and (b), after “Part 4A permission” insert “ if the protected cell company is registered by the FCA, ” .,
The FCA or PRA need not give a warning notice under subsection (1) in the circumstances specified in paragraph (a), (b) or (e) of that subsection if the applicant has consented to the proposed exercise of power referred to in that paragraph.,
The PRA must give a copy of any warning notice given under subsection (1) to the FCA without delay.,
In subsection (2), ignore the reference to subsection (3).,
Ignore subsection (3).,
In subsection (4), in paragraphs (a) and (b), after “Part 4A permission” insert “ if the protected cell company is registered by the FCA, ” .,
The FCA or PRA need not give a decision notice under subsection (4) in the circumstances specified in paragraph (a), (b) or (e) of that subsection if the applicant has consented to the exercise of power referred to in that paragraph. Where the applicant consents to an exercise of power referred to in paragraph (a) or (b), the PRA must notify the FCA without delay.,
Section 55Z3 (right to refer matters to the tribunal),In subsection (1), treat the reference to the determination of an application as a reference to the decision made by the PRA as to what action the PRA will take under section 55F of FSMA if the FCA registers the proposed protected cell company.,
In subsection (2), treat the reference to the exercise of an own-initiative requirement power as a decision to exercise that power if the proposed protected cell company is registered.,
Section 390 (final notices),Where the PRA gives a final notice under this section, the PRA must send a copy of the final notice to the FCA without delay.,

Section 60 (applications for approval),In subsection (1), treat the reference to the authorised person concerned as a reference to the applicant on behalf of the proposed protected cell company.,
In the rest of the section, treat the references to the authorised person concerned as including references to the proposed protected cell company.,
Section 60A (vetting of candidate),On the coming into force of paragraph 5 of Schedule 4 to the Bank of England and Financial Services Act 2016 , references to an authorised person are to be treated as references to the applicant on behalf of the proposed protected cell company.,
Section 61 (determination of applications),In subsection (5), ignore paragraph (b).,
Section 62 (applications for approval: procedure and right to refer to Tribunal),Subsection (2) does not apply where the regulator to which an application is made proposes to grant the application subject to conditions or for a limited period, and the applicant and the person in respect of whom the application has been made have consented to those conditions or that limited period.,
Subsection (3) does not apply where the regulator to which an application is made decides to grant the application subject to conditions or for a limited period, and the applicant and the person in respect of whom the application has been made have consented to those conditions or that limited period.,
In subsection (5), ignore paragraph (c).,
Section 62A (changes in responsibilities of senior managers),An application made by the applicant on behalf of the proposed protected cell company is to be treated, for the purposes of subsection (1)(a), as an application made by the proposed protected cell company.,
Section 63 (withdrawal of approvals),On the coming into force of paragraph 8 of Schedule 4 to the Bank of England and Financial Services Act 2016, an application made by the applicant on behalf of the proposed protected cell company is to be treated, for the purposes of subsection (2A), as an application made by the proposed protected cell company.,
Section 390 (final notices),Where the PRA gives a final notice under this section, the PRA must send a copy of the final notice to the FCA without delay.,

Sections 170 and 171,,
Section 172,In subsection (1)(f), the reference to members is to be treated as a reference to shareholders, and the need to act fairly as between shareholders of the protected cell company is to be assessed for each part of the protected cell company separately.,
Sections 173 to 179, and 182 to 187,,

Section 859D (particulars to be delivered to registrar),In subsection (2)(b), treat the reference to the property and undertaking of the company as a reference to the property held by the protected cell company on behalf of the part of the protected cell company to which the charge relates and the undertaking of that part.,
Section 859F (extension of period allowed for delivery),In subsection (2)(a)(ii), treat the reference to the creditors or shareholders of the company as a reference to the persons who are creditors or shareholders in respect of the part of the protected cell company to which the charge relates.,
Section 859H (consequence of failure to deliver charges),In paragraphs (a) and (b) of subsection (3), treat the references to the company as references to the part of the protected cell company to which the charge relates. In paragraph (c) of subsection (3), treat the reference to a creditor of the company as a reference to a person who is a creditor in respect of the part of the protected cell company to which the charge relates.,
Section 859K (registration of enforcement of security),Ignore this section.,
Section 859M (rectification of register),In subsection (2)(a)(ii), treat the reference to the creditors or shareholders of the company as a reference to the persons who are creditors or shareholders in respect of the part of the protected cell company to which the charge relates.,
Section 859P (companies to keep copies of instruments creating and amending charges),Ignore subsection (5).,
Section 859Q (instruments creating charges to be available for inspection),In subsection (2)(b), treat the reference to a place specified in regulations under section 1136 of the Companies Act 2006 as a reference to an alternative inspection location notified to the FCA in accordance with regulation 67.,
In subsection (4)(a), treat the reference to any creditor or member of the company as a reference to any person who is a creditor or shareholder in respect of the part of the protected cell company to which the charge relates.,
Section 893 (power to make provision for effect of registration in special register),Ignore this section.,
Section 894 (general power to make amendments to this Part),Ignore this section.,

Section 388 (where and for how long records to be kept),In subsection (1)(a), treat the reference to the registered office as including a reference to an alternative inspection location notified to the FCA in accordance with regulation 67.,
Section 414C (contents of strategic report),In subsection (1), treat the reference to section 172 of the Companies Act 2006 as a reference to that section as applied by regulation 83(1).,
Section 502 (auditor's rights in relation to resolutions and meetings),In subsection (1), treat the reference to Chapter 2 of Part 13 of the Companies Act 2006 as a reference to Chapter 10 of Part 4 of these Regulations.,
Section 518 (rights of resigning auditor),Where a protected cell company sends a notice or statement in accordance with this section, it must send a copy of that notice or statement to the persons holding shares or debentures issued by the protected cell company on behalf of a cell.,
Where such a person receives a copy of a notice of a general meeting, that person may attend (but not vote) at the general meeting.,
Section 536 (authorisation of agreement by members of the company),In subsection (2), treat the references to a resolution as references to a resolution of the persons holding shares issued by the protected cell company on behalf of the core.,

and company,a'r cwmni / a chwmni / a'I gwmni,
company,cwmni,
company limited,cwmni cyfyngedig,
insurance,yswiriant,
insured,wedi'i yswirio,
insurer,yswiriwr,
limited,cyfyngedig,
PCC,CUG,
PCC Limited,CUG Cyfyngedig,
PCC Ltd,CUG Cyf,
protected cell company,cwmni unedau gwarchodedig,
public limited company,cwmni cyfyngedig cyhoeddus,
reinsurance,ailyswiriant,
reinsured,wedi'i ailyswirio,
reinsurer,ailyswiriwr,
unlimited,anghyfyngedig,

Section 76,Article 63,Liability of past directors and shareholders,These provisions apply where a protected cell company has made a payment (“ the relevant payment ” for the purposes of these provisions) to redeem or acquire shares issued on behalf of the cell in breach of the requirements of regulation 106.,
The reference to the directors who signed the statement made in accordance with section 714(1) to (3) of the Companies Act 2006 for the purposes of the redemption or purchase is to be treated as a reference to the directors who authorised the redemption or purchase.,
Section 103,Article 89,Cesser of directors' powers,Ignore these provisions.,
Section 124,Article 104,Application for winding up,An administrator of the cell, or an administrator or liquidator of the core, may also present a petition for the winding up of a cell.,
Section 216,Article 180,Restriction on re-use of names,Ignore these provisions.,
Section 221,Article 185,Winding up of unregistered companies,Where an administrator or liquidator of the core of the protected cell company applies for the winding up of a cell, the cell may be wound up if the court is satisfied that the application is made in the discharge of the duty imposed on the administrator or liquidator by paragraph 2(2)(c) of Schedule 3 to these Regulations in relation to the cell.,
Section 222,Article 186,Inability to pay debts: unpaid creditor for £750 or more,The written demand must be served on the cell by leaving it at the protected cell company's registered office or in such manner as the court may approve or direct.,
Section 223,Article 187,Inability to pay debts: debt remaining unsatisfied after action brought,Ignore these provisions.,
Paragraph 61 of Schedule B1,Paragraph 62 of Schedule B1,Administrator's general powers (removal and appointment of directors),Ignore these paragraphs.,
Paragraph 69 of Schedule B1,Paragraph 70 of Schedule B1,Administrator as agent,An administrator of a cell acts as agent for the protected cell company (on behalf of the cell).,
Paragraph 83 of Schedule B1,Paragraph 84 of Schedule B1,Moving from administration to liquidation,Ignore these paragraphs.,

Section 76,Article 63,Liability of past directors and shareholders,These provisions apply where a protected cell company has made a payment (“ the relevant payment ” for the purposes of these provisions) to redeem or acquire shares issued on behalf of the core in breach of the requirements of regulation 107.,
The reference to the directors who signed the statement made in accordance with section 714(1) to (3) of the Companies Act 2006 for the purposes of the redemption or purchase is to be treated as a reference to the directors who authorised the redemption or purchase.,
Section 103,Article 89,Cesser of directors' powers,Ignore these provisions.,
Section 124,Article 104,Application for winding up,An administrator of the core may also present a petition for the winding up of the core.,
Section 216,Article 180,Restriction on re-use of names,Treat references to the name of the liquidating company as references to the name of the protected cell company.,
Section 222,Article 186,Inability to pay debts: unpaid creditor for £750 or more,The written demand must be served on the core by leaving it at the protected cell company's registered office or in such manner as the court may approve or direct.,
Section 223,Article 187,Inability to pay debts: debt remaining unsatisfied after action brought,Ignore these provisions.,
Paragraph 45 of Schedule B1,Paragraph 46 of Schedule B1,Publicity,These paragraphs apply to all business documents issued by or on behalf of the protected cell company and all of the protected cell company's websites.,
Paragraph 61 of Schedule B1,Paragraph 62 of Schedule B1,Administrator's general powers (removal and appointment of directors),Ignore these paragraphs.,
Paragraph 69 of Schedule B1,Paragraph 70 of Schedule B1,Administrator as agent,An administrator of the core acts as agent for the protected cell company (on behalf of the core).,
Paragraph 74 of Schedule B1,Paragraph 75 of Schedule B1,Challenge to administrator's conduct,These paragraphs apply to a person who is a creditor or shareholder in respect of the core of the protected cell company or any cell of the protected cell company to which the administrator's powers extend.,
Paragraph 75 of Schedule B1,Paragraph 76 of Schedule B1,Misfeasance,In sub-paragraphs (2) to (5), references to the company are to be treated as including, where appropriate, references to a cell of the protected cell company.,
Paragraph 83 of Schedule B1,Paragraph 84 of Schedule B1,Moving from administration to liquidation,Ignore these paragraphs.,
Paragraph 84 of Schedule B1,Paragraph 85 of Schedule B1,Moving from administration to dissolution,The notice given under sub-paragraph (1) must also state that the protected cell company has no cells.,