Santander UK Plc v Abbey National Treasury Services Plc

Santander UK Plc v Abbey National Treasury Services Plc

The Court sanctioned the Santander Scheme because all statutory pre-conditions were met, the adverse effects identified were not greater than reasonably necessary to achieve the statutory purpose, the scheme design was reasonable and appropriate in the circumstances (including Brexit risks), and the views of the Skilled Person and Regulators supported sanction. No objections or representations justified refusal.

Parties
Applicant/transferor: Santander UK PLC; Applicant/transferor: Abbey National Treasury Services PLC (ANTS); Regulator: Prudential Regulation Authority; Regulator: Financial Conduct Authority; Independent Expert: Skilled Person (Mr John Cole, Ernst & Young LLP)
Jurisdiction
England and Wales
Judgment Date
25 January 2019
Procedural Posture
Ring Fencing Transfer Scheme Sanction Application / Judgment on Sanction of Scheme
Outcome
Scheme sanctioned
Legal Topics
Ring Fencing Transfer Schemes, Financial Services and Markets Act 2000 (fsma), Banking Reform, Transfer of Business, Regulatory Approval
Banking Law Financial Regulation Ring Fencing Transfer Schemes Financial Services and Markets Act 2000 (fsma) Banking Reform Transfer of Business Regulatory Approval

Case Brief

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Parties

Santander UK PLC

Applicant/transferor

Abbey National Treasury Services PLC (ANTS)

Applicant/transferor

Prudential Regulation Authority

Regulator

Financial Conduct Authority

Regulator

Skilled Person (Mr John Cole, Ernst & Young LLP)

Independent Expert

Procedural Posture

Ring Fencing Transfer Scheme Sanction Application / Judgment on Sanction of Scheme

Legal Issues

  1. 1 Whether the Santander Scheme satisfies the statutory requirements for a ring-fencing transfer scheme under FSMA
  2. 2 Whether all jurisdictional pre-conditions for sanction are met
  3. 3 Whether any person is likely to be adversely affected by the scheme and, if so, whether the adverse effect is greater than reasonably necessary to achieve the statutory purpose

Ratio Decidendi

The Court sanctioned the Santander Scheme because all statutory pre-conditions were met, the adverse effects identified were not greater than reasonably necessary to achieve the statutory purpose, the scheme design was reasonable and appropriate in the circumstances (including Brexit risks), and the views of the Skilled Person and Regulators supported sanction. No objections or representations justified refusal.

Court Disposition

Scheme sanctioned

Orders

  • The Santander Scheme is sanctioned under FSMA Part VII and will take effect as provided.
  • All necessary ancillary orders under FSMA s.112 and s.112A are made, including unwinding of cross-guarantees.