Barclays Bank Plc & Ors, Re

Barclays Bank Plc & Ors, Re

The Scheme is sanctioned for BBPLC as it satisfies statutory requirements, is fair, and necessary to address Brexit-related risks. The transfer of BCSL's business is permitted under section 112(1)(d) FSMA only where there is sufficient commercial linkage to BBPLC's transferring business; not all BCSL business may be transferred under the Scheme.

Parties
Applicant: Barclays Bank PLC; Applicant: Barclays Bank Ireland Public Limited Company; Transferring Entity: Barclays Capital Securities Limited; Ultimate Parent: Barclays PLC
Jurisdiction
England and Wales
Judgment Date
29 January 2019
Procedural Posture
Banking Business Transfer Scheme / Sanction Hearing
Outcome
Scheme sanctioned for BBPLC; partial sanction for BCSL subject to amendments and commercial linkage.
Legal Topics
Part VII Transfer Scheme, Deposit Taking Business, Brexit, Passporting Rights, Contract Duplication, Regulatory Compliance
Banking Law Financial Services Regulation Company Law Part VII Transfer Scheme Deposit Taking Business Brexit Passporting Rights Contract Duplication +1 more

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Parties

Barclays Bank PLC

Applicant

Barclays Bank Ireland Public Limited Company

Applicant

Barclays Capital Securities Limited

Transferring Entity

Barclays PLC

Ultimate Parent

Procedural Posture

Banking Business Transfer Scheme / Sanction Hearing

Legal Issues

  1. 1 Whether the Scheme satisfies statutory requirements under Part VII FSMA
  2. 2 Whether the Court should exercise discretion to sanction the Scheme
  3. 3 Jurisdiction to transfer business of BCSL under section 112(1)(d) FSMA

Ratio Decidendi

The Scheme is sanctioned for BBPLC as it satisfies statutory requirements, is fair, and necessary to address Brexit-related risks. The transfer of BCSL's business is permitted under section 112(1)(d) FSMA only where there is sufficient commercial linkage to BBPLC's transferring business; not all BCSL business may be transferred under the Scheme.

Court Disposition

Scheme sanctioned for BBPLC; partial sanction for BCSL subject to amendments and commercial linkage.

Orders

  • Transfer of business from BBPLC to BBI under Part VII FSMA sanctioned.
  • Transfer of BCSL business to BBI permitted under section 112(1)(d) FSMA only where commercially linked to BBPLC's transferring business.