(3) Omit subsections (2) and (3).

(4) In the heading, omit “and “major audit””.

12 (1) Schedule 8 to the Companies Act 2006 (index of defined expressions) is
amended as follows.

(2) 5Omit the entry for “major audit”.

(3) At the appropriate places insert—

Part 2 Miscellaneous

13 Chapter 4 of Part 16 of the Companies Act 2006 is further amended as
20follows.

Failure to re-appoint auditor: special procedure requirements

14 (1) Section 514 (failure to re-appoint auditor: special procedure required for
written resolution) is amended as follows.

(2) For subsections (1) and (2) substitute—

“(1) 25This section applies where a resolution is proposed as a written
resolution of a private company whose effect would be to appoint a
person as auditor in place of a person (the “outgoing auditor”) who,
at the time the resolution is proposed, is an auditor of the company
and who is to cease to hold office at the end of a period for
30appointing auditors.

But this section does not apply if the auditor is to cease to hold office
by virtue of section 510 or 516.

(2) This section also applies where a resolution is proposed as a written
resolution of a private company whose effect would be to appoint a
35person as auditor where, at the time the resolution is proposed, the
company does not have an auditor and the person proposed to be

appointed is not a person (the “outgoing auditor”) who was an
auditor of the company when the company last had an auditor.

But this is subject to subsection (2A).

(2A) This section does not apply (by virtue of subsection (2)) if—

(a) 5a period for appointing auditors has ended since the
outgoing auditor ceased to hold office,

(b) the outgoing auditor ceased to hold office by virtue of section
510 or 516, or

(c) the outgoing auditor has previously had the opportunity to
10make representations with respect to a proposed resolution
under subsection (4) of this section or an intended resolution
under section 515(4).”

(3) In subsection (3), for “The” substitute “Where this section applies, the”.

15 (1) Section 515 (failure to re-appoint auditor: special notice required for
15resolution at general meeting) is amended as follows.

(2) For subsections (1) and (2) substitute—

“(1) Special notice is required for a resolution at a general meeting of a
private company whose effect would be to appoint a person as
auditor in place of a person (the “outgoing auditor”) who, at the time
20the notice is given, is an auditor of the company and who is to cease
to hold office at the end of a period for appointing auditors.

But special notice is not required under this subsection if the auditor
is to cease to hold office by virtue of section 510 or 516.

(1A) Special notice is required for a resolution at a general meeting of a
25public company whose effect would be to appoint a person as
auditor in place of a person (the “outgoing auditor”) who, at the time
the notice is given, is an auditor of the company and who is to cease
to hold office at the end of an accounts meeting.

But special notice is not required under this subsection if the auditor
30is to cease to hold office by virtue of section 510 or 516.

(2) Special notice is required for a resolution at a general meeting of a
company whose effect would be to appoint a person as auditor
where, at the time the notice is given, the company does not have an
auditor and the person proposed to be appointed is not a person (the
35“outgoing auditor”) who was an auditor of the company when the
company last had an auditor.

But this is subject to subsection (2A).

(2A) Special notice is not required under subsection (2) if—

(a) a period for appointing auditors has ended or (as the case
40may be) an accounts meeting of the company has been held
since the outgoing auditor ceased to hold office,

(b) the outgoing auditor ceased to hold office by virtue of section
510 or 516, or

(c) the outgoing auditor has previously had the opportunity to
45make representations with respect to an intended resolution
under subsection (4) of this section or a proposed resolution
under section 514(4).”

(3) In subsection (3)—

(a) omit “such”;

(b) after “resolution” insert “mentioned in subsection (1), (1A) or (2)”.

Replacement of references to documents being deposited at the company’s registered office

16 (1) 5Section 516 (resignation of auditor) is amended as follows.

(2) In subsection (1), for the words from “depositing” to the end of the
subsection substitute “sending a notice to that effect to the company”.

(3) In subsection (3), for “deposited” substitute “received”.

17 (1) Section 518 (rights of resigning auditor) is amended as follows.

(2) 10In subsection (2)—

(a) for “deposit” substitute “send”;

(b) for “a signed” substitute “an authenticated”.

(3) In subsection (5), for “of the deposit of” substitute “on which the company
receives”.

18 (1) 15Section 519 (statement by auditor to be deposited with company) is
amended as follows.

(2) In subsection (4), for “deposited” substitute “sent”.

(3) In the heading, for “deposited with” substitute “sent to”.

19 In section 520(2) (company’s duties in relation to statement), for “deposit”
20substitute “receipt”.

20 In section 521(1) (copy of statement to be sent to registrar), for “deposited”
substitute “sent”.

Section 17

SCHEDULE 6 Insolvency and company law

25Part 1 Deeds of arrangement

Repeal of Deeds of Arrangement Act 1914

1 (1) The Deeds of Arrangement Act 1914 is repealed.

(2) In the Administration of Justice Act 1925, omit section 22 (which concerns
30registration of deeds of arrangement and is to be construed as one with the
Act of 1914).

2 (1) The following amendments are made in consequence of paragraph 1.

(2) In the Public Trustee Act 1906, in section 2(4), omit “, nor any trust under a
deed of arrangement for the benefit of creditors”.

(3) 35In the Trustee Act 1925, omit section 41(2).

(4) In the Law of Property Act 1925, in section 43(1), omit “, deed of
arrangement”.

(5) In the Law of Property (Amendment) Act 1926, in section 3(1)—

(a) omit “and property subject to a deed of arrangement”;

(b) 5omit “and the trustee under the deed respectively”.

(6) In the Administration of Justice Act 1965, in Schedule 1, omit the entry for
the Deeds of Arrangement Act 1914.

(7) In the Land Charges Act 1972—

(a) omit section 1(1)(d) and (6A)(e);

(b) 10omit section 7;

(c) in section 17(1), omit the definition of “deed of arrangement”.

(8) In the Magistrates’ Courts Act 1980, in Schedule 1, omit paragraph 16.

(9) In the Administration of Justice Act 1985—

(a) in section 16(1)(g), omit “or a deed of arrangement for the benefit of
15his creditors”;

(b) in section 17(2)(c), omit “or a deed of arrangement for the benefit of
his creditors”.

(10) In the Insolvency Act 1985, in Schedule 8, omit paragraph 2.

(11) In the Insolvency Act 1986—

(a) 20omit section 260(3);

(b) in section 263(5), omit the words from “This is without prejudice” to
the end of the subsection;

(c) omit section 263D(6);

(d) in section 372(1)—

(i) 25omit paragraph (c) and the “or” before it;

(ii) for “, the supervisor of the voluntary arrangement or the
trustee under the deed of arrangement” substitute “or the
supervisor of the voluntary arrangement”;

(e) in section 379, omit “, and about proceedings in the course of that
30year under the Deeds of Arrangement Act 1914”;

(f) in section 388(2)(b), omit “a deed of arrangement made for the
benefit of his creditors or”;

(g) in Schedule 9, in paragraph 24(a), omit “and of jurisdiction under the
Deeds of Arrangement Act 1914”;

(h) 35in Schedule 14, omit the entries for the Deeds of Arrangement Act
1914.

(12) In the Taxation of Chargeable Gains Act 1992, in section 66(5), in the
definition of “deed of arrangement”, for the words from “the Deeds of
Arrangement Act 1914” to the end of the definition insert “an enactment
40forming part of the law of Scotland or Northern Ireland which corresponds
to the Deeds of Arrangement Act 1914 applies”.

(13) In the Value Added Tax Act 1994, in section 81(4B)(e), omit “the Deeds of
Arrangement Act 1914 or”.

(14) In the Finance Act 2000—

(a) in Part 6 of Schedule 6, omit paragraph 75(2)(e)(i) and the “or”
following it;

(b) in Part 10 of Schedule 6, omit paragraph 120(7)(f)(i) and the “or”
following it.

(15) 5In the Finance Act 2001—

(a) omit section 37(7)(f)(i) and the “or” following it;

(b) in Schedule 8, omit paragraph 11(2)(e)(i) and the “or” following it.

(16) In the Land Registration Act 2002, in section 87—

(a) in subsection (1)(b), at the end insert “and”;

(b) 10omit subsection (1)(d) and the “and” before it;

(c) omit subsection (2)(b) and the “or” before it;

(d) omit subsection (5).

(17) In the Licensing Act 2003, in section 27(3)(c), omit “a deed of arrangement
made for the benefit of his creditors or”.

(18) 15In the Pensions Act 2004, omit section 121(2)(c).

(19) In the Constitutional Reform Act 2005—

(a) in Schedule 4, omit paragraph 19;

(b) in Part 2 of Schedule 11, in paragraph 4(3), omit the entry for the
Deeds of Arrangement Act 1914.

(20) 20In the Tribunals, Courts and Enforcement Act 2007, in Schedule 13, omit
paragraph 21.

(21) In the Finance Act 2008, in section 131(8), in the definition of “deed of
arrangement”, omit “the Deeds of Arrangement Act 1914 (c. 47)Deeds of Arrangement Act 1914 (c. 47) or”.

(22) In the Third Parties (Rights against Insurers) Act 2010, omit section 4(1)(a).

3 25The repeals and other amendments made by paragraphs 1 and 2 are to have
no effect in relation to a deed of arrangement registered under section 5 of
the Deeds of Arrangement Act 1914 before the date on which paragraph 1 of
this Schedule comes into force if, immediately before that date, the estate of
the debtor who executed the deed of arrangement has not been finally
30wound up.

Part 2 Administration of companies

4 Schedule B1 to the Insolvency Act 1986 (administration of companies) is
amended in accordance with paragraphs 5 to 7.

35Appointment of administrators

5 After paragraph 25 (circumstances in which an administrator of a company
may not be appointed under paragraph 22) and before the italic cross-
heading following paragraph 25 insert—

“25A (1) Paragraph 25(a) does not prevent the appointment of an
40administrator of a company if the petition for the winding up of
the company was presented after the person proposing to make

the appointment filed the notice of intention to appoint with the
court under paragraph 27.

(2) But sub-paragraph (1) does not apply if the petition was presented
under a provision mentioned in paragraph 42(4).”

6 5In paragraph 26 (notice by company, or directors of company, of intention to
appoint administrator), in sub-paragraph (2) (requirement to give additional
notice), for “proposes to make an appointment under paragraph 22”
substitute “gives notice of intention to appoint under sub-paragraph (1)”.

Release of administrator where no distribution to unsecured creditors other than by virtue of
10section 176A(2)(a)

7 (1) Paragraph 98 (vacation of office of administrator: discharge from liability) is
amended as follows.

(2) In sub-paragraph (2)(b) (when discharge takes effect in case of administrator
appointed under paragraph 14 or 22), after “22” insert “who has not made a
15statement under paragraph 52(1)(b)”.

(3) In sub-paragraph (2), after paragraph (b) (but before the “or” following it)
insert—

“(ba) in the case of an administrator appointed under paragraph
14 or 22 who has made a statement under paragraph
2052(1)(b), at a time decided by the relevant creditors,”.

(4) In sub-paragraph (3)—

(a) for the words before paragraph (a) substitute “For the purposes of
sub-paragraph (2)(ba), the “relevant creditors” of a company are—”;

(b) in paragraph (b), for “give or withhold approval” substitute “decide
25on the time of discharge”.

Part 3 Winding up of companies

8 Part 4 of the Insolvency Act 1986 (winding up of companies registered under
the Companies Acts) is amended in accordance with paragraphs 9 and 10.

30Removal of power of court to order payment into Bank of England of money due to company

9 Omit section 151 (payment into bank of money due to company).

Release of liquidator where winding-up order rescinded

10 In section 174 (release of liquidator of company being wound up by the
court), after subsection (4) insert—

“(4A) 35Where a winding-up order made by the court in England and Wales
is rescinded, the person (whether the official receiver or another
person) who is the liquidator of the company at the time the order is
rescinded has his release with effect from such time as the court may
determine.”

Part 4 Disqualification of unfit directors of insolvent companies

Application for making of disqualification order: power to require information

11 (1) In section 7 of the Company Directors Disqualification Act 1986
5(disqualification order or undertaking; and reporting provisions),
subsection (4) (power of Secretary of State or official receiver to require
information) is amended as follows.

(2) In the words before paragraph (a), for the words from “the liquidator” to “or
administrative receiver of a company” (in the second place they occur)
10substitute “any person”.

(3) In paragraph (a), for the words from “any person’s conduct” to the end of
the paragraph substitute “that person’s or another person’s conduct as a
director of a company which has at any time become insolvent (whether
while the person was a director or subsequently), and”.

(4) 15In paragraph (b), for the words from “relevant to” to the end of the
paragraph substitute “as are considered by the Secretary of State or (as the
case may be) the official receiver to be relevant to that person’s or another
person’s conduct as such a director”.

Part 5 20Bankruptcy

12 Part 9 of the Insolvency Act 1986 (bankruptcy) is amended in accordance
with paragraphs 13 to 16.

Appointment of insolvency practitioner as interim receiver

13 (1) In section 286(1) (power of court to appoint interim receiver if necessary for
25protection of debtor’s property), after “official receiver” insert “or an
insolvency practitioner”.

(2) If sub-paragraph (1) comes into force before the coming into force of the
repeal of subsection (2) of section 286 by paragraph 17(2) of Schedule 19 to
the Enterprise and Regulatory Reform Act 2013, that subsection is to have
30effect (until the repeal comes into force) as if for “, instead of the official
receiver,” there were substituted “, another insolvency practitioner or the
official receiver”.

14 (1) Section 370 (power to appoint special manager) is amended as follows.

(2) In subsection (1)(c) (power of court to appoint person to be special manager
35of property or business of debtor in whose case an interim receiver has been
appointed under section 286), for “the official receiver has been appointed
interim receiver” substitute “an interim receiver has been appointed”.

(3) In subsection (2) (who may apply for the appointment of a special manager),
for “official receiver” (in both places where it occurs) substitute “interim
40receiver”.

Statement of affairs

15 (1) Section 288 (statement of affairs) is amended as follows.

(2) In subsection (1) (duty of bankrupt to submit statement of affairs), for the
words from “the bankrupt shall submit” to the end of the subsection
5substitute “the official receiver may at any time before the discharge of the
bankrupt require the bankrupt to submit to the official receiver a statement
of affairs.”

(3) After subsection (2) insert—

“(2A) Where a bankrupt is required under subsection (1) to submit a
10statement of affairs to the official receiver, the bankrupt shall do so
(subject to subsection (3)) before the end of the period of 21 days
beginning with the day after that on which the prescribed notice of
the requirement is given to the bankrupt by the official receiver.”

(4) In subsection (3)(a) (power of official receiver to release bankrupt from duty
15under subsection (1)), for “the bankrupt from his duty” substitute “a
bankrupt from an obligation imposed on the bankrupt”.

(5) For subsection (3)(b) (power of official receiver to extend period for
submitting statement of affairs) substitute—

“(b) either when giving the notice mentioned in subsection (2A)
20or subsequently, extend the period mentioned in that
subsection,”.

(6) In subsection (4)(a) (offence of failing to comply with obligation to submit
statement of affairs), for “the obligation imposed by” substitute “an
obligation imposed under”.

25After-acquired property of bankrupt

16 (1) Section 307 (power of trustee in bankruptcy to claim, for the bankrupt’s
estate, property which has been acquired by, or has devolved upon, the
bankrupt after commencement of the bankruptcy) is amended as follows.

(2) In subsection (3) (property to vest in trustee on service of notice on
30bankrupt), for “Subject to the next subsection” substitute “Subject to
subsections (4) and (4A)”.

(3) In subsection (4) (trustee not entitled to remedy against certain persons and
certain bankers)—

(a) in the words before paragraph (a), after “service” insert “on the
35bankrupt”;

(b) omit paragraph (b) (which makes provision about bankers) and the
“or” at the end of paragraph (a);

(c) in the words after paragraph (b)—

(i) omit “or transaction”;

(ii) 40omit “or banker” (in both places where they occur).

(4) After subsection (4) insert—

“(4A) Where a banker enters into a transaction before service on the banker
of a notice under this section (and whether before or after service on
the bankrupt of a notice under this section) the trustee is not in

respect of that transaction entitled by virtue of this section to any
remedy against the banker.

This subsection applies whether or not the banker has notice of the
bankruptcy.”

5Part 6 Authorisation of insolvency practitioners

17 Part 13 of the Insolvency Act 1986 (insolvency practitioners and their
qualification) is amended in accordance with paragraphs 18 to 20.

Repeal of provision for authorisation of nominees and supervisors in relation to voluntary
10arrangements

18 Omit section 389(1A) (acting without qualification not an offence if
authorised under section 389A).

19 Omit section 389A (authorisation of nominees and supervisors).

Repeal of provision for authorisation of insolvency practitioners to be granted by competent
15authority

20 Omit sections 392 to 398 and Schedule 7 (procedure for authorisation by
competent authority, including provision for reference to Insolvency
Practitioners Tribunal).

21 (1) The following repeals are made in consequence of paragraph 20.

(2) 20In the Parliamentary Commissioner Act 1967, in Schedule 4, omit the entry
for the Insolvency Practitioners Tribunal.

(3) In the Northern Ireland Assembly Disqualification Act 1975, in Part 3 of
Schedule 1, omit the entry for any member of the Insolvency Practitioners
Tribunal in receipt of remuneration.

(4) 25In the Companies Act 1985, in Schedule 15D, omit paragraph 37.

(5) In the Insolvency Act 1986—

(a) omit section 415A(2);

(b) in Schedule 10, omit the entry for paragraph 4(3) of Schedule 7.

(6) In the Insolvency (Northern Ireland) Order 1989 (S.I. 1989/2405 (N.I. 19)S.I. 1989/2405 (N.I. 19)),
30omit Article 349(2)(c) and the “or” before it.

(7) In the Courts and Legal Services Act 1990, in Schedule 10, omit paragraph
67.

(8) In the Tribunals and Inquiries Act 1992—

(a) in Part 1 of Schedule 1, omit the entry for insolvency practitioners;

(b) 35in Schedule 3, omit paragraph 19.

(9) In the Railways Act 1993, omit section 145(2)(b)(ix) (but not the “or”
following it).

(10) In the Greater London Authority Act 1999, omit section 235(2)(c)(ix) (but not
the “or” following it).

(11) In the Utilities Act 2000, omit section 105(5)(j).

(12) In the Transport Act 2000, in Schedule 9, omit paragraph 3(2)(l).

(13) In the Enterprise Act 2002, omit section 270(3).

(14) In the Constitutional Reform Act 2005, in Part 3 of Schedule 14, omit the
5entry for a member of the Insolvency Practitioners Tribunal panel.

(15) In the Companies Act 2006—

(a) in Schedule 2, in Part 2, in Section (A) (United Kingdom), omit
paragraph 18;

(b) in Schedule 11A, omit paragraph 64.

(16) 10In the Tribunals, Courts and Enforcement Act 2007—

(a) in Part 4 of Schedule 6, omit the entry for the Insolvency Practitioners
Tribunal;

(b) in Schedule 10, omit paragraph 19.

(17) In the Civil Aviation Act 2012, in Schedule 6, in paragraph 4(2), omit the
15entry for the Insolvency Practitioners Tribunal.

22 (1) For the purposes of this paragraph—

• the “commencement date” is the date on which paragraph 20 of this
  Schedule comes into force;

• the “transitional period” is the period of 1 year beginning with the
  20commencement date.

(2) Where, immediately before the commencement date, a person holds an
authorisation granted under section 393 of the Insolvency Act 1986, section
393(3A) to (6) of that Act together with, for the purposes of this sub-
paragraph, paragraphs (a) and (b) of section 393(2) of that Act (which are
25repealed by paragraph 20) continue to have effect in relation to the person
and the authorisation during the transitional period.

(3) During the transitional period, a person to whom sub-paragraph (2) applies
is to be treated for the purposes of Part 13 of the Insolvency Act 1986 as fully
authorised under section 390A of that Act (as inserted by section 15(3) of this
30Act) to act as an insolvency practitioner unless and until the person’s
authorisation is (by virtue of sub-paragraph (2)) withdrawn.

(4) Where, immediately before the commencement date, a person has applied
under section 392 of the Insolvency Act 1986 for authorisation to act as an
insolvency practitioner and the application has not been granted, refused or
35withdrawn, sections 392(4) to (7) and 393(1) and (2) of that Act (which are
repealed by paragraph 20) continue to have effect in relation to the person
and the application during the transitional period.

(5) Where, during the transitional period, an authorisation is (by virtue of sub-
paragraph (4)) granted under section 393 of the Insolvency Act 1986, sub-
40paragraphs (2) and (3) above apply as if—

(a) the authorisation had been granted immediately before the
commencement date;

(b) in sub-paragraph (2), the reference to section 393(3A) to (6) were a
reference to section 393(4) to (6).