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GLOSSARY

Bulk transfer definition

Published by a LexisNexis Pensions expert

What does Bulk transfer mean?

The transfer of the value of the rights of a group of members from one occupational pension scheme to another.

Sometimes the transfer payment is enhanced when compared to an individual’s cash equivalent. Bulk transfers are often negotiated as part of corporate transactions.

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Post-completion matters (share purchase)—checklist

Post-completion matters (share purchase)—checklist This checklist briefly summaries the key tasks and responsibilities that are likely to fall to the buyer's lawyers (and in some cases the seller's lawyers) following completion of a private M&A acquisition involving a target company incorporated in England & Wales. The terms of the SPA should always be carefully checked following completion so that the parties' lawyers can appropriately diarise what has been agreed, particularly with regards to timing, by way of specific post-completion obligations of the parties. Therefore, while this checklist summarises tasks that are typically required, each transaction is different and this list cannot therefore be exhaustive. Issue Guidance Registration of share transfers Buyer's lawyers: —submit to the Stamp Office stock transfer form(s) (or declaration of trust—see note below) in relation to the target company shares, for adjudication and payment of any stamp duty/transfer taxes (within 30 days after their execution)—update the register of members of the target company (and subsidiaries)—where relevant, update the people with significant control (PSC) register (CA 2006,...

Bulk transfers between occupational pension schemes—checklist

Bulk transfers between occupational pension schemes—checklist This Checklist summarises the key steps to follow when carrying out a bulk transfer of a group of members from one occupational pension scheme to another. Details of the laws and regulations relating to the making of such transfers are set out in Practice Note: Bulk transfers between occupational pension schemes—an introduction. Planning of bulk transfer • Trustees of the transferring and receiving schemes should satisfy themselves that the making of the bulk transfer in the form contemplated is, in their respective opinions, in the interest of their respective beneficiaries. • Consider whether bulk transfer would have adverse tax consequences for transferring members (eg potential loss of tax protections). • Reach ‘in principle’ agreement between trustees and employers of both transferring and receiving schemes on pursuing bulk transfer exercise. • Review governing provisions of both transferring and receiving schemes to confirm transfer of assets, liabilities and members can be made. Amend provisions if necessary and possible. • Check whether schemes’ benefit structures are compatible....

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Event-specific disclosure requirements for occupational and personal pension schemes

STOP PRESS: On 28 March 2024, the Pensions Regulator (TPR)’s new General Code of Practice came into force, through the Pensions Act 2004 (General Code of Practice) (Appointed Day, Amendment and Revocations) Order 2024, SI 2024/431. The General Code merges and updates ten of TPR’s existing codes of practice into a single code made of ‘51 shorter, topic-based modules’. TPR say this new format will make it easier for governing bodies to find TPR’s expectations and certify whether they meet them. The ten codes of practice affected are those relating to reporting breaches of the law, early leavers, late payment of contributions, trustee knowledge and understanding, MNTs/MNDs, internal controls, dispute resolution—reasonable periods, DC governance and public sector governance.Among other things, the General Code of Practice includes a module on trustee remuneration and sets out TPR's expectations on administration and maintaining an effective system of governance (ESOG), as required by the Occupational Pension Schemes (Governance) (Amendment) Regulations 2018, SI 2018/1103 (which implement IORP II). Scheme governing bodies will be expected to...

Transfers of Section 9(2B) rights and GMPs from 6 April 2016

Transfers of Section 9(2B) rights and GMPs from 6 April 2016 Contracting-out on a salary-related basis (also known as defined benefit (DB) contracting-out) was abolished on 6 April 2016. Members of schemes that were contracted-out salary-related (COSR) schemes pre-abolition may have accrued one of two types of contracted-out rights: • guaranteed minimum pensions (GMPs), which are contracted-out rights accrued before 6 April 1997, or • Section 9(2B) rights (also known as post-1997 contracted-out salary-related rights or post-1997 COSR rights), which are contracted-out rights accrued between 6 April 1997 and 5 April 2016 These contracted-out rights are jointly referred to in this Practice Note as 'contracted-out salary-related rights' or 'COSR rights' for short. The legal regime governing transfers of COSR rights is set out in the Contracting-out (Transfer and Transfer Payment) Regulations 1996, SI 1996/1462 (the Contracting-out Transfer Regulations). HMRC has also published guidance concerning the transfer of COSR rights. This Practice Note covers transfers made following the abolition of DB contracting-out, ie on and from 6 April...

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Pensions warranties—defined contribution scheme—share purchase agreement

Pensions warranties—defined contribution scheme—share purchase agreement Replace Schedule 4, paragraph 19 of Precedent: Share purchase agreement—pro-buyer—corporate seller—conditional—long form with the following: 1 Pensions 1.1 Except as provided for by the Pension Scheme, the Company is not and has never participated in an arrangement or agreement to provide pensions, annuities, lump sums, gratuities or similar benefits on retirement, long-term ill-health or death, or pursuant to a pension sharing order, in relation to the service or historic service of a present or former employee of the Company or any other person, or for the benefit of that individual’s dependents. 1.2 All benefits under the Pension Scheme are provided on a money purchase basis. No assurance, guarantee or promise has been made to any employee of the Company as to the amount of benefits to be provided under the Pension Scheme. 1.3 Copies of the following documents have been Fairly Disclosed to the Buyer: 1.3.1 the governing documentation of the Pension Scheme including the trust deed and rules and all ancillary and...

Pensions warranties—group personal pension scheme—share purchase agreement

Pensions warranties—group personal pension scheme—share purchase agreement Replace Schedule 4, paragraph 19 of Precedent: Share purchase agreement—pro-buyer—corporate seller—conditional—long form with the following: 1 Pensions 1.1 Except as provided for by the Pension Scheme, the Company is not and has never participated in an arrangement or agreement to provide pensions, annuities, lump sums, gratuities or similar benefits on retirement, long-term ill-health or death, or pursuant to a pension sharing order, in relation to the service or historic service of a present or former employee of the Company or any other person, or for the benefit of that individual’s dependents. 1.2 The Pension Scheme is a group personal pension scheme arranged by the Company for the benefit of its employees. 1.3 All benefits under the Pension Scheme are provided on a money purchase basis. No assurance, guarantee or promise has been made to any current or former employee of the Company or any other person as to the amount of benefits to be provided under the Pension Scheme. 1.4 Copies of...

Dive into our 9 Precedents related to Bulk transfer

In the context of reg 11 of the Registered Pension Scheme (Authorised Payments) Regulations 2009, SI 2009/1171, does the term ‘related scheme’ include a former scheme operated by the same employer which has had a bulk transfer to the scheme wanting to make a small lump sum payment or can the term be interpreted to mean only schemes that are running concurrently?

In the context of reg 11 of the Registered Pension Scheme (Authorised Payments) Regulations 2009, SI 2009/1171, does the term ‘related scheme’ include a former scheme operated by the same employer which has had a bulk transfer to the scheme wanting to make a small lump sum payment or can the term be interpreted to mean only schemes that are running concurrently? In answering this Q&A, we have assumed you are referring to regulation 11 of the Registered Pension Scheme (Authorised Payments) Regulations 2009, SI 2009/1171 (SI 2009/1171, reg 11), which—unlike its de minimis counterpart in SI 2009/1171, reg 12 (which applies to large occupational pension schemes)—does not expressly caveat bulk transfers from a ‘related scheme’ to the receiving scheme from the conditions that need to be satisfied for a small lump sum payment. The absence of such a caveat could prevent the payment of a small pot lump sum from the receiving scheme under SI 2009/1171, reg 11, since SI 2009/1171, reg 11(1)(f) prohibits recognised transfers...

Where an employee is transferring from one employer to another by virtue of TUPE, where the transferor is the parent company and the transferee is the subsidiary what are the options for the group companies in respect of the transferring employee's occupational pension? Would the answer change where the transferor has a smaller shareholding?

Where an employee is transferring from one employer to another by virtue of TUPE, where the transferor is the parent company and the transferee is the subsidiary what are the options for the group companies in respect of the transferring employee's occupational pension? Would the answer change where the transferor has a smaller shareholding? We have assumed that the transferor's scheme is an occupational pension scheme—the answer would be different if the transferor had a contractual obligation to contribute to a transferring employee's personal pension scheme. The answer will depend on the circumstances. Where the transferor employer and the transferee are in the same group of companies, it is possible they both participate in the same occupational pension scheme. In that case, the employees may be able to continue their membership of the scheme on the same terms and the transfer will have little impact. It may be less likely that a joint venture company would participate in the transferor's scheme though certainly not impossible. If the...

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New Pension Schemes Bill published: What pension lawyers need to know

A major legislative overhaul of workplace pensions is on the way with the publication of the long-awaited Pension Schemes Bill, a Bill which broadly aims to support working people plan for their retirement by making pensions simpler to understand, easier to manage, and drive better value over the long term. The Bill had its first reading in the House of Commons on 5 June 2025, with the second reading giving the opportunity for Parliament to debate the provisions of the Bill. The Bill is expected to receive Royal Assent in 2026 and several consultations are expected to be undertaken in relation to its provisions both before and after Royal Assent. Clive Weber of Wedlake Bell, Richard Evans of Herbert Smith Kramer LLP, Rosalind Connor of Temple Bright, Michael Jones and Sarah Swift of Eversheds Sutherland, and Sarah Hickling of Baker & McKenzie LLP comment on the Bill below.