Corporate transactions and restructurings involving DB schemes—pension issues for the trustees

The following Pensions practice note provides comprehensive and up to date legal information covering:

  • Corporate transactions and restructurings involving DB schemes—pension issues for the trustees
  • Preliminary considerations for the trustees
  • Type of scheme subject to the transaction
  • Structure of the transaction
  • Who are the potential buyers in the transaction?
  • Conflicts of interest among the trustees
  • Trustees' right to receive information from the employer on the transaction
  • Takeover Code for listed companies—trustees have a right to certain information and to comment
  • Trustees acting like bankers in respect of the scheme and the extent to which trustees should act in the employer's best interests
  • The trustees’ powers and whether they should use them
  • More...

Corporate transactions and restructurings involving DB schemes—pension issues for the trustees

FORTHCOMING DEVELOPMENT 1: On 11 February 2021 the Pension Schemes Bill received Royal Assent becoming the Pension Schemes Act 2021 (PSA 2021). Among other things, Part 3 of PSA 2021 is designed to strengthen the powers of the Pensions Regulator (TPR), including the introduction of new criminal offences targeting certain behaviour in respect of DB schemes (namely the offence of avoidance of employer debt and the offence of conduct risking accrued scheme benefits), making changes to the contribution notice (CN) regime and notifiable events regime (including by requiring corporate planners to make a declaration of intent in respect of certain corporate transactions), broadening TPR’s information gathering powers and extending TPR’s powers to impose civil penalties as well as making changes to TPR’s powers in its oversight of corporate transactions. These provisions have yet to come into force.

More specifically, the PSA 2021 will introduce three new criminal offences to prevent and penalise the mismanagement of DB pension schemes — two of these criminal offences aim to target individuals who mishandle DB pension schemes and thus endanger workers’ pensions. These criminal offences include:
the offence of avoidance of employer debt. A person will commit such an offence if, without reasonable excuse, they intentionally prevent the recovery of part or the whole of an employer’s s

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