Part 26A restructuring plan meaning

Practice Statement (Companies: Schemes of Arrangement under Part 26 and Part 26A of the Companies Act 2006) (Practice Statement 2020) Where a company puts forward a restructuring plan to creditors, the Practice Statement 2020 requires it to take every reasonably available step to alert any person affected that the plan is being advanced, explain the aim it seeks to achieve, and outline the creditor meetings the applicant considers will be required and how they are constituted, unless there is proper justification for not doing so (a consultation began in May 2025 intending to replace this Practice Statement by the end of July 2025; see: LNB News 09/05/2025 46). This notification is typically given by sending a practice statement letter to creditors ahead of the convening hearing. What amounts to sufficient notice of the convening hearing turns on the particular facts and circumstances (Practice Statement 2020, para 7) and is a highly fact‑sensitive inquiry (see Re PizzaExpress (convening)). In practical terms, the length of notice likely required may depend on:...

HMRC guidance on compromises using Part 26 schemes and Part 26A restructuring plans In corporate insolvencies, HMRC commonly ranks as a secondary preferential and/or unsecured creditor (see Practice Note: Waterfall of payments—a comparative guide), a status that often serves as the relevant comparator or alternative to a Part 26 scheme or a Part 26A restructuring plan. On 1 November 2023, HMRC issued guidance covering compromises under Part 26 schemes (see: Schemes of arrangement—overview) and Part 26A restructuring plans (see: Restructuring plan—overview) (see: HMRC publishes guidance on using debt management schemes to restructure finances—LNB News 15/11/2023 13). Practitioners should take account of this guidance whenever a proposed scheme/plan includes HMRC as a creditor. HMRC will only back a restructuring where it considers there is a realistic prospect of success. If HMRC does not consider success realistic, it will engage with the scheme/plan proponent to explore other means of repaying HMRC’s debt, which may involve a formal insolvency process. The debtor must have submitted all outstanding...

The below tables provide an overview of: various factors that do not necessitate distinct classes (ie do not split the class) various factors that have been treated as warranting distinct classes (ie do split the class) in Part 26 scheme and Part 26A restructuring plan cases Judges have held that the caselaw on schemes is equally applicable to restructuring plans on many issues (see Re PizzaExpress (convening) and Re Virgin Atlantic), including class formation, although the Court of Appeal in Adler confirms that cross-class cramdown (CCCD) in restructuring plans does require different considerations; see Practice Note: Cross-Class Cram Down under a Part 26A restructuring plan. As a note of caution, it is important to recognise that class analysis is highly fact-specific, and it is possible that another judge, faced with a slightly different factual pattern, might reach a different conclusion to that set out below on the particular facts presented. For a detailed analysis of key metrics from the RPs filed...

Re Thames Water Utilities Holdings Ltd [2025] EWHC 338 (Ch) What are the practical implications of this case? Under the plan, TWUL will receive up to £3bn in liquidity from a cohort of its current senior lenders (‘the Class A Creditors’), whilst it continues to take steps to implement a stable, long‑term restructuring plan. As Leech J observed, it seems improbable that TWUL will carry the entire debt burden over the long term—he considered it likely that the Class A Creditors will accept a ‘substantial haircut’ to deliver the long‑term restructuring. Liquidity from existing senior creditors will underpin a stable, long‑term restructuring plan in full. Leech J’s judgment is dense with familiar yet critical practical guidance, emphasising: the need to file expert evidence precisely directed at the issues under consideration; the pitfalls where factual witnesses are unfamiliar with the documents on which they give evidence; the risks of advancing late submissions without the Court’s invitation. He also records notable legal...

Restructuring & Insolvency weekly highlights—29 February 2024 In this issue: Restructuring Corporate insolvency processes Insolvency litigation Directors and insolvency Personal insolvency Industry/sector guides for R&I lawyers Daily and weekly news alerts Key dates for R&I professionals Corporate Rescue and Insolvency (February 2024 edition) Latest Q&A Restructuring New Practice Notes—Part 26A restructuring plan deal debriefs The LexisNexis Restructuring & Insolvency practical guidance team have released four fresh Practice Notes within their ‘Restructuring Plan deal debrief’ series: ‘Part 26A restructuring plan deal debrief—The Good Box Labs Co Ltd (in administration)’, ‘Part 26A restructuring plan deal debrief—CFG Investments SAC’, ‘Part 26A restructuring plan deal debrief—ED&F Man Holdings Ltd’ and ‘Part 26A restructuring plan deal debrief—Hong Kong Airlines Ltd’. These Notes consider the key terms of the Part 26A restructuring plan proposed by NGI Systems & Solutions Ltd for the SME, The Good Box Labs Co Ltd (in administration), in 2023. They also examine the...

Restructuring & Insolvency weekly highlights—29 August 2024 In this issue: Corporate insolvency processes Restructuring Personal insolvency Directors and insolvency Daily and weekly news alerts Corporate Rescue and Insolvency (August 2024 edition) New Q&A Corporate insolvency processes Company’s register of members | Conclusive or not for voting rights? (Bland v Keegan) In proceedings relating to JDK Construction Ltd (JDK), the Court of Appeal examined a challenge to the lawfulness of a written resolution appointing joint liquidators, alongside allegations of an unauthorised share transfer form. The Appellant argued her shares in JDK were wrongfully transferred, rendering the liquidators’ appointment invalid. The key question was whether the company’s register of members—recording her shares as transferred—was determinative for validating the members’ resolution. Affirming the decision of His Honour Judge Hodge KC, the Court of Appeal held that the register stands as prima facie evidence of who the members are and of the validity of resolutions passed by them, unless...

Yunneng Wind Power Co. Limited successfully sought a Part 26A restructuring plan (RP), with the convening hearing in July 2023 and the sanction hearing in August 2023. The key points are set out below. Capitalised terms not defined here take the meanings assigned in the convening and sanction judgments. This Deal Debrief forms part of the Restructuring plans collection. For a fuller review of core metrics from RPs lodged in 2023, alongside commentary from leading figures in the restructuring sphere, see Practice Note: Market Insights Trend Report—trends in Part 26A restructuring plans in 2023 [Archived]. Name of plan company Yunneng Wind Power Co....

Deal Debrief The Great Annual Savings Company Ltd sought approval for a Part 26A restructuring plan (RP), reaching a convening hearing in February 2023 and progressing to a sanction hearing in April 2023. Sanction was declined owing to significant objections from HMRC and other creditor groups. Core terms for this SME RP are set out below (all capitalised expressions not otherwise explained take the meanings given in the convening and sanction judgments). This Deal Debrief sits within our Restructuring plans collection. For a detailed review of metrics from RPs filed in 2023 and insights from restructuring practitioners, consult Practice Note: Market Insights Trend Report—trends in Part 26A restructuring plans in 2023 [Archived]...

Dobbies Garden Centres Limited sought a Part 26A restructuring plan at a convening hearing in October 2024 and a sanction hearing in December 2024 before the Scottish Outer House, Court of Session. The key headline points are set out below (capitalised terms not defined here have the meanings given in the sanction judgment). This Deal Debrief forms part of our Restructuring plans collection. For an in‑depth analysis of key metrics from RPs filed in England & Wales in 2023, together with commentary from leading figures in the restructuring sphere, see Practice Note: Market Insights Trend Report—trends in Part 26A restructuring plans in 2023 [Archived]. Name of plan company Dobbies Garden Centres Limited (the Company) Industry sector Garden centres Place of debtor’s incorporation and jurisdictional factors The Company was incorporated in Scotland and its centre of main interests (COMI) was in Scotland. Legal counsel involved The Company: Almira Delibegovic-Broome KC and Elisabeth Roxburgh (instructed by Burness Paull LLP and Macfarlanes LLP) Timeline...

1 Introduction At [ insert the exact time ], I declare open the meeting of Creditors/Members of [ insert name of the company ] [ with [ insert type of claim ] claims, and the meeting of Creditors/Members of [ insert name of the company ] with [ insert type of claim ] Claims ]. I am [ insert name ], of [ insert firm or company name ], acting as [ insert details of who the chairperson is eg adviser etc ]. The Meeting [ s ] taking place today [ has OR have ] been convened by the Company pursuant to an Order of the High Court of Justice of England & Wales made on [ insert date ]. The purpose of the Meeting [ s ] is to review and, if considered appropriate, approve the Restructuring Plan(s) under Part 26A of the Companies Act 2006 that the Company proposes to enter into with [ certain of ] its creditors/members. Pursuant to the...

Claim No. Claim No. [ Enter number ]. Claim No. [ enter claim number ]...

BUSINESS AND PROPERTY COURTS OF ENGLAND AND WALES COMPANIES LIST (CHD) IN THE MATTER OF [ insert name of the Company ] AND OF THE COMPANIES ACT 2006 BETWEEN [ insert name of the Company ] and the Plan Creditors [ and Members ] (each as defined herein) RESTRUCTURING PLAN (pursuant to Part 26A of the Companies Act 2006) DATED [ insert date ] RECITALS The Company (A) [ Insert name of the Company ] is a [ private ] limited company, registered in [ England and Wales ], bearing company number [ insert company number ] and with its registered office at [ insert address ] (the Company). Purpose of the Restructuring Plan (B) This Restructuring Plan seeks to implement a compromise and arrangement between: [ (i) ] the Company and the Plan Creditors; [ and (ii) the Company and the Members ], so as to remove, lessen, avert, or alleviate the impact of financial difficulties experienced [...