Jurisdiction(s):
United Kingdom

English Part 26A restructuring plans: jurisdiction and sufficient connection, structuring options post-Adler, third party releases, cross-border recognition and parallel plans

Published by a LexisNexis Restructuring & Insolvency expert

Practice notes

Statutory provisions on jurisdiction and sufficient connection/discretion

At the convening hearing, an English court first carefully determines whether it has jurisdiction before turning to any Part 26A restructuring plan (RP). Under Part 26A of the Companies Act 2006 (CA 2006), the regime extends to companies capable of being wound up under the Insolvency Act 1986 (IA 1986) (see CA 2006, s 901A(4)(b); Re Virgin Atlantic applying DAP Holding NV and Re PizzaExpress). The phrase ‘companies liable to be wound up under IA 1986’ aligns with the definition used for schemes of arrangement, and for both schemes and RPs includes unregistered companies and foreign companies. In addition, where overseas companies are involved, and when the court considers whether to exercise its discretion to sanction an RP, jurisdiction over a foreign company will only be assumed if there is a sufficient connection with this jurisdiction (see the scheme authority, Re Drax Holdings, as applied to RPs by Snowden LJ in Re Smile Telecoms Holdings). This represents a lower threshold than proving centre of main interests (COMI)—see Practice Note: Centre of main interests (COMI) for corporates. An English court will not wind up a foreign company where it lacks any legitimate interest to...

To view the latest version of this document and thousands of others like it, sign-in with LexisNexis or register for a free trial.

Web page updated on 21/05/2026

Popular documents

Using the Judicial College Guidelines to assess general damages in personal injury claims

When evaluating a general damages claim, the practitioner ought initially to refer to the Judicial College Guidelines (JCG)...

Tomlin orders in England and Wales: CPR guidance on drafting, confidentiality, approval, variation, enforcement, limitation, CCA issues, court-specific requirements, sample wording and precedents

This Practice Note This Practice Note reviews mechanisms used in settling litigation. A Tomlin order consists of a consent order paired with a schedule. It operates to stay proceedings on terms that have been agreed. The provisions contained in the schedule may remain confidential. This Practice Note describes the scope of confidentiality attaching to the schedule and sets out how it differs from a standard consent order. Sample wording for a Tomlin order is included, alongside links to precedents, as well as guidance on court approval. It also addresses varying, setting aside and enforcing a Tomlin order, including the considerations the court will take into account when handling applications for each. Further guidance is provided on interpreting and applying the relevant provisions of the CPR; however, some courts and divisions impose very specific requirements for both drafting and approval, and for approaching the schedule and confidentiality issues. Accordingly, you must consider the particular rules and court guide provisions in the forum where your claim is proceeding when drawing up the Tomlin order...

Precedent: Deed of Surrender of Lease with Optional Premium, Settlement and Release, Landlord, Mortgagee and Guarantor Consents, Reimbursement and HM Land Registry Provisions (England and Wales)

Date [ date ] Parties [ name of Landlord ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Landlord) [ name of Tenant ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Tenant) [ [ name of Guarantor ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Guarantor) ] [ [ name of Mortgagee ] [ of OR incorporated in England and Wales (company registration number [ number ]) with its registered office at ] [ address ] (Mortgagee) ] Definitions Within this Deed, the terms below shall be interpreted as follows: [ Annual Rent • the annual sum reserved under the Lease; ] [ Insurance Rent • the Tenant’s share of the Landlord’s costs of insuring the Property (as set out in the Lease); ] Lease • the lease of the Property dated [ date ], entered into between (1) [ the Landlord OR [ name ...

Precedent Statutory Declaration: Standard Wording under the Statutory Declarations Act 1835

I, [ name ], of [ address ], solemnly and sincerely state that: [ Matters to be verified, set out in numbered paragraphs ] I make this solemn statement in good conscience, believing it to be true, and pursuant to the provisions of the Statutory Declarations Act 1835. DECLARED at [ details ] this [ day ] day of [ month and year ] Before me ................................................................................ [ signature of the person before whom the declaration is made ] A [ commissioner for oaths OR [ solicitor OR [ insert other qualification ] ] authorised to administer oaths ]...