Central Bank Act 1971
Approval by Minister of transfer of bank.
33.—(1) Whenever the holder of a licence F144[or a building society acting through its board of directors] (in this Part referred to as the transferor) agrees to transfer, in whole or in part, to another holder of a licence (in this Part referred to as the transferee) the business to which the licence relates F144[, or where the transferor is a building society the business to which its authorisation,] F145[and all or any of the other assets and liabilities of the transferor].
(a) the transferor and transferee may, F146[…] before the date on which the transfer is intended to take effect (in this Part referred to as the transfer date), submit to the Minister for his approval a scheme for the transfer,
(b) the transferor and transferee shall, not less than one month before the transfer date, publish notice of the transfer in at least one daily newspaper published in the State,
(c) the Minister, after consultation with the Bank, may, not less than two months before the transfer date, either approve of or decline to approve of the scheme by order F145[(in this section called a “transfer order”)],
(d) F147[if the Minister approves of the scheme—
(i) the assets and liabilities of the transferor described in the scheme shall be transferred under the transfer order, and
(ii) if the scheme so provides, sections 34 to 39 and 42 have effect in relation to the transfer, but only to the extent that the scheme so provides,
(e) the Minister, if the transferor and transferee so request—
(i) may include in the transfer order such incidental, consequential and supplemental provisions as he or she thinks appropriate for facilitating and implementing the transfer and securing that it is fully and effectively carried out, including provisions for substituting the name of the transferee for the transferor or otherwise adapting references to the transferor in any instrument, and
(ii) may provide in the transfer order for such transitional matters, including the sharing of assets and other contracts, as the Minister considers appropriate,]
F145[ (f) a transfer order takes effect notwithstanding:
(i) any duty or obligation to any person;
(ii) any provision of any enactment, rule of law, code of practice or agreement providing or requiring—
(I) notice to any person, or
(II) the consent, approval or concurrence of any person.]
(2) An order under subsection (1) of this section or under this subsection may, after consultation with the Bank and with the consent of the transferor and the transferee to whom it relates, be amended by the Minister by order.
F148[(3) Notwithstanding the periods specified in subsection (1) of this section, the Minister may, in any particular case, following consultation with the Governor, reduce one or more of those periods where, and to the extent, the Minister considers it necessary for the purpose of financial stability.]
F145[(4) Where the Minister approves of a scheme under subsection (1)(c) involving a transfer which, in the Minister’s opinion, is intended to preserve or restore the financial position of the transferor or transferee, but which could affect the rights of third parties existing before the transfer—
(a) the relevant order under subsection (1) shall be expressed as having been made with the intention of preserving or restoring the financial position of the transferor or transferee (with the possibility of affecting third parties’ pre-existing rights) and being intended to have effect outside as well as inside the State,
(b) sections 33A and 33B have effect in relation to the transfer, and
(c) the Minister may dispense with the requirement in subsection (1)(b) to publish prior notice of the transfer, and may substitute for that requirement a requirement to publish a contemporaneous or retrospective notice in such places as the Minister may direct.]
Annotations
Amendments:
F144
Inserted (4.06.2014) by Central Bank Act 2014 (9/2014), s. 1(b)(i), (ii), commenced on enactment.
F145
Inserted (21.12.2010) by Credit Institutions (Stabilisation) Act 2010 (36/2010), s. 73 and sch. 1 part 3 items 1-4, S.I. No. 623 of 2010.
F146
Deleted (4.06.2014) by Central Bank Act 2014 (9/2014), s. 1(b)(iii), commenced on enactment.
F147
Substituted (21.12.2010) by Credit Institutions (Stabilisation) Act 2010 (36/2010), s. 73 and sch 1 part 3 item 3, S.I. No. 623 of 2010.
F148
Inserted (1.10.2010) by Central Bank Reform Act 2010 (23/2010), s. 14(4) and sch. 1 part 3 item 4, S.I. No. 623 of 2010.
Modifications (not altering text):
C45
Application of section restricted (12.07.1989) by Central Bank Act 1989 (16/1989), s. 88(2), S.I. No. 176 of 1989.
Application of certain other enactments
88.—(1) Nothing in any other enactment shall be construed as relieving a holder of a licence or other person of any obligation of his to comply with section 82.
(2) An order under section 201 or 203 of the Companies Act, 1963, in respect of a proposed amalgamation or under section 33 of the Act of 1971 in respect of a proposed transfer of business of a holder of a licence (being in each case an acquiring transaction) shall not be made until the Bank has given its approval to the acquiring transaction or the relevant period referred to in section 83 has elapsed without the Bank having given or refused to give such approval.
C46
References construed (31.03.2014) by European Union (Capital Requirements) Regulations 2014 (S.I. No. 158 of 2014), reg. 152(a), in effect as per reg. 1(2).
152. Notwithstanding Regulation 7(1), the references, however expressed, to the holder of a licence under section 9 of the Act of 1971, in—
(a) sections 19 to 26, section 28, sections 31 to 42 or section 58 of the Act of 1971,
…
shall be construed so as to include any person who, but for the application of Regulation 7(1), was or would have been required to hold a licence under section 9 of the Act of 1971.
Editorial Notes:
E71
Power pursuant to section exercised (1.12.2023) by Central Bank Act 1971 (Approval of Scheme of Transfer Between KBC Bank Ireland Public Limited Company and KBC Bank N.V.) Order 2023 (S.I. No. 447 of 2023), in effect as per art. 4(1).
E72
Power pursuant to section exercised (3.11.2023) by Central Bank Act 1971 (Approval of Scheme of Transfer Between KBC Bank Ireland Public Limited Company and the Governor and Company of the Bank of Ireland) (Residual Balance Assets and Residual Balance Liabilities) Order 2022 (S.I. No. 621 of 2022), in effect as per art. 4(1).
E73
Power pursuant to section exercised (3.02.2023) by Central Bank Act 1971 (Approval of Scheme of Transfer Between KBC Bank Ireland Public Limited Company and the Governor and Company of the Bank of Ireland) Order 2022 (S.I. No. 620 of 2022), in effect as per art. 4(1).
E74
Power pursuant to section exercised (1.02.2019) by Central Bank Act 1971 (Approval of Scheme of Transfer between HSBC Bank plc and HSBC France) Order 2018 (S.I. No. 508 of 2018), in effect as per art. 4(2).
E75
Power pursuant to section exercised (3.12.2018) by Central Bank Act 1971 (Approval of Scheme of Transfer between J.P. Morgan Bank (Ireland) plc and J.P. Morgan Bank Luxembourg S.A., Dublin Branch) Order 2018 (S.I. No. 386 of 2018), in effect as per art. 4(1). .
E76
Power pursuant to section exercised (31.10.2016) by Central Bank Act 1971 (Approval of Scheme of Transfer between LGT Bank (Ireland) Limited and LGT Bank Ltd.) Order 2016 (S.I. No. 456 of 2016), in effect as per art. 4(2).
E77
Power pursuant to section exercised (1.09.2014) by Central Bank Act 1971 (Approval of Scheme of Transfer between ICS Building Society and The Governor and Company of the Bank of Ireland) Order, 2014 (S.I. No. 257 of 2014), in effect as per art. 6(1).
E78
Power pursuant to section exercised (9.07.2012) by Central Bank Act 1971 (Approval of Scheme of The Royal Bank of Scotland N.V. and The Royal Bank of Scotland plc) Order 2012 (S.I. No. 137 of 2012), in effect as per art. 4(1).
E79
Power pursuant to section exercised (31.12.2011) by Central Bank Act 1971 (Approval of Scheme of Transfer between Northern Rock plc and Irish Life and Permanent plc (trading as permanent tsb)) Order 2011 (S.I. No. 547 of 2011), in effect as per art. 4(1).
E80
Power pursuant to section exercised (15.02.2010) by Central Bank Act 1971 (Approval of Scheme of First Active Plc and Ulster Bank Ireland Limited) Order 2009 (S.I. No. 481 of 2009), in effect as per art. 4(1).
E81
Power pursuant to section exercised (26.06.2009) by Central Bank Act 1971 (Approval of Scheme of Kbc Mortgage Bank and Kbc Bank Ireland Plc) Order 2009 (S.I. No. 125 of 2009), in effect as per art. 5(1).
E82
Power pursuant to section exercised (31.03.2008) by Central Bank Act 1971 (Approval of Scheme of Hypo Public Finance Bank and Depfa Bank Plc) Order 2008 (S.I. No. 8 of 2008), in effect as per art. 5(1).
E83
Power pursuant to section exercised (1.04.2007) by Central Bank Act 1971 (Approval of Scheme of National Irish Bank Limited and Danske Bank A/S) Order 2007 (S.I. No. 29 of 2007), in effect as per art. 5(1).
E84
Power pursuant to section exercised (1.01.2007) by Central Bank Act 1971 (Approval of Scheme of AIB Finance Limited and Allied Irish Banks, p.l.c.) Order 2006 (S.I. No. 557 of 2006), in effect as per art. 5(1).
E85
Power pursuant to section exercised (1.12.2005) by Central Bank Act 1971 (Approval of Scheme of AIB Capital Markets p.l.c. and Allied Irish Banks, p.l.c.) Order 2005 (S.I. No. 612 of 2005), in effect as per art. 5(1).
E86
Power pursuant to section exercised (1.07.2005) by Central Bank Act 1971 (Approval of Scheme of Transfer Between Barclays Bank Plc and Barclays Bank Ireland Plc) Order 2005 (S.I. No. 227 of 2005), in effect as per art. 7(1).
E87
Power pursuant to section exercised (30.09.2004) by Central Bank Act 1971 (Approval of Scheme of Transfer Between Citibank International Plc and Citibank Ireland Financial Services Plc) Order 2004 (S.I. No. 470 of 2004), in effect as per art. 5(1).
E88
Power pursuant to section exercised (12.04.2004) by Central Bank Act 1971 (Approval of Scheme of the Investment Bank of Ireland Limited and The Governor and Company of the Bank of Ireland) Order 2004 (S.I. No. 38 of 2004), in effect as per art. 5(1).
E89
Power pursuant to subs. (2) exercised (6.06.2003) by Central Bank Act 1971 (Approval of Scheme of Rheinhyp Bank Europe Plc and Europaische Hypothekenbank S.A.) (No. 2) Order 2003 (S.I. No. 343 of 2003), in effect as per art. 3.
E90
Power pursuant to section exercised (7.08.2003) by Central Bank Act 1971 (Approval of Scheme of Rheinhyp Bank Europe Plc and Europaische Hypothekenbank S.A.) Order 2003 (S.I. No. 239 of 2003), in effect as per art. 5(1).
E91
Power pursuant to subs. (2) exercised (6.07.2003) by Central Bank Act 1971 (Approval of Scheme of Rheinhyp Bank Europe Plc and Europaische Hypothekenbank S.A.) (No. 2) Order 2003 (S.I. No. 343 of 2003).
E92
Power pursuant to section exercised (30.04.2003) by Central Bank Act 1971 (Approval of Scheme of Abn Amro Bank, N.V. and Allied Irish Banks, P.L.C.) Order 2003 (S.I. No. 64 of 2003), in effect as per art. 5(1).
E93
Power pursuant to section exercised (2.12.2002) by Central Bank Act 1971 (Approval of Scheme of Depfa Bank-Europe Plc and Depfa Bank Plc) Order 2002 (S.I. No. 470 of 2002), in effect as per art. 5(1).
E94
Power pursuant to section exercised (23.03.2002) by Central Bank Act 1971 (Approval of Scheme of Bank of Scotland (Ireland) Limited and ICC Bank Plc) Order 2002 (S.I. No. 27 of 2002), in effect as per art. 5(1).
E95
Power pursuant to section exercised (23.03.2002) by Central Bank Act 1971 (Approval of Scheme of ICC Investment Bank Limited and ICC Bank Plc) Order 2002 (S.I. No. 26 of 2002), in effect as per art. 5(1).
E96
Power pursuant to section exercised (1.10.2001) by Central Bank Act 1971 (Approval of Scheme of Transfer Between Ulster Bank Limited and Ulster Bank Markets Limited) Order 2001 (S.I. No. 365 of 2001), in effect as per art. 5(1).
E97
Power pursuant to section exercised (1.10.2001) by Central Bank Act 1971 (Approval of Scheme of Transfer Between Citibank, N.A. and Citibank International Plc, Ireland Branch) Order 2001 (S.I. No. 325 of 2001), in effect as per art. 6(1).
E98
Power pursuant to section exercised (1.07.2001) by Central Bank Act 1971 (Approval of Scheme of Lombard and Ulster Banking Limited and Ulster Bank Markets Limited) Order 2001 (S.I. No. 187 of 2001), in effect as per art. 5(1).
E99
Power pursuant to section exercised (30.11.2000) by Central Bank Act 1971 (Approval of Scheme of Ansbacher Bankers Limited and Anglo Irish Bank Corporation Public Limited Company) Order 2000 (S.I. No. 298 of 2000), in effect as per art. 5(1).
E100
Power pursuant to section exercised (1.09.2000) by Central Bank Act 1971 (Approval of Scheme of Bank of Ireland Finance Limited and The Governor and Company of the Bank of Ireland) Order 2000 (S.I. No. 204 of 2000), in effect as per art. 5(1).
E101
Power pursuant to section exercised (30.04.2000) by Central Bank Act 1971 (Approval of Scheme of Anglo Irish Corporate Bank Limited and Anglo Irish Bank Corporation Plc) Order 2000 (S.I. No. 53 of 2000), in effect as per art. 5(1).
E102
Power pursuant to section exercised (24.04.2000) by Central Bank Act 1971 (Approval of Scheme of Eurohypo European Mortgage Bank Plc and Europäische Hypothekenbank S.A.) Order, 2000 (S.I. No. 52 of 2000), in effect as per art. 5(1).
E103
Power pursuant to section exercised (31.03.2000) by Central Bank Act 1971 (Approval of Scheme of Ge Capital Woodchester Bank Limited and Investec Bank (Uk) Limited) Order 2000 (S.I. No. 28 of 2000), in effect as per art. 5(1).
E104
Power pursuant to section exercised (30.11.1998) by Central Bank Act 1971 (Approval of Scheme of Hypo-Bank Ireland and Vereinsbank Ireland) Order, 1998 (S.I. No. 361 of 1998), in effect as per art. 5(1).
E105
Power pursuant to section exercised (1.09.1997) by Central Bank Act 1971 (Approval of Scheme of Irish Bank of Commerce Limited and Anglo Irish Bank Corporation Public Limited Company) Order 1997 (S.I. No. 282 of 1997), in effect as per art. 5(1).
E106
Power pursuant to section exercised (1.01.1997) by Central Bank Act 1971 (Approval of Scheme of National Irish Investment Bank Limited and National Irish Vank Limited) Order 1996 (S.I. No. 320 of 1996), in effect as per art. 5(1).
E107
Power pursuant to section exercised (31.10.1996) by Central Bank Act 1971 (Approval of Scheme of the Bank of Nova Scotia and Scotiabank (Ireland) Limited) Order 1996 (S.I. No. 258 of 1996), in effect as per art. 5(1).
E108
Power pursuant to section exercised (1.07.1996) by Central Bank Act 1971 (Approval of Scheme of Westdeutsche Landesbank (Ireland) Limited and Westdeutsche Landesbank (Ireland) P.L.C.) Order 1996 (S.I. No. 119 of 1996), in effect as per art. 5(1).
E109
Power pursuant to section exercised (28.06.1995) by Central Bank Act 1971 (Approval of Scheme of Irish Business Bank, The Dublin Branch of Tsb Bank Plc, and Anglo Irish Bank Corporation Plc) Order 1995 (S.I. No. 121 of 1995), in effect as per art. 5(1).
E110
Power pursuant to section exercised (30.09.1994) by Central Bank Act 1971 (Approval of Scheme of Hill Samuel Bank Limited and Tsb Bank Plc.) Order 1994 (S.I. No. 263 of 1994), in effect as per art. 5(1).
E111
Power pursuant to section exercised (1.09.1993) by Central Bank Act 1971 (Approval of Scheme of Abn Amro Bank (Ireland) Limited and Abn Amro Bank N.V.) Order 1993 (S.I. No. 185 of 1993), in effect as per art. 5(1).
E112
Power pursuant to section exercised (28.02.1993) by Central Bank Act 1971 (Approval of Scheme of Woodchester Credit Lyonnais Bank Limited and Woodchester Investment Bank Limited) Order 1992 (S.I. No. 383 of 1992), in effect as per art. 5(1).
E113
Power pursuant to section exercised (31.12.1992) by Central Bank Act 1971 (Approval of Scheme of Woodchester Credit Lyonnais Bank Limited and Woodchester First Southern Bank Limited) Order 1992 (S.I. No. 303 of 1992), in effect as per art. 5.
E114
Power pursuant to section exercised (31.12.1992) by Central Bank Act 1971 (Approval of Scheme of Woodchester Credit Lyonnais Bank Limited and First Southern Bank Limited) Order 1992 (S.I. No. 302 of 1992), in effect as per art. 5.
E115
Power pursuant to section exercised (30.10.1992) by Central Bank Act 1971 (Approval of Scheme of Hill Samuel Bank (Ireland) Limited and Hill Samuel Bank Limited) Order 1992 (S.I. No. 242 of 1992), in effect as per art. 5.
E116
Power pursuant to section exercised (1.11.1992) by Central Bank Act 1971 (Approval of Scheme of Banque Nationale de Paris (Ireland) Limited and Banque Nationale de Paris S.A.) Order 1992 (S.I. No. 241 of 1992), in effect as per art. 5.
E117
Power pursuant to section exercised (1.10.1992) by Central Bank Act 1971 (Approval of Scheme of National Irish Investment Bank Limited and National Irish Bank Limited) Order 1992 (S.I. No. 210 of 1992), in effect as per art. 5.
E118
Power pursuant to section exercised (1.02.1992) by Central Bank Act 1971 (Approval of Scheme of Abn Amro Bank (Ireland) Limited and Abn Amro Bank Nv) Order, 1991 (S.I. No. 283 of 1991), in effect as per art. 5.
E119
Power pursuant to section exercised (11.10.1989) by Central Bank Act (Approval of Scheme of Credit Finance Bank Plc and Allied Irish Finance Company Limited) Order, 1989 (S.I. No. 205 of 1989), in effect as per art. 9.
E120
Power pursuant to section exercised (1.01.1989) by Central Bank Act (Approval of Scheme of Hongkong and Shanghai Banking Corporation and Midland Bank Public Limited Company) Order 1988 (S.I. No. 274 of 1988), in effect as per art. 12.
E121
Power pursuant to section exercised (31.10.1988) by Central Bank Act (Approval of Scheme of Barclays Bank Ireland Limited and Barclays Bank Public Limited Company) Order, 1988 (S.I. No. 214 of 1988), in effect as per art. 10.
E122
Power pursuant to section exercised (1.02.1987) by Central Bank Act (Approval of Scheme of Anglo Irish Bank Limited and City of Dublin Bank Plc) Order, 1986 (S.I. No. 385 of 1986), in effect as per art. 9.
E123
Power pursuant to section exercised (1.07.1986) by Central Bank Act (Approval of Scheme of Northern Bank Limited and Northern Bank (Ireland) Limited) Order 1986 (S.I. No. 99 of 1986), in effect as per art. 7.
E124
Power pursuant to section exercised (1.07.1986) by Central Bank Act (Approval of Scheme of Forward Trust (Ireland) Limited and Northern Bank Finance Corporation Limited) Order 1986 (S.I. No. 98 of 1986), in effect as per art. 7.
E125
Power pursuant to section exercised (1.04.1972) by Central Bank Act (Approval of Scheme of Lombard and Ulster Banking (I) Limited and Lombard and Ulster Banking Ireland Limited) Order 1972 (S.I. No. 25 of 1972), in effect as per art. 6.
E126
Power pursuant to section exercised (1.04.1972) by Central Bank Act (Approval of Scheme of the Royal Bank of Ireland Limited and Allied Irish Banks Limited) Order 1972 (S.I. No. 24 of 1972), in effect as per art. 9.
E127
Power pursuant to section exercised (1.04.1972) by Central Bank Act (Approval of Scheme of Provincial Bank of Ireland Limited and Allied Irish Banks Limited) Order 1972 (S.I. No. 23 of 1972), in effect as per art. 9.
E128
Power pursuant to section exercised (1.04.1972) by Central Bank Act (Approval of Scheme of the Munster and Leinster Bank Limited and Allied Irish Banks Limited) Order 1972 (S.I. No. 22 of 1972), in effect as per art. 9.
E129
Power pursuant to section exercised (31.03.1972) by Central Bank Act (Approval of Scheme of the Hibernian Bank Limited and The Governor and Company of the Bank of Ireland) Order 1972 (S.I. No. 21 of 1972), in effect as per art. 9.
E130
Power pursuant to section exercised (31.03.1972) by Central Bank Act (Approval of Scheme of the National Bank of Ireland Limited and The Governor and Company of the Bank of Ireland) Order 1972 (S.I. No. 20 of 1972), in effect as per art. 9.
E131
Previous affecting provision: references construed (1.01.1993) by European Communities (Licensing and Supervision of Credit Institutions) Regulations 1992 (S.I. No. 395 of 1992), reg. 38(1)(a)(i), in effect as per reg. 1(2); revoked (31.03.2014) by European Union (Capital Requirements) Regulations 2014 (S.I. No. 158 of 2014), reg. 161, in effect as per reg. 1, subject to transitional provisions.