Trustee Savings Banks Act, 1989 (Section 57)(Tsb Bank) Order, 2001

• Jurisdiction: Ireland
• Citation: IR SI 175/2001
• Year: 2001

I, Charlie McCreevy, Minister for Finance, in exercise of the powers conferred on me by section 57 (inserted by the Trustee Savings Banks (Amendment) Act, 2001 (No. 6 of 2001)) of the Trustee Savings Banks Act, 1989 (No. 21 of 1989), after consultation with the Central Bank with respect to Articles 3(8) and 3(9) of the following Order, hereby make the following Order, with respect to which, pursuant to section 57(15) of that Act, a draft has been laid before each House of the Oireachtas and a resolution approving of the draft has been passed by each such House:
	CITATION	1. This Order may be cited as the Trustee Savings Banks Act, 1989 (Section 57) (TSB Bank) Order, 2001.
	INTERPRETATION	2. (1) In this Order -
“completion” means the time of completion of an agreement providing for the reorganisation of the transferee into the holding company dated 1 February, 2001, and made between the transferee and the holding company, as notified in writing by the holding company to the Minister, and which shall in any event be on the transfer date but after the reorganisation of TSB Bank into the transferee;
“contract” means the agreement (entitled Business Sale Agreement) providing for the reorganisation of TSB Bank into the transferee dated 5 December, 2000, and made between the trustees, TSB Bank, the transferee and the holding company, submitted by the trustees to the Minister for authorisation of the said reorganisation pursuant to section 57 of the Principal Act;
“holding company” means Irish Life & Permanent public limited company, a company incorporated under the Companies Acts with registered number 222332, being a banking company referred to in section 57 (1) of the Principal Act;
“the Principal Act” means the Trustee Savings Banks Act, 1989 (No. 21 of 1989), as amended by the Trustee Savings Banks (Amendment) Act, 2001 ;
“transfer date” means the date on which the reorganisation of TSB Bank into the transferee is carried into effect in accordance with the terms of the contract;
“transferee” means Kencarol Limited, a company incorporated under the Companies Acts with registered number 308042, being a company referred to in section 57(3)(c)(ii) of the Principal Act and, on and from completion, means the holding company;
“trustees” means the trustees, for the time being, of TSB Bank;
“TSB Bank” means the bank known as TSB Bank and references in this Order to TSB Bank shall, where the context so admits or requires, include the trustees or any one or more of them.
(2) In this Order -
(a) a reference to an Article is a reference to an Article of this Order, unless it is indicated that reference to some other Order is intended;
(b) a reference to a paragraph or subparagraph is a reference to the paragraph or subparagraph of the provision in which the reference occurs, unless it is indicated that reference to some other provision is intended.
	AUTHORISATION OF REORGANISATION OF TSB BANK INTO THE TRANSFEREE	3. (1) The reorganisation of TSB Bank into the transferee as provided in the contract is authorised.
(2) Save as provided in the contract, on and from the transfer date -
(a) all the business, property, rights, liabilities and obligations of TSB Bank shall transfer to, and vest in, the transferee; and
(b) every deposit in TSB Bank and all liabilities referable thereto shall transfer to the transferee and become a deposit of the same amount in the transferee and liabilities of the transferee, respectively.
(3) The trustees may sell to the trustees of a trust established by the transferee the shares receivable by the trustees as consideration under the contract in accordance with the terms of the ESOT Agreement (as defined in the contract).
(4) The trustees shall pay to the Minister (as an interim distribution) such amount of the moneys received by them pursuant to the contract and as a result of the sale of the shares as and when directed by the Minister to do so, and they shall pay to the Minister the balance of the said moneys so received by them (less any expenses properly incurred by the trustees in connection with the reorganisation) as and when directed by the Minister to do so.
(5) The trustees shall prepare and submit to the Minister audited financial statements for the final financial period of TSB Bank as a trustee savings bank up to the transfer date.
(6) The trustees shall prepare and submit to the Minister audited financial statements for the period from the transfer date to the date of the final payment made by the trustees to the Minister in accordance with section 57(6)(b) of the Principal Act within 45 days after the date of such payment.
(7) After payment to the Minister by the trustees of the balance of the moneys referred to in paragraph (4) and the submission to the Minister of the audited financial statements referred to in paragraph (6), TSB Bank shall be dissolved and the trustees shall vacate office on such date as shall be determined by the Minister and published by him or her in Iris Oifigiúil within 2 months of such date.
(8) Subject to the Central Bank Acts, each of the transferee, the holding company and any subsidiary thereof is authorised to include within its name, or use in connection with its business, “TSB” or “TSB Bank” subject to the conditions set out in the Schedule to this Order.
(9) With effect from the reorganisation of TSB Bank into the transferee under paragraph (1) and until the reorganisation of the transferee into the holding company under Article 4(1)-
(a) section 7 (1) of the Central Bank Act, 1971 , shall not apply in relation to the transferee; and
(b) all of the supervisory provisions of -
(i) Part II of the Central Bank Act, 1971 (No. 24 of 1971), and
(ii) Chapters I to VI of Part II of the Central Bank Act, 1989 (No. 17 of 1989),

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