Alba Life Ltd. & Ors, Re, Court of Appeal - Chancery Division, December 08, 2006, [2006] EWHC 3507 (Ch)
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Alba Life Ltd. & Ors, Re, Court of Appeal - Chancery Division, December 08, 2006, [2006] EWHC 3507 (Ch)
Wordwave International, a Merrill Communications Company
Case No: 8137-06Neutral Citation Number: [2006] EWHC 3507 (Ch)IN THE HIGH COURT OF JUSTICECHANCERY DIVISIONRoyal Courts of JusticeStrand, London, WC2A 2LLDate: Friday, 8 December 2006BEFORE:THE CHANCELLOR- - - - - - - - - - - - - - - - - - - -- - - - - - - - - - - - - - - - - - - -Wordwave International, a Merrill Communications Company1st Floor, Greencoat House, 183 Clarence StreetKingston Upon Thames, Surrey, KT1 1QTTel: 020 8974 7300 Fax: 020 8974 7301Email: tape@merrillcorp.com(Official Shorthand Writers to the Court)- - - - - - - - - - - - - - - - - - - -MR M MOORE QC appeared on behalf of the APPLICANT- - - - - - - - - - - - - - - - - - - -JudgmentTHE CHANCELLOR:1. This is a Part 8 claim issued by Alba Life Limited, Britannic Assurance Public Limited Company, Britannic Retirement Solutions Limited, Britannic Unit Linked Assurance Limited, Century Life Plc, Phoenix Life & Pensions Limited (``the Transferors'') seeking an order under s. 111(1) of the Financial Services and Markets Act to sanction the transfer of their long term business to Phoenix Life Limited (``Phoenix'') and for certain ancillary orders under s. 112 under that Act.2. If I sanction the scheme there follow immediately petitions by five of the transferors, namely Britannic Assurance Public Limited Company, Britannic Unit Linked Assurance Limited, Century Group Limited, Century Life Plc and Phoenix Life & Pensions Limited seeking the confirmation of the court to the reduction of their capital so that their issued capital, share premium account and capital redemption reserve may better reflect their assets following the transfers.3. The background to this matter can be shortly stated. In June 2005 the Britannic Group Plc and Resolution Life Group Limited announced a merger of the two groups. That merger was carried out by about September 2005 and Britannic Group Plc was renamed Resolution Plc. I should mention for the sake of completeness that in September 2006 the Resolution Group completed the purchase of the Life & Pension business of subsidiaries of Abbey National Group, but these proposals do not affect any of them.4. On 31 December 2005 the transferors had between them assets and liabilities of some £22.738 billion and £19.582 billion, and Phoenix had assets and liabilities of £7.48 billion and £6.815 billion.5. In summary, the proposed scheme invo...See the full content of this document
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