Citation, commencement and extent

1.—(1) These Regulations may be cited as the Modification of the Law (British Steel Limited Property Transfer) Regulations 2026.

(2) They come into force on 16th July 2026.

(3) They extend to England and Wales, Scotland and Northern Ireland.

Interpretation

2. In these Regulations—

“ 2006 Regulations ” means the Transfer of Undertakings (Protection of Employment) Regulations 2006 ( 2 );

“ 2026 Transfer Regulations ” means the British Steel Limited Property Transfer Regulations 2026 ( 3 );

“ ACo ” has the meaning given in regulation 2(1) of the 2026 Transfer Regulations;

“ BCo ” has the meaning given in regulation 2(1) of the 2026 Transfer Regulations;

“ group undertaking ” has the meaning given by section 1161(5) of the Companies Act 2006 ( 4 );

“ the transfer ” means the transfer provided for by regulation 3(1) of the 2026 Transfer Regulations.

Employees

3.—(1) The 2006 Regulations apply in relation to the transfer whether or not the transfer would otherwise be regarded for the purposes of the 2006 Regulations as giving rise to a relevant transfer.

(2) The 2006 Regulations apply on the transfer as if all individuals employed by ACo were assigned to the organised grouping of resources or employees that is transferred to BCo.

(3) Regulation 13 of the 2006 Regulations (duty to inform and consult representatives) does not apply in relation to the transfer despite it being, or being treated by paragraph (1) as giving rise to, a relevant transfer.

(4) In this regulation—

“ organised grouping of resources or employees ” is to be construed in accordance with the 2006 Regulations;

“ relevant transfer ” is to be construed in accordance with regulation 2(1) (interpretation) of the 2006 Regulations.

Freedom of information

4.—(1) Paragraphs (2) and (3) apply while BCo is wholly owned by the Secretary of State or by a group undertaking wholly owned by the Secretary of State.

(2) BCo is not to be treated as—

(a)a publicly-owned company for the purposes of section 3(1)(b) of the Freedom of Information Act 2000(5);

(b)holding information, for the purposes of section 3(2)(b) of that Act, on behalf of—

(i)any government department within the meaning of paragraph 1 of Schedule 1 to that Act, or

(ii)UK Government Investments Limited (company number 09774296).

(3) Paragraph (2) applies to any group undertaking of BCo as it applies to BCo.

Modification of section 216 of the Insolvency Act 1986 (restriction on re-use of company names)

5.—(1) If ACo goes into insolvent liquidation, section 216 of the Insolvency Act 1986(6) (restriction on re-use of company names) is modified as follows—

(a) subsection (3)(a) is to be read as if after “other company” there were inserted “, other than BCo or a group undertaking of BCo,” ;

(b) subsection (3)(b) is to be read as if after “such company” there were inserted “, other than BCo or a group undertaking of BCo” ;

(c) subsection (3)(c) is to be read as if at the end there were inserted “, other than BCo or a group undertaking of BCo”;

(d) subsection (8) is to be read as if at the end there were inserted “and “ group undertaking ” has the meaning given by section 1161(5) of the Companies Act 2006 ”.

(2) In paragraph (1) “ goes into insolvent liquidation ” is to be construed in accordance with section 216(7) of the Insolvency Act 1986 .

Shadow directorship

6.—(1) Paragraph (2) applies while BCo is wholly owned by the Secretary of State or by a group undertaking wholly owned by the Secretary of State.

(2) A relevant person is not to be treated as—

(a)a shadow director of BCo, or of any group undertaking of BCo, for the purposes of the provisions listed in the Schedule;

(b)a person discharging or purporting to discharge managerial responsibilities in respect of BCo, or in respect of any group undertaking of BCo, for the purposes of the provisions listed in the Schedule unless that person has been appointed as a director;

(c)an officer or a person purporting to act as an officer of BCo, or of any group undertaking of BCo, for the purposes of the provisions listed in the Schedule unless that person has been appointed as a director.

(3) In paragraph (2), a “relevant person” is any of—

(a)a Minister of the Crown;

(b)the Treasury;

(c)UK Government Investments Limited (company number 09774296);

(d)a person—

(i)employed by or under, or

(ii)acting on the behalf of,

any of the persons specified in sub-paragraphs (a) to (c).

(4) In this regulation—

“ director ” has the same meaning as in the Companies Act 2006 ( 7 );

“ officer ” means a director, manager, secretary or other similar officer, or a person purporting to act in any such capacity;

“ shadow director ” has the meaning given in section 251 of the Companies Act 2006 ( 8 ).

Procurement Act 2023

7.—(1) Paragraph (2) applies while BCo is wholly owned by the Secretary of State or by a group undertaking wholly owned by the Secretary of State.

(2) Neither BCo nor any group undertaking of BCo is to be treated as a contracting authority within the meaning of section 2(1) of the Procurement Act 2023(9) for the purposes of that Act.

Regulation 6(2)

SCHEDULE Shadow directorship, etc.

1. The following provisions of the Companies Act 2006—

(a)sections 170 to 177 (general duties of directors)(10);

(b)sections 182 to 186 (declaration of interest in existing transaction or arrangement) as applied to shadow directors by section 187;

(c)sections 188 and 189 (service contracts) as applied to shadow directors by section 223;

(d)sections 190 to 196 (substantial property transactions) as applied to shadow directors by section 223(11);

(e)sections 197 to 214 (loans, quasi-loans and credit transactions) as applied to shadow directors by section 223;

(f)sections 215 to 222 (payments for loss of office) as applied to shadow directors by section 223(12);

(g)sections 227 to 229 (directors’ service contracts) as applied to shadow directors by section 230;

(h)section 231 (contracts with sole member who is also a director);

(i)sections 260 to 269 (derivative claims and proceedings by members);

(j)section 1255 (offences by bodies corporate, partnerships and unincorporated associations).

2. Regulation 28 (offence) of the Company, Limited Liability Partnership and Business (Names and Trading Disclosures) Regulations 2015(13).

3. The following provisions of the Insolvency Act 1986(14)—

(a)section 214 (wrongful trading)(15);

(b)section 216 (restriction on re-use of company names);

(c)section 246ZB (wrongful trading: administration)(16);

(d) section 249 (“connected” with a company).

4. The following provisions of the Insolvency (England and Wales) Rules 2016(17)—

(a)rule 22.4 (first excepted case);

(b)rule 22.6 (second excepted case).

5. The following provisions (relating to health and safety)—

(a)section 37(1) of the Health and Safety at Work etc. Act 1974(18);

(b)section 69 of the Wildlife and Countryside Act 1981(19);

(c)section 7 of the Control of Pollution (Amendment) Act 1989(20);

(d)section 157 of the Environmental Protection Act 1990(21);

(e)section 217 of the Water Resources Act 1991(22);

(f)section 210 of the Water Industry Act 1991(23);

(g)section 110(2) of the Environment Act 1995(24);

(h)regulation 13 of the Environmental Protection (Disposal of Polychlorinated Biphenyls and other Dangerous Substances) (England and Wales) Regulations 2000(25);

(i)regulation 67 of the Hazardous Waste (England and Wales) Regulations 2005(26);

(j)regulation 55 of the Transfrontier Shipment of Waste Regulations 2007(27);

(k)regulation 11 of the Persistent Organic Pollutants Regulations 2007(28);

(l)regulation 15 of the REACH Enforcement Regulations 2008(29);

(m)regulation 44 of the Waste (England and Wales) Regulations 2011(30);

(n)regulation 30 of the Fluorinated Greenhouse Gases Regulations 2015(31);

(o)regulation 11 of the Ozone-Depleting Substances Regulations 2015(32);

(p)regulation 34 of the Environmental Damage (Prevention and Remediation) (England) Regulations 2015(33);

(q)regulation 41 of the Environmental Permitting (England and Wales) Regulations 2016(34);

(r)regulation 46 of the Control of Mercury (Enforcement) Regulations 2017(35);

(s)regulation 130 of the Conservation of Habitats and Species Regulations 2017(36);

(t)regulations 120 and 121 of the Producer Responsibility Obligations (Packaging and Packaging Waste) Regulations 2024(37).