Insolvency Act 1986, section 2

Procedure where nominee is not the liquidator or administrator

Part I Company Voluntary Arrangements

(1)F12This section applies where the nominee under section 1 is not the liquidator or administrator of the company ....

(2)The nominee shall, within 28 days (or such longer period as the court may allow) after he is given notice of the proposal for a voluntary arrangement, submit a report to the court stating—

(a)[F13 whether, in his opinion, the proposed voluntary arrangement has a reasonable prospect of being approved and implemented,F13]

[F14 (b)whether, in his opinion, the proposal should be considered by a meeting of the company and by the company's creditors, and

(c)if in his opinion it should, the date on which, and time and place at which, he proposes a meeting of the company should be held.F14]

(3)For the purposes of enabling the nominee to prepare his report, the person intending to make the proposal shall submit to the nominee—

(a)a document setting out the terms of the proposed voluntary arrangement, and

(b)a statement of the company’s affairs containing—

(i)such particulars of its creditors and of its debts and other liabilities and of its assets as may be prescribed, and

(ii)such other information as may be prescribed.

[F15 (4)The court may—

(a)on an application made by the person intending to make the proposal, in a case where the nominee has failed to submit the report required by this section or has died, or

(b)on an application made by that person or the nominee, in a case where it is impracticable or inappropriate for the nominee to continue to act as such,

direct that the nominee be replaced as such by another person qualified to act as an insolvency practitioner F16... in relation to the voluntary arrangement.F15]

Definitions used in section 2 3

administrator

1 (1) For the purposes of this Act “administrator” of a company means a person appointed under this Schedule to manage the company’s affairs, business and property.

Defined in Sch.B1 para.1(1) · see it in the full Act
the company

2 Section 233B does not apply in relation to a contract for the supply of goods or services to a company (“the company”) where any of paragraphs 3 to 11 applies.

Defined in Sch.4ZZA para.2 · see it in the full Act
company

(4) In this Part “company” means—

(a)a company registered under the Companies Act 2006 in England and Wales or Scotland;

(b)a company incorporated in an EEA State ...; or

(c)a company not incorporated in an EEA State but having its centre of main interests in a member State (other than Denmark) or in the United Kingdom .

Defined in s.1(4) · see it in the full Act

Cases considering section 2 4

Carraway Guildford (Nominee A) Ltd & Ors v Regis UK Ltd & Ors

[2021] EWHC 1294 (Ch) · 17 May 2021Defines

The nominee’s report had to address whether the proposed CVA had a reasonable prospect of approval and implementation and whether it should be considered by creditors (see paras [53]; [190]-[207]).

The Mayor and Commonalty and Citizens of the City of London v Robinson Webster (Holdings) Limited

[2026] EWHC 151 (Admin) · 30 January 2026

Requires the nominee to report on the proposed CVA’s prospects and whether it should be considered by the company and creditors. (see para [36])

Discovery (Northampton) Ltd & Ors v Debenhams Retail Ltd & Ors

[2019] EWHC 2441 (Ch) · 19 September 2019

Section 2(2) imposes duties on the nominee considering whether creditors should be invited to consider the proposal. The court relied on the nominee’s independent and good-faith role in assessing the proposal. (see para [119])

What each judgment says about section 2 is in the case-law panel in the full Act.

Amendments and notes

7 notes from legislation.gov.uk

Amendments

  1. F12Words in s. 2(1) omitted (26.6.2020) by virtue of Corporate Insolvency and Governance Act 2020 (c. 12), s. 49(1), Sch. 3 para. 3 (with ss. 2(2), 5(2))
  2. F13Words in s. 2(2) inserted (1.1.2003) by 2000 c. 39, s. 2, Sch. 2 Pt. I para. 3(a); S.I. 2002/2711, art. 2 (subject to transitional provisions in arts. 3-5)
  3. F14S. 2(2)(b)(c) substituted for s. 2(2)(aa)(b) (26.5.2015 for specified purposes, 6.4.2017 for E.W. in so far as not already in force, 6.4.2019 for S. in so far as not already in force) by Small Business, Enterprise and Employment Act 2015 (c. 26), s. 164(1), Sch. 9 para. 2; S.I. 2015/1329, reg. 3(d); S.I. 2016/1020, reg. 4(e) (with reg. 5) (as amended by S.I. 2017/363, reg. 3); S.I. 2019/816, reg. 4(c) (with reg. 5)
  4. F15S. 2(4) substituted (1.1.2003) by 2000 c. 39, s. 2, Sch. 2 Pt. I para. 3(b); S.I. 2002/2711, art. 2 (subject to transitional provisions in arts. 3-5)
  5. F16Words in s. 2(4) omitted (1.10.2015) by virtue of Deregulation Act 2015 (c. 20), s. 115(7), Sch. 6 para. 20(2)(b); S.I. 2015/1732, art. 2(e)(vi)

Modifications

  1. C92Ss. 1-7B applied (with modifications) (E.W.) (15.3.2024) by The Water Industry (Special Administration) Regulations 2024 (S.I. 2024/205), regs. 2(2), 5(1), 43-45 (with reg. 64)
  2. C93Ss. 2-6 applied (with modifications) by 2009 c. 1, s. 154(3A) (as inserted (13.3.2018) by The Small Business, Enterprise and Employment Act 2015 (Consequential Amendments, Savings and Transitional Provisions) Regulations 2018 (S.I. 2018/208), regs. 1(3), 5(6)(c))