AIOI NISSAY DOWA INSURANCE COMPANY OF EUROPE PLC
UK Gazette Notices
30 November 2015
LIMITED
(Company No 05046406)
AND IN THE MATTER OF: THE FINANCIAL SERVICES AND
MARKETS ACT 2000
NOTICE of joint application pursuant to section 107 (1) of the
Financial Services and Markets Act 2000
Transfer of Insurance Business
NOTICE IS HEREBY GIVEN that Aioi Nissay Dowa Insurance
Company of Europe Limited (“ANDIE”) and Dowa Insurance
Company (Europe) Limited (“DICEL”) jointly applied to the High
Court of England and Wales on 17 November 2015, pursuant to
section 107 (1) of the Financial Services and Markets Act 2000
(“FSMA”), for an Order sanctioning the transfer to ANDIE of the
entirety of the insurance and reinsurance business written, assumed
or acquired by DICEL and for the subsequent dissolution without
winding up of DICEL. It is also intended that any reinsurance
protections and guarantees attached to the business will also be
transferred, pursuant to section 112 of FSMA.
The business to be transferred represents all of DICEL’s insurance
and reinsurance business (all categories) including all the contracts of
insurance and reinsurance policies underwritten, assumed or
otherwise acquired by DICEL. DICEL was incorporated on
28 November 1975 under the name of Dowa Insurance Company
(U.K.) Limited and is registered with company number 1235550 and
FCA registration number 202115. DICEL changed its name once with
effect from 7 July 1992. For many years DICEL operated from a
registered office at 9-13 Fenchurch Buildings, London EC3M 5HR.
The registered office was changed to its current address at 5th Floor,
11 Old Jewry, London EC2R 8DU with effect from 27 August 2010.
The business to be transferred will include DICEL’s London Market
Reinsurance Business which is the subject of a proposed Scheme of
Arrangement under Part 26 Companies Act 2006 in respect of which
notice is being given this day that the High Court of Justice of
England and Wales has directed that a Scheme Creditors Meeting of
DICEL be held on 28th day January 2016 at the offices of
FTI Consulting LLP, 200 Aldersgate, Aldersgate Street London EC1A
4HD commencing at 11 am (London time) to consider and, if thought
fit, to approve (with or without modification) the proposed Scheme of
Arrangement with its Scheme Creditors. Whilst the Scheme of
Arrangement will be promoted in parallel to the insurance business
transfer and it is intended that they will be heard together by the
Court, they are not interdependent. DICEL’s London Market
Reinsurance Business will be transferred to ANDIE (assuming the
transfer scheme to be sanctioned) whether or not the Scheme of
Arrangement is sanctioned.
A Scheme Report on the proposed transfer scheme has been
prepared by Mr Derek Newton, a Fellow of the Institute of Actuaries
with over 26 years’ experience and currently with the firm of actuaries
Milliman. The report concludes that no policyholder will be materially
adversely affected by the transfer. A copy of the full Scheme Report
and a statement setting out the terms of the Transfer Scheme and
containing a summary of the Scheme Report can be obtained free of
charge from the Aioi web site linked from:
www.aioinissaydowa.eu/en/home or, alternatively, from Toby
Wooldridge at PRO Global Insurance Solutions plc, Southgate House,
Southgate Street, Gloucester GL1 1UB, United Kingdom,
[email protected]
The proposed transfer will secure the continuation by or against
ANDIE of any legal proceedings (pending or threatened now or in the
future) by or against DICEL that relate to the transferred business. All
claims currently being dealt with by or on behalf of DICEL would, after
the proposed transfer, be handled by or on behalf of ANDIE including
the administration of the Scheme Claims which are the subject of the
proposed Scheme of Arrangement. Future claims arising under the
transferred policies would be similarly dealt with by or on behalf of
ANDIE.
After the proposed transfer, it is proposed that DICEL will be
dissolved by and subject to Order of the Court.
A helpline procedure has been established for any questions in
connection with the proposals, please contact Celia Stuart, Head of
Compliance, T: + 44 (0) 20 7367 1016, E:
[email protected]
Any person who considers that he would be adversely affected by the
carrying out of the scheme is entitled to make representations and
also to be heard by the Court pursuant to section 110 (b) of the
Financial Services and Markets Act 2000.
Written representations to the Company should be made either
directly to DICEL or ANDIE at their registered office 5th Floor, 11 Old
Jewry, London EC2R 8DU (FAO: Managing Director) or to DICEL’s
solicitors named below. Oral representations may be made to the
Company via the helpline number given above and will be logged.
Representations to the Court may be made in writing, by a legal
representative with standing to be heard by the Court or by attending
in person. Representations sent to DICEL or ANDIE or the Solicitors
will be communicated to the Court.
The application will be heard at 10.30 am on 16 March 2016 in the
Companies Court, Royal Courts of Justice, Strand, London WC2A
2LL.
Dated 18 November 2015
CityNet Law, Solicitors, Gallery 4, 12 Leadenhall Street, London EC3V
1LP.
Solicitors for DICEL
IN THE COURT OF SESSION SCOTLAND No. P1074 of
THE ROYAL BANK OF SCOTLAND PLC
— and —
BNP PARIBAS S.A.
NOTICE IS HEREBY GIVEN that, on 19 November 2015, the Court of
Session in Edinburgh pronounced an order (the “Order”) under Part
VII of the Financial Services and Markets Act 2000 (the “Act”), inter
alia:
1. Sanctioning, under section 111 of the Act, a banking business
transfer scheme (the “Scheme”), under which certain of the assets
and liabilities relating to the structured retail investor products and
equity derivatives (“IPED”) business of The Royal Bank of Scotland
plc (“RBS”) will be transferred to the London branch of BNP Paribas
S.A. (“BNPP SA”), immediately following which the Securities Issuer
Role (as defined in the Scheme) will be transferred from BNPP SA to
BNP Paribas Arbitrage Issuance B.V. (“BNPP IBV”) (together, the
“BNPP Entities”);
2. Transferring, under section 112(1)(a) of the Act, to BNPP SA, with
effect from the “Effective Date” (expected to be 00:01hrs. on 7
December 2015), that part of the undertaking, property and liabilities
to which the Scheme applies (defined in the Scheme as the
“Transferring Business”), which Order shall not become effective in
respect of any Residual Assets and Residual Liabilities of RBS (each
as defined in the Scheme) until the relevant Subsequent Transfer Date
(as defined in the Scheme);
3. Transferring, under section 112(1)(a) of the Act, to BNPP SA with
effect from the Relevant Date (as defined in the Scheme) all rights,
benefits, liabilities and obligations of RBS, which are respectively
defined in the Scheme as the “Transferring Assets” and the
“Transferring Liabilities”; and
4. Ordering, under sections 112(2)(a), 112(2)(c), 112(2A) and 112(2B) of
the Act, that the transfer shall be valid and binding on all persons
having an interest or right in any of the Transferring Assets or the
Transferring Liabilities, notwithstanding any restriction on transferring
or otherwise dealing with the same and that the transfer shall take
effect as if:
(a) there were no requirement to obtain the consent of any person;
and (b) there were no contravention or interference with any such
interest or right.
BNPP SA has entered into a Deed of Guarantee in connection with
the Scheme, and the BNPP Entities have entered into a Deed of
Irrevocable Offer in connection with the Scheme.
The Court has also accepted undertakings provided by the BNPP
Entities in connection with the Scheme, in particular an undertaking
provided by BNPP SA which applies to certain holders of IPED
deposits and provides certain withdrawal rights, and undertakings to
comply with the terms of the Deed of Guarantee and Deed of
Irrevocable Offer as if they were governed by Scots law.
Corporate insolvency
NOTICES OF DIVIDENDS
Copies of these documents and undertakings, as well as copies of a
document setting out the terms of the Scheme and a summary of
certain of its principal terms, are available, free of charge, at http://
investors.rbs.com/FSMA-transfer-IPED, on request by e-mailing:
[email protected], by contacting your regular RBS
contact person or from Pieter-Reinier Maat, Global Head of IPED
Client Management, The Royal Bank of Scotland, 135 Bishopsgate,
London EC2M 3UR, United Kingdom.
Copies of the Order are available on application to CMS Cameron
McKenna LLP at the address below.
Dated 19 November 2015
CMS Cameron
McKenna LLP
Saltire Court
20 Castle Terrace
Edinburgh
EH1 2EN
Solicitors to The Royal
Bank of Scotland plc
and BNP Paribas S.A.
Linklaters LLP
One Silk Street
London
EC2Y 8HQ
Solicitors to The
Royal Bank of
Scotland plc
Jones Day
21 Tudor Street
London
EC4Y 0DJ
Solicitors to BNPP
S.A.
INTERNATIONAL INSURANCE COMPANY OF HANNOVER SE
Notice is hereby given that International Insurance Company of
Hannover SE (IICH) has applied to the German Federal Financial
Supervisory Authority, Bundesanstalt für
Finanzdienstleistungsaufsicht, for its approval to the transfer of
certain business written through its establishment in the UK to
DARAG Deutsche Versicherungs- und Rückversicherungs-AG
(DARAG). The transfer will take place pursuant to section 14
Versicherungsaufsichtsgesetz VAG, following which DARAG shall be
solely responsible for discharging the obligations of IICH.
The business to be transferred is the UK and Irish motor (own
damages) and motor (third party liability) business underwritten by
IICH under its former name (International Insurance Company of
Hannover Limited) through XS Direct Insurance Brokers Limited in the
period from 1 April 2009 to 31 December 2013.
The Transfer will take effect after approval of the Bundesanstalt für
Finanzdienstleistungsaufsicht which is expected to be near the end of
2015. DARAG will then be the contractual partner. The insurance
cover will not be effected. All enquiries (including claims notifications)
relating to transferring policies should be addressed in English to
DARAG Deutsche Versicherungs- und Rückversicherungs-AG,
Hafenstraße 32, D-22880 Wedel, Phone +49 (0) 410370160, Fax + 49
(0) 41037016179. Transferring policyholders should be aware that to
the extend they are currently entitled to refer unresolved complaints
to the Financial Ombudsman Service, they will continue to be able to
do so after the transfer.
Written representations about this matter may be sent to DARAG to
arrive no later than 24 December 2015 by email to [email protected] or
by post at the following address: Hafenstraße 32, D-22880 Wedel,
Germany.
BRITAIN SECURITY LIMITED (IN LIQUIDATION)
Trading name or style: Britain Security Limited
Registered office: 1 Kings Avenue, Winchmore Hill, London N21 3NA
Principal trading address: 1506-1508 Coventry Road, Equipoint
Business Centre, Birmingham B25 8AD
Notice is hereby given that I intend to declare a first and final dividend
to unsecured creditors of the above named company within a period
of two months from the last date for proving.
Last date of proving: 31 December 2015
Creditors who have not already done so are required to send their
proofs of debt to the Liquidator on or before the last date for proving
and, if so requested, to provide further details or produce such
documentary or other evidence as may appear to the Liquidator to be
necessary.
Any creditor who fails to prove their debt on or before the last date for
proving will be excluded from the dividend.
Further Details: Kerry Milsome, [email protected], 020 8370 7250
Ninos Koumettou, IP number: 002240, Liquidator,
AlexanderLawsonJacobs, 1 Kings Avenue, Winchmore Hill, London
N21 3NA. Telephone no: 0208 370 7250. Date of Appointment: 20
May 2015
30 November 2015
HGH (VS) LIMITED
(Company Number 06407368)
8 Bradford Road, Guiseley, Leeds, LS20 8NH
Pursuant to section 719 of the Companies Act 2006 (“CA 2006) HGH
(VS) Limited (“Company”) hereby gives notice that:
• The Company has approved, by special resolution passed on 23
November 2015, a payment out of capital for the purpose of acquiring
376 of its own A ordinary shares of £1.00 each by purchase.
• The amount of the permissible capital payment (as defined in
section 710 of the CA 2006) for the shares in question is
£1,260,000.00.
• The directors’ statements and the auditors’ reports required by
section 714 of the CA 2006 are available for inspection at the
Company’s registered office: 8 Bradford Road, Guiseley, Leeds, LS20
8NH.
• Any creditor of the Company may at any time prior to 28
December 2015 apply to the court under section 721 of the CA 2006
for an order preventing the payment out of capital.
PETITION TO RESTORE DPOSL LIMITED TO THE REGISTER
On 26 November 2015, a Petition for an Order in terms of s1029 of
the Companies Act 2006 that the name of DPOSL Limited (Company
Number SC012461) be restored to the Register of Companies was
presented to the Court of Session by Cameron Shiels, 2 Thornwood
Avenue, Hawick, TD9 9RT, in which Petition Lord Woolman by
Interlocutor dated 26 November 2015, granted an Order for
intimation, service and advertisement of the Petition and appointed
any party claiming an interest to lodge Answers thereto at the Office
of Court, Court of Session, 2 Parliament Square, Edinburgh, EH1 1RQ
within a reduced period of three days after such intimation, service or
advertisement, all of which notice is hereby given.
Brodies LLP, 2 Blythswood Square, Glasgow, G2 4AD. Solicitors for
Petitioner
25 November 2015
In the HIGH COURT OF JUSTICE, CHANCERY DIVISION,
COMPANIES COURT
Action No: CR-2015-008882
IN THE MATTER OF A JOINT APPLICATION
BY DOWA INSURANCE COMPANY (EUROPE) LIMITED (Company
No 01235550)
AND AIOI NISSAY DOWA INSURANCE COMPANY OF EUROPE
LIMITED (Company No 05046406)
AND IN THE MATTER OF: THE FINANCIAL SERVICES AND
MARKETS ACT 2000
NOTICE of joint application pursuant to section 107 (1) of the
Financial Services and Markets Act 2000
Transfer of Insurance Business
NOTICE IS HEREBY GIVEN that Aioi Nissay Dowa Insurance
Company of Europe Limited (“ANDIE”) and Dowa Insurance
Company (Europe) Limited (“DICEL”) jointly applied to the High
Court of England and Wales on 17 November 2015, pursuant to
section 107 (1) of the Financial Services and Markets Act 2000
(“FSMA”), for an Order sanctioning the transfer to ANDIE of the
entirety of the insurance and reinsurance business written, assumed
or acquired by DICEL and for the subsequent dissolution without
winding up of DICEL. It is also intended that any reinsurance
protections and guarantees attached to the business will also be
transferred, pursuant to section 112 of FSMA.
The business to be transferred represents all of DICEL’s insurance
and reinsurance business (all categories) including all the contracts of
insurance and reinsurance policies underwritten, assumed or
otherwise acquired by DICEL. DICEL was incorporated on
28 November 1975 under the name of Dowa Insurance Company
(U.K.) Limited and is registered with company number 1235550 and
FCA registration number 202115. DICEL changed its name once with
effect from 7 July 1992. For many years DICEL operated from a
registered office at 9-13 Fenchurch Buildings, London EC3M 5HR.
The registered office was changed to its current address at 5th Floor,
11 Old Jewry, London EC2R 8DU with effect from 27 August 2010.
The business to be transferred will include DICEL’s London Market
Reinsurance Business which is the subject of a proposed Scheme of
Arrangement under Part 26 Companies Act 2006 in respect of which
notice is being given this day that the High Court of Justice of
England and Wales has directed that a Scheme Creditors Meeting of
DICEL be held on 28th day January 2016 at the offices of
FTI Consulting LLP, 200 Aldersgate, Aldersgate Street London EC1A
4HD commencing at 11 am (London time) to consider and, if thought
fit, to approve (with or without modification) the proposed Scheme of
Arrangement with its Scheme Creditors. Whilst the Scheme of
Arrangement will be promoted in parallel to the insurance business
transfer and it is intended that they will be heard together by the
Court, they are not interdependent. DICEL’s London Market
Reinsurance Business will be transferred to ANDIE (assuming the
transfer scheme to be sanctioned) whether or not the Scheme of
Arrangement is sanctioned.
A Scheme Report on the proposed transfer scheme has been
prepared by Mr Derek Newton, a Fellow of the Institute of Actuaries
with over 26 years’ experience and currently with the firm of actuaries
Milliman. The report concludes that no policyholder will be materially
adversely affected by the transfer. A copy of the full Scheme Report
and a statement setting out the terms of the Transfer Scheme and
containing a summary of the Scheme Report can be obtained free of
charge from the Aioi web site linked from:
www.aioinissaydowa.eu/en/home or, alternatively, from Toby
Wooldridge at PRO Global Insurance Solutions plc, Southgate House,
Southgate Street, Gloucester GL1 1UB, United Kingdom,
[email protected]
The proposed transfer will secure the continuation by or against
ANDIE of any legal proceedings (pending or threatened now or in the
future) by or against DICEL that relate to the transferred business. All
claims currently being dealt with by or on behalf of DICEL would, after
the proposed transfer, be handled by or on behalf of ANDIE including
the administration of the Scheme Claims which are the subject of the
proposed Scheme of Arrangement. Future claims arising under the
transferred policies would be similarly dealt with by or on behalf of
ANDIE.
After the proposed transfer, it is proposed that DICEL will be
dissolved by and subject to Order of the Court.
A helpline procedure has been established for any questions in
connection with the proposals, please contact Celia Stuart, Head of
Compliance, T: + 44 (0) 20 7367 1016, E:
[email protected]
Any person who considers that he would be adversely affected by the
carrying out of the scheme is entitled to make representations and
also to be heard by the Court pursuant to section 110 (b) of the
Financial Services and Markets Act 2000.
Written representations to the Company should be made either
directly to DICEL or ANDIE at their registered office 5th Floor, 11 Old
Jewry, London EC2R 8DU (FAO: Managing Director) or to DICEL’s
solicitors named below. Oral representations may be made to the
Company via the helpline number given above and will be logged.
Representations to the Court may be made in writing, by a legal
representative with standing to be heard by the Court or by attending
in person. Representations sent to DICEL or ANDIE or the Solicitors
will be communicated to the Court.
The application will be heard at 10.30 am on 16 March 2016 in the
Companies Court, Royal Courts of Justice, Strand, London WC2A
2LL.
Dated 18 November 2015
CityNet Law, Solicitors, Gallery 4, 12 Leadenhall Street, London EC3V
1LP.
Solicitors for DICEL
IN THE HIGH COURT OF JUSTICE, CHANCERY DIVISION,
COMPANIES COURT
Action No: CR-2015-008882
IN THE MATTER OF A JOINT APPLICATION
BY DOWA INSURANCE COMPANY (EUROPE) LIMITED (Company
No 01235550)
AND AIOI NISSAY DOWA INSURANCE COMPANY OF EUROPE
26 November 2015
TAKEOVERS, TRANSFERS & MERGERS
Corporate insolvency
NOTICES OF DIVIDENDS
COMPANIES ACT 2006- UNREGISTERED COMPANIES
Notice is hereby given, pursuant to Section 1064 and Section 1077 of
the Companies Act 2006 as applied to unregistered companies by the
Unregistered Companies Regulations 2009, that in respect of the
undermentioned companies, documents of the following description
were received by me on the dates indicated.
Company
Number
Company Name Documen
t Type
Date of
Receipt
ZC187 SUTTON HARBOUR
COMPANY
Accounts 30/10/15
Tim Moss
Chief Executive & Registrar of Companies
Companies House, Crown Way, Cardiff CF14 3UZ
IN THE HIGH COURT OF JUSTICE, CHANCERY DIVISION,
COMPANIES COURT
Action No: CR-2015-008882
IN THE MATTER OF A JOINT APPLICATION
BY DOWA INSURANCE COMPANY (EUROPE) LIMITED (Company
No 01235550)
AND AIOI NISSAY DOWA INSURANCE COMPANY OF EUROPE
LIMITED (Company No 05046406)
AND IN THE MATTER OF: THE FINANCIAL SERVICES AND
MARKETS ACT 2000
NOTICE of joint application pursuant to section 107 (1) of the
Financial Services and Markets Act 2000
Transfer of Insurance Business
NOTICE IS HEREBY GIVEN that Aioi Nissay Dowa Insurance
Company of Europe Limited (“ANDIE”) and Dowa Insurance
Company (Europe) Limited (“DICEL”) jointly applied to the High
Court of England and Wales on 17 November 2015, pursuant to
section 107 (1) of the Financial Services and Markets Act 2000
(“FSMA”), for an Order sanctioning the transfer to ANDIE of the
entirety of the insurance and reinsurance business written, assumed
or acquired by DICEL and for the subsequent dissolution without
winding up of DICEL. It is also intended that any reinsurance
protections and guarantees attached to the business will also be
transferred, pursuant to section 112 of FSMA.
The business to be transferred represents all of DICEL’s insurance
and reinsurance business (all categories) including all the contracts of
insurance and reinsurance policies underwritten, assumed or
otherwise acquired by DICEL. DICEL was incorporated on
28 November 1975 under the name of Dowa Insurance Company
(U.K.) Limited and is registered with company number 1235550 and
FCA registration number 202115. DICEL changed its name once with
effect from 7 July 1992. For many years DICEL operated from a
registered office at 9-13 Fenchurch Buildings, London EC3M 5HR.
The registered office was changed to its current address at 5th Floor,
11 Old Jewry, London EC2R 8DU with effect from 27 August 2010.
The business to be transferred will include DICEL’s London Market
Reinsurance Business which is the subject of a proposed Scheme of
Arrangement under Part 26 Companies Act 2006 in respect of which
notice is being given this day that the High Court of Justice of
England and Wales has directed that a Scheme Creditors Meeting of
DICEL be held on 28th day January 2016 at the offices of
FTI Consulting LLP, 200 Aldersgate, Aldersgate Street London EC1A
4HD commencing at 11 am (London time) to consider and, if thought
fit, to approve (with or without modification) the proposed Scheme of
Arrangement with its Scheme Creditors. Whilst the Scheme of
Arrangement will be promoted in parallel to the insurance business
transfer and it is intended that they will be heard together by the
Court, they are not interdependent. DICEL’s London Market
Reinsurance Business will be transferred to ANDIE (assuming the
transfer scheme to be sanctioned) whether or not the Scheme of
Arrangement is sanctioned.
A Scheme Report on the proposed transfer scheme has been
prepared by Mr Derek Newton, a Fellow of the Institute of Actuaries
with over 26 years’ experience and currently with the firm of actuaries
Milliman. The report concludes that no policyholder will be materially
adversely affected by the transfer. A copy of the full Scheme Report
and a statement setting out the terms of the Transfer Scheme and
containing a summary of the Scheme Report can be obtained free of
charge from the Aioi web site linked from:
www.aioinissaydowa.eu/en/home or, alternatively, from Toby
Wooldridge at PRO Global Insurance Solutions plc, Southgate House,
Southgate Street, Gloucester GL1 1UB, United Kingdom,
[email protected]
The proposed transfer will secure the continuation by or against
ANDIE of any legal proceedings (pending or threatened now or in the
future) by or against DICEL that relate to the transferred business. All
claims currently being dealt with by or on behalf of DICEL would, after
the proposed transfer, be handled by or on behalf of ANDIE including
the administration of the Scheme Claims which are the subject of the
proposed Scheme of Arrangement. Future claims arising under the
transferred policies would be similarly dealt with by or on behalf of
ANDIE.
After the proposed transfer, it is proposed that DICEL will be
dissolved by and subject to Order of the Court.
A helpline procedure has been established for any questions in
connection with the proposals, please contact Celia Stuart, Head of
Compliance, T: + 44 (0) 20 7367 1016, E:
[email protected]
Any person who considers that he would be adversely affected by the
carrying out of the scheme is entitled to make representations and
also to be heard by the Court pursuant to section 110 (b) of the
Financial Services and Markets Act 2000.
Written representations to the Company should be made either
directly to DICEL or ANDIE at their registered office 5th Floor, 11 Old
Jewry, London EC2R 8DU (FAO: Managing Director) or to DICEL’s
solicitors named below. Oral representations may be made to the
Company via the helpline number given above and will be logged.
Representations to the Court may be made in writing, by a legal
representative with standing to be heard by the Court or by attending
in person. Representations sent to DICEL or ANDIE or the Solicitors
will be communicated to the Court.
The application will be heard at 10.30 am on 16 March 2016 in the
Companies Court, Royal Courts of Justice, Strand, London WC2A
2LL.
Dated 18 November 2015
CityNet Law, Solicitors, Gallery 4, 12 Leadenhall Street, London EC3V
1LP.
Solicitors for DICEL
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