Airports Act 1986
Airports Act 1986
1986 CHAPTER 31
An Act to provide for the dissolution of the British Airports Authority and the vesting of its property, rights and liabilities in a company nominated by the Secretary of State; to provide for the reorganisation of other airport undertakings in the public sector; to provide for the regulation of the use of airports and for the imposition of economic controls at certain airports; to make other amendments of the law relating to airports; to make provision with respect to the control of capital expenditure by local authority airport undertakings; and for connected purposes.
[8th July 1986]
Be it enacted by the Queen's most Excellent Majesty, by and with the advice and consent of the Lords Spiritual and Temporal, and Commons, in this present Parliament assembled, and by the authority of the same, as follows:—
Part I
Transfer of Undertaking of British Airports Authority
Preliminary
1 Power to direct reorganisation of BAA's undertaking prior to appointed day.
(1) If the Secretary of State so directs at any time before the day appointed under section 2(1), the BAA shall, before the end of such period as the Secretary of State may specify in his direction, submit to the Secretary of State for his approval written proposals for the carrying on of any of the activities of the BAA by such companies as may be nominated by it in the proposals.
(2) Any company so nominated shall be a company limited by shares and registered under the Companies Act 1985 ; and any proposals submitted to the Secretary of State under this section shall include a copy of the memorandum and articles of association of each of the companies so nominated.
(3) The Secretary of State may approve any such proposals either without modifications or with such modifications as, after consulting the BAA, he thinks fit; and where the Secretary of State approves them with modifications the BAA shall, before such date as the Secretary of State may, in giving his approval, specify—
(a ) secure that such alterations are made to the memorandum and articles of association of any nominated company, or
(b ) form such company or companies to carry on any of the activities of the BAA,
as may be necessary to give effect to those modifications.
(4) Any company so formed shall be a company limited by shares and registered under the Companies Act 1985.
(5) Together with the proposals submitted to the Secretary of State under this section the BAA shall submit to the Secretary of State for his approval a scheme providing, in the case of each of the nominated companies, for the transfer to that company of any property, rights or liabilities of the BAA relevant to the carrying on of any activities which the BAA has power to carry on and which are within the scope of the objects of that company.
(6) A scheme under this section shall not come into force until it has been approved by the Secretary of State or until such date as the Secretary of State may, in giving his approval, specify, and the Secretary of State may approve any such scheme either without modifications or with such modifications as, after consulting the BAA, he thinks fit.
(7) Any such modifications may, in particular, provide for property, rights or liabilities of the BAA to be transferred to any company required to be formed in pursuance of subsection (3)(b ).
(8) On the coming into force of a scheme under this section the property, rights and liabilities affected by the scheme shall, subject to section 75(3), be transferred and vest in accordance with the scheme.
(9) If such a scheme has not come into force before the day appointed under section 2(1), any direction, proposals, scheme or approval previously given or made under this section shall cease to have effect.
Dissolution of BAA and vesting of its property etc. in a successor company
2 Dissolution of BAA and vesting of its property etc. in a successor company.
(1) On such day as the Secretary of State may by order appoint—
(a ) the BAA shall cease to exist; and
(b ) (subject to section 3) all the property, rights and liabilities to which the BAA was entitled or subject immediately before that day shall become by virtue of this section property, rights and liabilities of a company nominated for the purposes of this section by the Secretary of State;
and references in this Act to the appointed day or to the successor company are references to the day so appointed or to the company so nominated respectively.
(2) The Secretary of State may, after consulting the BAA, by order nominate for the purposes of this section any company formed and registered under the Companies Act 1985 ; but on the appointed day the company in question must be a company limited by shares which is wholly owned by the Crown.
(3) References in this Act to property, rights and liabilities of the BAA are references to all such property, rights and liabilities, whether or not capable of being transferred or assigned by the BAA.
(4) In the House of Commons Disqualification Act 1975 , in Part III of Schedule 1 (other disqualifying offices) there shall be inserted at the appropriate place—
‘Director of the successor company (within the meaning of the Airports Act 1986) being a director nominated or appointed by a Minister of the Crown or by a person acting on behalf of the Crown’;
and the like insertion shall be made in Part III of Schedule 1 to the Northern Ireland Assembly Disqualification Act 1975 .
(5) An order under this section appointing a day under subsection (1) or nominating any company for the purposes of this section may be varied or revoked by a subsequent order at any time before any property, rights or liabilities vest in any company by virtue of this section.
3 Cancellation of liabilities of BAA to the Secretary of State.
(1) Subject to subsections (2) and (3), any liability of the BAA to the Secretary of State—
(a ) in respect of the BAA's commencing capital debt, or
(b ) in respect of loans made, or having effect as if made, under section 6 of the 1975 Act (Government loans to BAA),
shall be extinguished immediately before the appointed day; and the assets of the National Loans Fund shall be reduced accordingly.
(2) Subsection (1)(a ) shall not operate to extinguish any liability of the BAA under section 4 of the 1975 Act (commencing capital debt of the BAA)—
(a ) to repay any part of the principal of its commencing capital debt which falls due for repayment before the appointed day, or
(b ) to pay interest on its commencing capital debt in respect of a period falling before that day.
(3) Subsection (1)(b ) shall not operate to extinguish any liability of the BAA under section 6 of the 1975 Act—
(a ) to repay any part of the principal of any such loan as is referred to in subsection (1)(b ) which falls due for repayment before the appointed day, or
(b ) to pay interest on any such loan in respect of a period falling before that day.
(4) References in this section to the BAA's commencing capital debt are references to the debt referred to in section 4(1) of the 1975 Act.
4 Initial Government holding in the successor company.
(1) As a consequence of the vesting in the successor company by virtue of section 2 of property, rights and liabilities of the BAA, the successor company shall issue such securities of the company as the Secretary of State may from time to time direct—
(a ) to the Treasury or the Secretary of State; or
(b ) to any person entitled to require the issue of the securities following their initial allotment to the Treasury or the Secretary of State.
(2) The Secretary of State shall not give a direction under subsection (1) at a time when the successor company has ceased to be wholly owned by the Crown.
(3) Securities required to be issued in pursuance of this section shall be issued or allotted at such time or times and on such terms (as to allotment) as the Secretary of State may direct.
(4) Shares issued in pursuance of this section—
(a ) shall be of such nominal value as the Secretary of State may direct; and
(b ) shall be issued as fully paid and treated for the purposes of the Companies Act 1985 as if they had been paid up by virtue of the payment to the successor company of their nominal value in cash.
(5) The Secretary of State may not exercise any power conferred on him by this section, or dispose of any securities issued or of any rights to securities initially allotted to him in pursuance of this section, without the consent of the Treasury.
(6) Any dividends or other sums received by the Treasury or the Secretary of State in right of, or on the disposal of, any securities or rights acquired by virtue of this section shall be paid into the Consolidated Fund.
5 Government investment in securities of the successor company.
(1) Subject to section 7(5), the Treasury or, with the consent of the Treasury, the Secretary of State may at any time, acquire—
(a ) securities of the successor company; or
(b ) rights to subscribe for any such securities.
(2) The Secretary of State may not dispose of any...
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