Variable Capital Companies Act 2018 · 2020 Revised Edition · Part 9 · Investigations
116. Procedure and powers of inspector
Feedback & supportSection 236 of the Companies Act 1967 applies in relation to an investigation of the affairs of a VCC under this Part as it applies in relation to an investigation of the affairs of a company under Part 9 of that Act, subject to section 5 and the following modifications:
VCC
“VCC” or “variable capital company” means a body corporate incorporated as such under this Act;
a reference in section 236(1) and (4A) of the Companies Act 1967 to a corporation which is or has at any relevant time been deemed to be or to have been related to the company by virtue of section 6 of that Act, is to the VCC’s related corporation;
corporation
“corporation” has the meaning given by section 4(1) of the Companies Act 1967 and (to avoid doubt) includes a VCC;
subject to paragraph (c), a reference in section 236 of the Companies Act 1967 to an officer or agent of a corporation whose affairs are being investigated is to an officer or agent of the VCC or the VCC’s related corporation;
officer
“officer”, in relation to a VCC or other corporation, includes —(a)any director or secretary of the corporation or a person employed in an executive capacity by the corporation;(b)a receiver and manager of any part of the undertaking of the corporation appointed under a power contained in any instrument; and(c)any liquidator of the corporation (being a VCC or company) appointed in a voluntary winding up,but does not include —(d)any receiver who is not also a manager;(e)any receiver and manager appointed by the Court;(f)any liquidator appointed by the Court or by the creditors; or(g)a judicial manager appointed by the Court under Part 8A of the Companies Act 1967 (if applicable);
a reference in section 236(3) of the Companies Act 1967 to an officer or agent of a corporation is to —
an officer or agent of the VCC or of the VCC’s related corporation as defined in section 110(3) or (4) (as the case may be) that is an individual;
an officer of the manager of the VCC, or of the manager of the VCC’s related corporation (being also a VCC);
manager
“manager”, in relation to a VCC, means the manager appointed by the VCC to manage its property or to operate the collective investment scheme or schemes that comprise the VCC;
an officer of the custodian of the VCC, or of the custodian of the VCC’s related corporation (if the VCC or related corporation is a non‑umbrella VCC);
an officer of the custodian of a sub‑fund of the VCC, or of the custodian of a sub‑fund of the VCC’s related corporation (if the VCC or related corporation is an umbrella VCC);
umbrella VCC
“umbrella VCC” means a VCC the constitution of which provides that it consists of, or is to consist of, 2 or more collective investment schemes, or words to that effect;
a reference in section 236(4A) and (5) of the Companies Act 1967 to a director or past director of the company or the corporation whose affairs are being investigated, is to a person who is or was —
director
“director” has the meaning given by section 4(1) of the Companies Act 1967;
a director of the VCC or the VCC’s related corporation;
the manager of the VCC or of the VCC’s related corporation (being also a VCC); or
the custodian of the VCC (being a non-umbrella VCC) or of the VCC’s related corporation (being also a non-umbrella VCC).