Reliance National Insurance Company (Europe) Limited (the “Company”)
Sanction Hearing Wednesday 19 March 2025
The Court hearing to sanction the Company’s proposed scheme of arrangement took place on 19 March 2025 before Mr. Justice Richards. Following the Company's submissions, Mr. Justice Richards sanctioned the Scheme, and produced a sealed order on 21 March 2025 which was filed the same day with the English Registrar of Companies. Consequently, the Effective Date of the Scheme is 21 March 2025, and the Claims Deadline as set out in the Scheme is Monday 22 September 2025.
A copy of the Sealed Order is available to download below.
All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk
Reliance National Insurance Company (Europe) Limited (the “Company”)
Sanction Hearing 10.30 am (London time) Wednesday 19 March 2025
The Court hearing at which the Company will ask the Court to sanction the Company’s proposed scheme of arrangement has been listed to be heard tomorrow, 19 March 2025 at 10.30 am (London time), at Court 2, 7 Rolls Building, Fetter Lane, London EC4A 1NL (the “Court Hearing”) before Mr. Justice Richards.
Any person that has requested remote access to the Court Hearing should receive the link to the Court Hearing directly from the Court this afternoon.
All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk
Adjourned Scheme Meeting to be held on 4th March 2025 at 10.00 am (London time)
The Company held a Scheme Meeting on Monday 24th February 2025 at which formal votes were taken by policyholders on whether or not to approve the proposed scheme. After the voting stage of the meeting was completed, the Chairman adjourned the meeting, and it is now rescheduled for Tuesday 4th March 2025 at 10.00 am (London time). The purpose of this short adjournment is to enable the Chairman to report on the advice that the Company has received to confirm that the Company has correctly followed the procedures as set out in the Scheme.
The Company hereby notifies Policyholders that the Scheme Meeting will be recommenced at 10.00 a.m. (London time) on 4th March 2025 virtually via an electronic system with teleconferencing facilities.
Since the voting stage of the meeting has already been completed, no voting will take place at the recommenced meeting. Details of how to attend the Scheme Meeting shall be given to those Policyholders who pre-registered to attend any previous Scheme Meeting and to those who haven’t previously pre-registered but who do so before 5.00 pm (London time) on 28th February 2025.
The company has reviewed the votes taken at the meeting and can confirm that a majority of policyholders voted in favour of the proposed scheme. In addition, on the basis of the company’s records the requisite 75% majority by value of votes has also been achieved. The scheme allows for the Chairman to utilise an Independent Vote Assessor under certain criteria, and the Company’s own assessment is that these criteria are likely to have been met. Once the meeting has closed on Tuesday 4th March 2025, the Company intends to meet with the Chairman to discuss the outcome of the meeting and confirm the next steps. If the chairman does decide that the Independent Vote Assessor is required, he will not be able to formally announce the outcome of the scheme meeting until that process has completed. The Company does hope to have the process completed in time to meet the proposed Sanction Hearing date for the scheme of 19 March 2025.
Please visit our Scheme Notice page for more information. All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk.
Further to our update yesterday, it is the Company's view that further time is required to address the issues that have been raised in respect of the Scheme Meeting. Accordingly, today’s Reconvened Scheme Meeting will be postponed for a short period not expected to be longer than seven days, but failing that as soon as practicable thereafter, and the new date will be announced as soon possible.
All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk.
Reliance Scheme Meeting – Adjournment to 10.30 am (London time) Thursday 27 February 2025
The meeting of policyholders to consider the scheme of arrangement proposal of Reliance National Insurance Company (Europe) Limited (“RNICE” or “the Company”) was reopened on 10.00 am on 24 February 2025. After making opening remarks regarding the Scheme and taking questions on the Scheme from the participants in the meeting, the Chair put the resolution to approve the Scheme to the vote. The outcome of that vote is subject to final confirmation by the Chair and will be announced to Policyholders once so confirmed.
Following further questions from certain participants in the Scheme Meeting as to whether the procedures for valuing the votes cast at the Scheme Meeting (as described in the Explanatory Statement) had been adequately followed, the Chair agreed to further adjourn the Scheme Meeting in order to consider such matters. Having considered such matters, the Chair will reopen the Scheme Meeting at 10.30 am (London time) on Thursday 27 February 2025 (the "Reconvened Scheme Meeting") to explain his determinations on this issue. Details of how to attend the Reconvened Scheme Meeting shall be given to those Policyholders who pre-registered to attend any previous Scheme Meeting and to those who haven’t previously pre-registered but who do so before 5.00 p.m. on 26 February 2025. Anyone wishing to join this Reconvened Scheme Meeting is encouraged to contact RNICEScheme@Premiare.ukin order to obtain the details for joining the Reconvened Scheme Meeting.
All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk.
Scheme of Arrangement - Update
Introduction
1. This notice provides Policyholders with an update in respect of the Company’s proposed scheme of arrangement, the full terms of which are set out in the Scheme Document available here:
https://reliance-national-insurance-company-europe.co.uk/scheme-documentation
2. Capitalised terms used but not defined in this letter have the meanings given to them in the Scheme Documents.
Adjourned Scheme Meeting to be held on 24 February 2025 at 10am (London time)
3. The Company notified Policyholders by publishing notices on the Scheme Website on 1 July 2024, 17 September 2024 and 11 October 2024 that the Scheme Meeting had been adjourned. The Company explained that the reason for the adjournments was to enable the Company's directors to meet with certain Policyholders, and to provide Policyholders additional time to complete their evaluation of the terms of the Scheme.
4. The Company hereby notifies Policyholders that the Scheme Meeting will be held at 10.00 a.m. (London time) on 24 February 2025 virtually via an electronic system with teleconferencing facilities.
5. All Policyholders, whether or not they intend to attend the Scheme Meeting are asked to vote on the Scheme by completing a Voting Form and returning it to the Company, c/o Premia UK Services Company Ltd, 2 Minster Court, Mincing Lane, London, EC3R 7BB by 5.00 p.m. (London time) on 20 February 2025. Voting Forms are available from https://reliance-national-insurance-company-europe.co.uk/. Details of how to attend the Scheme Meeting shall be given to those Policyholders who pre-registered to attend any previous Scheme Meeting and to those who haven’t previously pre-registered but who do so before 5.00 p.m. on 20 February 2025.
6. A Policyholder who is unable to attend the Scheme Meeting may appoint the Chair of the Scheme Meeting or another person to attend the Scheme Meeting as their representative and vote on the Scheme.
7. Each person attending the Scheme Meeting will be required to register their attendance by 5.00 p.m. (London time) on 20 February 2025 via email to RNICEScheme@Premiare.uk.
Updated timeline
8. The Scheme is approved by Policyholders if more than 50% in number, representing at least 75% in value of Policyholders voting, vote for it. If enough Policyholders vote in favour of the Scheme, the Company will ask the English Court to approve the Scheme at the Second Court Hearing that is expected to take place on 19 March 2025.
9. If the English Court approves the Scheme, the Scheme will become effective and the Company will inform Policyholders of the Claims Deadline within 21 days. The Claims Deadline is estimated to be on or around 20 September 2025.
10. The Company estimates that Policyholders with Ascertained Scheme Claims will start to receive payments by January 2026. Please see Exhibit A* (Updated timeline of events) below for a summary of the key dates in relation to the Scheme.
Company's financial position
11. The Company has continued to review its cashflow, reserves, projections and financial statements since the circulation of the Explanatory Statement to Policyholders on 17 May 2024. The Company confirms that, as at the date of this notice, it remains of the view that:
(a) based on the Company's current estimates, it expects that there will be sufficient Scheme Assets to pay Policyholders in full for their Ascertained Scheme Claims. However, the Company's ultimate financial position remains uncertain and where there are insufficient Scheme Assets to pay Ascertained Scheme Claims in full, the Company will use reasonable endeavours to ensure that Ascertained Scheme Claims will be paid proportionately;
(b) the amounts Policyholders are expected to receive under the Scheme will be greater than if the Company were to enter into insolvent Administration proceedings; and
(c) if the Scheme does not go ahead, the Company will enter into insolvent Administration proceedings in England shortly.
Yours faithfully
Reliance National Insurance Company (Europe) Limited
*Refer to download at top of page for Exhibit A
All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk.
Reliance Scheme Meeting – Postponement of meeting previously set for Monday 14 October 2024
New meeting date to be confirmed in due course
The meeting of policyholders set for Monday 14 October at 10am London time has been postponed to a date to be confirmed in due course. The meeting was to consider the scheme of arrangement proposal of Reliance National Insurance Company (Europe) Limited (“RNICE” or “the Company”).
The postponement has been requested by a number of creditors of the Company who have asked for more time to consider the scheme of arrangement proposal and enable their recommendation to be approved internally in their respective operations. The Board of RNICE recognises that creditors are unlikely to be familiar with UK schemes of arrangement and are mainly publicly owned, and has approved providing the additional time to complete their evaluations of the scheme proposal.
The Board hopes to announce a new meeting date shortly. It expects that the meeting will take place in November and confirms that creditors will be provided with at least seven days’ notice of the new meeting date by PEC email and by notice on the Company’s website.
All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk.
Reliance Scheme Meeting – Adjournment to Monday 14 October 2024
The adjourned meeting of policyholders to consider the scheme of arrangement proposal of Reliance National Insurance Company (Europe) Limited (“RNICE” or “the Company”) was briefly opened and then adjourned again on Monday 16 September 2024. The chairman proposed a new meeting date of 11 October 2024 but following discussion with certain scheme creditors this has been put back to Monday 14 October 2024 at 10 am London time.
The reason for the adjournment is to enable the Company’s directors to evaluate, as best as they are able to, if it is likely that there will be sufficient support for its scheme of arrangement proposal to enable it to be successfully implemented, as well as to give some scheme creditors the additional time that they have requested to complete their evaluation of the scheme proposal.
All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk.
Reliance Scheme Meeting – Adjournment to Monday 16 September 2024
The meeting of policyholders to consider the scheme of arrangement proposal of Reliance National Insurance Company (Europe) Limited (“RNICE” or “the Company”) was briefly opened and then adjourned on Friday 28 June 2024 until 16 September 2024 at 10.00 am London time.
The reason for the adjournment is to enable the Company’s directors to meet with certain key creditors of RNICE, so as to establish if the scheme of arrangement proposal remains viable or in the alternate if the Company should be put into Administration.
All queries arising from this notice should be addressed to RNICEScheme@Premiare.uk.
We refer to the Practice Statement Letter dated 15 April 2024, in which we informed Policyholders that Reliance National Insurance Company (Europe) Limited (the Company) intends to propose a scheme of arrangement under Part 26 of the Companies Act 2006 (the Scheme).
At a Court hearing held on 13 May 2024, at 2.00 p.m. (the Convening Hearing), the Company applied to the English Court for permission to hold a meeting of relevant Policyholders to consider and vote upon the proposed Scheme (the Scheme Meeting). The Company's request was granted by an order of the Court dated 15 May 2024. A copy of that order is available to download at https://reliance-national-insurance-company-europe.co.uk.
The Scheme Meeting is scheduled to take place, virtually, on 28 June 2024 at 10.00 a.m. London time. If there is any change to that date or time, the Company will notify Policyholders.
The full terms of the Scheme (and a statement explaining it) are now available to download. The Scheme Document comprises:
(a) Section I – The Explanatory Statement in respect of the Scheme (page 6). Part A: Letter to Policyholders contains a summary of the proposed Scheme, although Policyholders are encouraged to read the Scheme Document in its entirety;
(b) Section II - The contractual terms of the Scheme (page 79);
(c) Section III – Notice of the Scheme Meeting (page 128);
(d) Section IV – Voting Form (page 129); and,
(e) Section V – Claim Form (page 140).
For ease of reference, each section is also separately available to download.
All Policyholders, whether or not they intend to attend at the Scheme Meeting are asked to vote on the Scheme by completing a Voting Form and returning it to the Company, c/o Premia UK Services Company Ltd, 2 Minster Court, Mincing Lane, London, EC3R 7BB by 5.00 p.m. (London time) on 25 June 2024. The Company will also accept Voting Forms by email to RNICEScheme@Premiare.uk.
Further information regarding the arrangements for voting is set out in Part F: Arrangements for Voting of the Explanatory Statement on page 62 of the Scheme Document. Details of how to attend the Scheme Meeting shall be given to Policyholders who pre-register to the attend the Scheme Meeting shortly before the Scheme Meeting.
A Policyholder who is unable to attend the Scheme Meeting may appoint the Chair of the Scheme Meeting or another person to attend the Scheme Meeting as their representative and vote on the Scheme.
Each person attending the Scheme Meeting will be required to register their attendance before the Scheme Meeting starts. Registration will commence at 9.00 a.m. (London time) on 28 June 2024.
The Company recommends that Policyholders vote for the Scheme. The Company believes that the Scheme is the best option for Policyholders because the Scheme provides the best chance to maximise the amount that is available to pay to Policyholders and increase the likelihood that all Policyholders will receive full value for their relevant claims.
TIMELINE FOR THE SCHEME AND NEXT STEPS:
28 June 2024 - Scheme Meeting and vote
Policyholders will have an opportunity to discuss the Scheme with the Company and other Policyholders and vote on the Scheme at the Scheme Meeting. The meeting will take place virtually. The Scheme will be approved if over 50% by number and 75% or more by value, of Policyholders who vote, vote in favour of the Scheme.
22 July 2024 - Second court hearing (Sanction Hearing)
If enough Policyholders vote in favour of the Scheme at the Scheme Meeting, the Company will ask the Court to approve the Scheme at a second Court hearing. Policyholders can attend this hearing.
23 July 2024 (exact date to be confirmed) - Effective Date
This is the date that the Scheme becomes effective. If the English Court approves the Scheme, the Company expects the Scheme to become effective shortly after the Sanction Hearing. The Company will let Policyholders know the exact Effective Date if the Scheme is approved by the English Court.
23 January 2025 (exact date to be confirmed) - Claims Deadline
This is the deadline for Policyholders to submit claims in the Scheme. The Claims Deadline will be six months from the Effective Date. After the Claims Deadline, no further claims can be submitted into the Scheme. The Company will let Policyholders know the exact Effective Date if the Scheme is approved by the English Court.
PAYMENT OF SCHEME CLAIMS
The payment of Scheme Claims is currently paused and has been since 15 April 2024 (when we started the formal process of the Scheme) to ensure that all Policyholders are treated equally. Payment of Scheme Claims will not resume until the Scheme is effective and the likely quantum of claims is known with reasonable certainty. The Company expects to start to make payments to Policyholders by May 2025 and for all payments in respect of "ascertained" Scheme claims to be made by December 2025.
CONTACT
If you have any questions regarding the Scheme, the Scheme Meeting or voting, you may email the Company at RNICEScheme@Premiare.uk.