The Pensions Regulator secures protections for Northern Foods Pension Scheme

The Pensions Regulator (TPR) has published a regulatory intervention report confirming a support package to safeguard the benefits of more than 13,000 members of the Northern Foods Pension Scheme (NFPS). Following concerns that corporate restructuring had weakened the scheme’s support, TPR stated that “a package has been agreed to strengthen support for the pension scheme and help it to achieve self-sufficiency over the next decade.”

In addition to TPR's ongoing function of working collaboratively with trustees, employers, and associated entities, the regulator intervention here has secured a strong covenant and a realistic path to self-sufficiency for NFPS. 

The intervention underscores the regulator’s commitment to protecting member benefits and ensuring schemes receive fair treatment during corporate restructuring. It continues to show how TPR intervention is an important part of the Regulator's regulatory role. 

Background

Northern Foods Limited (NFL) was acquired by Boparan Holdings Limited (BHL) in 2011, a private company which also owned food processing businesses.

Between 2018 and 2020, trading businesses owned by NFL (then part of the Boparan group) were sold to assist with refinancing, generating over £400 million. NFPS received only a limited share of these proceeds, prompting TPR to open an avoidance case.  

In July 2024, TPR issued a warning notice under section 43 of the Pensions Act 2004, seeking formal financial support from BHL, Boparan Private Office Limited (BPO), and subsidiaries of both companies.

Support Package

The joint support package agreed with BHL and BPO provides for:

• Approximately £300 million in contributions to be paid by June 2034;
• BHL extending its guarantee to encompass all ongoing liabilities of NFPS, including the full section 75 debt should it fall due;
• Guarantees provided by all significant subsidiaries of BHL;
• 2 Sisters Food Group Limited (subsidiary of BHL) replacing NFL as the scheme’s statutory employer;
• NFPS receiving 100 per cent of disposal proceeds from one remaining NFL business and 30 per cent from the other, if sold;
• BPO has provided a significant unsecured guarantee for contributions due from BHL and the statutory employer.

This package highlights TPR’s powers under section 43 of the Pensions Act 2004. In exercising these powers, the regulator sought support not only from the statutory employer and its parent company, but also from associated entities such as BPO.

As TPR noted, “We can and will use our enforcement powers to support a fair outcome for pension scheme members.” So, section 43 powers can be used to secure support from connected entities, ensuring pension schemes are treated fairly alongside other creditors during corporate restructuring.