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One-Member Arrangement (OMA) Transition

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Critical Deadline: 22 April 2026

One-Member Arrangements (OMAs) established before 22 April 2021 have been granted a transitional derogation from full IORP II governance requirements under Article 5 of IORP II as transposed in Irish law.That derogation expires on 22 April 2026. After this date, every OMA — without exception — must comply with full IORP II requirements.Trustees of OMAs who have not yet begun the transition process are at serious risk of personal liability and Pensions Authority intervention. There are fewer than 14 months remaining.PensionPortal.ai’s OMA Transition Module provides a guided, deadline-tracked pathway from derogation to full compliance.

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What Is a One-Member Arrangement?

A One-Member Arrangement is an occupational pension scheme with a single member — typically a company director, senior executive, or proprietary director establishing a pension arrangement through their employer. OMAs are a common structure in Ireland for high-value executive pension provision. Most OMAs are defined contribution arrangements, though some include guaranteed or defined benefit elements. The trustees of an OMA are typically the member themselves (or a professional trustee firm) and, where required, the employer. Under IORP II, an OMA is a fully regulated IORP. The fact that there is only one member does not reduce the governance obligations — it merely triggered the transitional derogation that is now expiring.

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The Derogation: What It Covered and When It Ends

Article 5(2) of IORP II permits Member States to apply the directive to small IORPs, including one-member arrangements, with a derogation from certain governance requirements during a transitional period. In Ireland, the Pensions Authority granted a derogation to OMAs established before 22 April 2021, exempting them from the full IORP II governance requirements during the transitional period. This derogation was implemented via S.I. 128/2021. The derogation expires on 22 April 2026. After this date:
  • No OMA can rely on the derogation
  • All OMAs must have implemented full IORP II governance — including KFH appointments, governance policies, and a completed ORA
  • The Pensions Authority will treat non-compliant OMAs as in breach of the Pensions Act 1990
OMAs established on or after 22 April 2021 did not benefit from the derogation and were required to comply with IORP II from inception. If your OMA was established after this date and has not yet implemented full IORP II governance, compliance is already overdue.

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The Scale of the Challenge

There are estimated to be thousands of OMAs in Ireland that have not yet transitioned to full IORP II compliance. These range from small director pension arrangements to substantial multi-million euro schemes. The Pensions Authority has signalled that OMA compliance will be a thematic supervisory priority as the April 2026 deadline approaches. Trustees who have not taken action should expect to receive supervisory correspondence from the Pensions Authority. Those who cannot demonstrate compliance will face enforcement action. The compliance gap is compounded by the complexity of the requirements: full IORP II governance for an OMA requires the appointment of four Key Function Holders, a suite of written governance policies, a completed Own Risk Assessment, and potentially an Annual Contribution Schedule — all of which must be notified to the Pensions Authority.

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What Full IORP II Compliance Requires for an OMA

Achieving full IORP II compliance before the 22 April 2026 deadline requires the following:
1

Governance Structure

The trustee board must be constituted appropriately for the scheme. For an OMA, this typically means the member-trustee (or professional trustee firm) with appropriate governance arrangements. The trustee(s) must satisfy fit and proper requirements under Article 23 IORP II / Section 64AV Pensions Act.
2

Four KFH Appointments

Four Key Function Holders must be appointed: Risk Management, Internal Audit, Actuarial (if the scheme has DB characteristics or biometric guarantees), and Compliance. Each appointment requires a fit and proper assessment, appointment documentation, and formal notification to the Pensions Authority. In practice, most OMA trustees outsource some or all KFH roles to professional firms — but this outsourcing must itself comply with Article 31 IORP II outsourcing requirements.
3

Written Governance Policies

A minimum policy suite must be in place: risk management policy, investment policy, remuneration policy, contingency plan, and where applicable, outsourcing policy, internal audit policy, and actuarial policy. Policies must be scheme-specific, board-approved, and dated.
4

Own Risk Assessment (ORA)

A full ORA must be conducted, documented, and board-signed before 22 April 2026. The ORA must cover all Pensions Authority-required risk categories (see ORA page) and must reflect the specific circumstances of the scheme. A generic, template-based ORA that has not been adapted to the scheme will not satisfy the requirement.
5

Annual Contribution Schedule (where applicable)

Where the OMA has defined benefit characteristics — a defined benefit target, a guaranteed investment return, or biometric risk coverage — an Annual Contribution Schedule (ACS) must be prepared by a qualified actuary and submitted to the Pensions Authority on the required schedule.
6

Pensions Authority Notifications

The Pensions Authority must be notified of: the scheme’s compliance status, all KFH appointments (and any outsourced KFH arrangements), and any other matters specified in the Pensions Act or the Pensions Authority’s guidance.

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12-Month Compliance Timeline

Working back from 22 April 2026, trustees should follow this timeline to achieve compliance without a last-minute rush:
ByAction
April 2025Engage PensionPortal.ai OMA Transition Module. Complete scheme data import. Identify KFH candidates.
May 2025Complete fit and proper assessments for trustee(s) and proposed KFHs.
June 2025Formally appoint all KFHs. Issue appointment documentation. Notify Pensions Authority.
July 2025Complete governance policy suite (risk management, investment, remuneration, contingency, outsourcing as applicable). Board-approve all policies.
August–September 2025Conduct Own Risk Assessment. Risk Management KFH leads. Draft ORA report.
October 2025Trustee board reviews and formally approves ORA. ORA stored with time-stamp in evidence trail.
November 2025If ACS is required: engage actuary, complete ACS, submit to Pensions Authority.
December 2025Full compliance review: check all requirements against Pensions Authority guidance. Identify and close any gaps.
January–March 2026Generate and review supervisory review evidence pack. Verify all Pensions Authority notifications are complete.
22 April 2026Full IORP II compliance achieved. ✅

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PensionPortal.ai OMA Transition Module

PensionPortal.ai has designed a dedicated OMA Transition Module specifically for OMAs navigating the April 2026 deadline. The module provides a guided, step-by-step compliance pathway.

Guided Compliance Workflow

A structured checklist covering every IORP II compliance requirement for OMAs, with tasks assigned to trustees, KFHs, or service providers. Status tracked in real time.

Deadline Tracker

Visual dashboard showing days remaining to the 22 April 2026 deadline, task completion percentage, and critical path items. Automated alerts for approaching milestones.

KFH Appointment Pack

End-to-end KFH appointment workflow: fit and proper questionnaire, appointment letter, Pensions Authority notification template. Supports both internal appointments and outsourced KFH arrangements.

Policy Template Library

Scheme-specific governance policy templates pre-populated with OMA data. Each policy is editable, version-controlled, and stores the board approval record.

ORA Generator

AI-assisted ORA workflow covering all Pensions Authority-required risk categories. Narrative is drafted by AI and reviewed and signed off by the trustee board, producing a compliant ORA document with full evidence trail.

Evidence Pack Export

At any point, trustees can export a regulator-ready evidence pack containing all compliance documentation — time-stamped, auditable, and formatted for Pensions Authority desk review.

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Risk of Non-Compliance

Trustees who fail to achieve IORP II compliance before 22 April 2026 face serious consequences.
Trustee Personal LiabilityThe Pensions Act 1990 imposes statutory duties on trustees. Failure to comply with IORP II requirements — including KFH appointments, governance policies, and the ORA — is a breach of statutory duty. Trustees can be held personally liable for losses to members arising from governance failures. Trustee indemnity insurance does not cover deliberate or reckless statutory breaches.
Pensions Authority Enforcement Powers The Pensions Authority has a range of powers it can use against non-compliant schemes:
PowerEffect
Direction (Section 63C)Compels trustees to take specific compliance actions within a defined timeframe
Prohibition (Section 63D)Prohibits trustees or service providers from acting in relation to the scheme
Appointment of Administrator (Section 63E)Replaces trustee governance with an Authority-appointed administrator
ProsecutionCriminal liability for certain statutory breaches (fines up to €50,000 on summary conviction)
Wind-Up DirectionCompulsory scheme wind-up in extreme cases
The Pensions Authority publishes enforcement actions. An enforcement action against an OMA trustee — a company director or senior executive — can have consequences beyond the scheme itself, including reputational damage and complications with professional standing.

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Pensions Authority OMA Guidance

The Pensions Authority has published specific guidance on IORP II requirements for OMAs: Act now. The 22 April 2026 deadline is fixed and will not be extended.