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Regulation 2 Interpretation

Original text. Later amendments are not shown.

(1)

In these Regulations—

  • “the 1985 Act” means the Companies Act 1985;

  • “associated pension scheme” means, in relation to a company, a scheme for the provision of benefits for or in respect of directors or employees (or former directors or employees) of the company or any subsidiary of the company where—

    1. (a)

      the benefits consist of or include any pension, lump sum, gratuity or other like benefit given or to be given on retirement or on death or in anticipation of retirement or, in connection with past service, after retirement or death, and

    2. (b)

      either—

      1. (i)

        a majority of the trustees are appointed by (or by a person acting on behalf of) the company or a subsidiary of the company, or

      2. (ii)

        the company, or a subsidiary of the company, exercises a dominant influence over the appointment of the auditor (if any) of the scheme;

  • “director” has the meaning given in section 53(1) of the Companies Act 1989f1;

  • “parent” and “subsidiary” mean respectively a parent undertaking and a subsidiary undertaking as defined in section 258 of the 1985 Actf2 which is a body corporate; and a “parent company” and a “subsidiary company” are respectively a parent and a subsidiary which is a company;

  • “remuneration” includes payments in respect of expenses and benefits in kind.

(2)

For the purposes of these Regulations—

(a)

a company is small or medium-sized in relation to a financial year if it qualifies as small or medium-sized in relation to that year by virtue of section 247 of the 1985 Actf3 and is entitled to the exemptions mentioned in section 246 or 246A (as the case may be) of that Actf4 in its accounts for that year;

(b)

references to an associate of a company are references to—

(i)

any subsidiary of that company, other than a subsidiary in respect of which severe long-term restrictions substantially hinder the exercise of the rights of the company over the assets or management of the subsidiary; and

(ii)

any scheme which is an associated pension scheme in relation to that company.

(c)

a person is to be regarded as an associate of a company’s auditors if he is a person specified as such by Schedule 1 to these Regulations.

Annotations

Footnotes

f1

1989 c. 40.

f2

Section 258 was substituted by section 21(1) of the Companies Act 1989, and amended by regulation 12 of S.I. 2004/2947.

f3

Section 247 was substituted by section 13(1) of the Companies Act 1989, and amended by regulation 5 of S.I. 1992/2452, by regulation 8 of S.I. 1996/189, by regulation 7 of S.I. 1997/220 and by regulation 3 of, and paragraph 14 of Schedule 1 to, S.I. 2004/2947.

f4

Section 246 was substituted by regulation 2(1) of S.I. 1997/220, and amended by regulation 6(1) of S.I. 1997/570, by regulation 8(1) of S.I. 2000/1430, by regulations 3 and 13(2) of, and paragraph 12 of Schedule 1 to, S.I. 2004/2947, by regulation 4 of S.I. 2005/1011 and by regulation 12 of S.I. 2005/2280. Section 246A was inserted by regulation 3 of S.I. 1997/220, and amended by regulation 3 of, and paragraph 13 of Schedule 1 to, S.I. 2004/2947 and by regulation 5 of S.I. 2005/1011.