Paragraph 9 Shares or rights held “indirectly”I1

United Kingdom

(1)

A person holds a share “indirectly” if the person has a majority stake in another person and that other person—

(a)

holds the share in question, or

(b)

is part of a chain of persons—

(i)

each of whom (other than the last) has a majority stake in the person immediately below it in the chain, and

(ii)

the last of whom holds the share.

(2)

A person holds a right “indirectly” if the person has a majority stake in another person and that other person—

(a)

holds that right, or

(b)

is part of a chain of persons—

(i)

each of whom (other than the last) has a majority stake in the person immediately below it in the chain, and

(ii)

the last of whom holds that right.

(3)

For these purposes, a person (“A”) has a “majority stake” in another person (“B”) if—

(a)

A holds a majority of the voting rights in B,

(b)

A is a member of B and has the right to appoint or remove a majority of the board of directors of B,

(c)

A is a member of B and controls alone, pursuant to an agreement with other shareholders or members, a majority of the voting rights in B, or

(d)

A has the right to exercise, or actually exercises, dominant influence or control over B.

(4)

In the application of this paragraph to the right to appoint or remove a majority of the board of directors, a person (“A”) is to be treated as having the right to appoint a director if—

(a)

any person's appointment as director follows necessarily from that person's appointment as director of A, or

(b)

the directorship is held by A itself.

Annotations

Commencement

I1: Sch. 1 para. 9 in force at 11.4.2019, see reg. 1(3)(e)

Notes on the whole SI

Textual amendments

F1: Regulations extended (British overseas territories) (with modifications) (31.12.2020 immediately after both S.I. 2020/590 and S.I. 2020/951 have come into force) by The Russia (Sanctions) (Overseas Territories) Order 2020 (S.I. 2020/1571), arts. 1(1), 2, Schs. 1, 2 (as amended: (11.3.2021) by S.I. 2021/288, arts. 1(1), 2(2); (14.4.2022) by S.I. 2022/453, arts. 1(1), 3-38; (20.7.2022) by S.I. 2022/843, arts. 1(1), 3; (10.11.2022) by S.I. 2022/1167, arts. 1(1), 3-17; (15.12.2022) by S.I. 2022/1338, arts. 1(1), 3-10; (9.3.2023) by S.I. 2023/291, arts. 1(1), 3-9; (20.7.2023) by S.I. 2023/846, arts. 1(1), 3, 5-22; (30.9.2023) by S.I. 2023/846, arts. 1(2), 4; (14.3.2024) by S.I. 2024/370, arts. 1, 3-13; (3.10.2024) by S.I. 2024/987, arts. 1(1), 3-6; and (11.12.2025) by S.I. 2025/1307, art. 1(1), Sch. 15)