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| |
| |
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| | under those rules an entitlement to exercise, or control the exercise of, |
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| | voting rights in the licensed body or a parent undertaking of the |
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| | licensed body which exceeds the voting limit,’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 163. It provides that where rules are made under the pro |
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| | vision inserted by that amendment setting a voting limit, and that limit is breached, the licensing |
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| | authority may suspend or revoke the licensed body’s licence. |
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| |
| | |
| Schedule 11, page 190, line 1, leave out ‘in which non-authorised persons have an |
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| interest’ and insert ‘or a parent undertaking of the licensed body held by non-authorised |
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| |
| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 164 and reflects the changes made to paragraph 38(1)(b) |
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| | of Schedule 13 by that amendment. |
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| |
| | |
| Schedule 11, page 190, line 2, at end insert— |
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| | ‘( ) | if the relevant licensing rules make the provision mentioned in |
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| | paragraph 38(1)(c) of that Schedule, the total proportion of voting |
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| | rights in the licensed body or a parent undertaking of the licensed body |
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| | which non-authorised persons are entitled to exercise, or control the |
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| | exercise of, exceeds the limit specified in the rules.’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 165. It provides that where rules are made under the pro |
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| | vision inserted by that amendment setting a limit on the total proportion of voting rights, and that |
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| | limit is breached, the licensing authority may suspend or revoke the licensed body’s licence. |
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| |
| |
| | |
| Schedule 12, page 191, line 24, leave out ‘a’ and insert ‘an independent’. |
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| |
| | Members’ explanatory statement
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| | This amendment is part of a set of amendments that change references to trade unions to independ |
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| | ent trade unions, as defined in amendment 126. This amendment provides that the third ground |
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| | (see paragraph 1(5)) for an application for a licence to the Board applies in relation to independ |
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| | |
| |
| | |
| Schedule 12, page 193, line 24, leave out ‘in shares’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 111, which replaces the concept of “interest in shares” |
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| | |
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| |
| |
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| |
| | |
| Schedule 12, page 193, line 26, leave out ‘in shares’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 111, which replaces the concept of “interest in shares” |
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| | |
| |
| | |
| Schedule 12, page 193, line 29, leave out ‘in shares’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 111, which replaces the concept of “interest in shares” |
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| | |
| |
| | |
| Schedule 12, page 193, line 31, leave out ‘in shares’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 111, which replaces the concept of “interest in shares” |
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| | |
| |
| | |
| Schedule 12, page 193, line 32, at end insert— |
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| | ‘( ) | the kinds of non-authorised persons who have an indirect interest in |
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| | |
| |
| | Members’ explanatory statement
|
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| | This amendment is related to amendment 111, which introduces the concept of non-authorised per |
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| | sons with an “indirect interest”. |
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| |
| |
| | |
| Clause 85, page 49, line 39, leave out ‘persons having an interest in shares,’ and |
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| insert ‘non-authorised persons having an interest or an indirect interest,’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to the replacement in amendment 111 of the “interest in shares” test. |
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| | It also clarifies that it is only non-authorised persons who have an “interest” or “indirect interest” |
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| | (or a material interest) against whom obligations under subsection (4) may be imposed. |
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| | |
| Schedule 13, page 194, line 25, leave out ‘has an interest in’ and insert ‘holds’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 111. It amends the first test for a material interest by re |
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| | placing the 10% interest in shares test with a 10% shareholding test. |
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| |
| | |
| Schedule 13, page 194, line 27, leave out ‘interest in shares’ and insert |
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| |
| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 111. It amends the second test for a material interest by |
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| | replacing the test of significant influence by virtue of an interest in shares with a test of significant |
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| | influence by virtue of a shareholding. |
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| |
| | |
| Schedule 13, page 194, line 28, leave out ‘has an interest in’ and insert ‘holds’. |
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| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 111. It amends the third test for a material interest by |
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| | replacing the test of 10% interest in shares in a parent undertaking with a test of 10% shareholding |
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| | |
| |
| | |
| Schedule 13, page 194, line 31, leave out ‘interest in shares’ and insert |
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| |
| |
| | Members’ explanatory statement
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| | This amendment is related to amendment 111. It amends the fourth test for a material interest by |
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| | replacing the test of significant influence by virtue of an interest in shares in a parent undertaking |
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| | with a test of significant influence by virtue of a shareholding in a parent undertaking. |
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| |
| | |
| Schedule 13, page 194, line 32, leave out paragraph (e) and insert— |
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| | ‘( ) | is entitled to exercise, or control the exercise of, voting power in B |
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| | which, if it consists of voting rights, constitutes at least 10% of the |
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| | |
| |
| | Members’ explanatory statement
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| | This amendment clarifies that any voting power (as defined in paragraph 5(4)) constitutes a ma |
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| | terial interest, unless it is voting rights, in which case 10% of voting rights in a body constitutes a |
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| | |
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| |
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| |
| | |
| Schedule 13, page 194, line 35, leave out ‘voting power in B’ and insert |
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| ‘entitlement to exercise, or control the exercise of, voting rights in B’. |
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| |
| | Members’ explanatory statement
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| | This amendment clarifies that the significant influence test in sub-paragraph (f) is by virtue of vot |
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| | ing rights. A test for significant influence by virtue of other voting power is unnecessary, since oth |
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| | er voting power is caught by the test in sub-paragraph (e). |
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| |
| | |
| Schedule 13, page 194, line 36, leave out paragraph (g) and insert— |
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| | ‘( ) | is entitled to exercise, or control the exercise of, voting power in P |
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| | which, if it consists of voting rights, constitutes at least 10% of the |
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| | |
| |
| | Members’ explanatory statement
|
|
| | This amendment clarifies that any voting power (as defined in paragraph 5(4)) in P constitutes a |
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| | material interest, unless it is voting rights, in which case 10% of voting rights in P constitutes a |
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| | |
| |
| | |
| Schedule 13, page 194, line 39, leave out ‘voting power in P’ and insert |
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| ‘entitlement to exercise, or control the exercise of, voting rights in P’. |
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| |
| | Members’ explanatory statement
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|
| | This amendment clarifies that the significant influence test in sub-paragraph (h) is by virtue of vot |
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| | ing rights in P. A test for significant influence by virtue of other voting power is unnecessary, since |
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| | other voting power is caught by the test in sub-paragraph (g). |
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| |
| | |
| Schedule 13, page 195, line 15, leave out ‘has an interest in’ and insert ‘holds’. |
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| |
| | Members’ explanatory statement
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|
| | This amendment is related to amendment 111. It amends the first test for a controlled interest by |
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| | replacing the interest in shares test with a shareholding test. |
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| |
| | |
| Schedule 13, page 195, line 16, leave out ‘has an interest in’ and insert ‘holds’. |
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| |
| | Members’ explanatory statement
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|
| | This amendment is related to amendment 111. It amends the second test for a controlled interest |
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| | by replacing the test of x% interest in shares in a parent undertaking with a test of x% shareholding |
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| | |
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| |
| |
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| |
| | |
| Schedule 13, page 195, line 19, leave out ‘power’ and insert ‘rights’. |
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| |
| | Members’ explanatory statement
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|
| | This amendment clarifies that x% voting rights, not x% voting power, constitutes a controlled in |
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| | terest. Voting power other than voting rights constitutes a material interest (see amendment 148). |
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| | There is no power to set a higher percentage of such power which constitutes a controlled interest |
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| | because it cannot be quantified. |
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| |
| | |
| Schedule 13, page 195, line 21, leave out ‘power’ and insert ‘rights’. |
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| |
| | Members’ explanatory statement
|
|
| | This amendment clarifies that x% voting rights, not x% voting power, constitutes a controlled in |
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| | terest. Voting power other than voting rights constitutes a material interest (see amendment 150). |
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| | There is no power to set a higher percentage of such power which constitutes a controlled interest |
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| | because it cannot be quantified. |
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| |
| | |
| Schedule 13, page 196, line 1, leave out ‘an interest in the shares of’ and insert ‘a |
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| |
| |
| | Members’ explanatory statement
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|
| | This amendment is related to amendment 111. It amends the test for whether a person is an asso |
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| | ciate by referring to a shareholding in a body rather than an interest in shares in a body. |
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| |
| | |
| Schedule 13, page 196, line 20, after ‘V’, insert ‘(whether or not they are interests |
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| within the meaning of section 72(2A))’. |
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| |
| | Members’ explanatory statement
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|
| | This amendment is related to amendment 111. It clarifies that the reference to interests in S or V |
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| | is not to be construed in accordance with the meaning of an interest in a body as set out in section |
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| | 72(2A) (as inserted by amendment 111). |
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| |
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| |
| |
| |
| | |
| Schedule 13, page 197, line 11, at end insert ‘Licensing rules must provide that, in |
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| determining whether the requirements of sub-paragraph 1 are met, the burden of proof |
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| rests on the person who wishes to hold the restricted interest.’. |
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| |
| | Members’ explanatory statement
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| | This amendment is designed to make clear that the onus of demonstrating ‘fitness to own’ rests on |
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| | the applicant, rather than it being for the licensing authority to demonstrate that a person was not |
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| | fit and proper before it could withhold approval. |
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| |
| |
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| |
| | |
| Schedule 13, page 197, line 15, leave out ‘an interest in’ and insert ‘holding’. |
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| |
| | Members’ explanatory statement
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|
| | This amendment is related to amendment 111 and the amendments to the material interest and con |
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| | trolled interest provisions (amendments 144 – 155). It changes an interest in a particular percent |
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| | age of shares to a holding of a particular percentage of shares. |
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| |
| | |
| Schedule 13, page 197, line 18, leave out ‘power’ and insert ‘rights’. |
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| |
| | Members’ explanatory statement
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|
| | This amendment is related to the amendments to the voting power tests in the material interest and |
|
| | controlled interest provisions (amendments 148 – 151 and 154 – 155). Only voting rights can con |
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| | stitute a controlled interest so the provision about lesser restricted interests only applies in relation |
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| | |
| |
| | |
| Schedule 13, page 197, line 24, leave out ‘an interest in’ and insert ‘holding’. |
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| |
| | Members’ explanatory statement
|
|
| | This amendment is related to amendment 111 and the amendments to the material interest and con |
|
| | trolled interest provisions (amendments 144 – 155). It changes the reference to an interest in a |
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| | smaller percentage of shares to a holding of a smaller percentage of shares. |
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| |
| | |
| Schedule 13, page 197, line 27, leave out ‘power’ and insert ‘rights’. |
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| |
| | Members’ explanatory statement
|
|
| | This amendment is related to the amendments to the voting power tests in the material interest and |
|
| | controlled interest provisions (amendments 148 – 151 and 154 – 155). Only voting rights can con |
|
| | stitute a controlled interest so the provision about lesser restricted interests only applies in relation |
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| | |
| |
| | |
| Schedule 13, page 208, line 29, leave out ‘an interest in shares in a licensed body’ |
|
| and insert ‘a shareholding in a licensed body, or in a parent undertaking of a licensed |
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| |
| |
| | Members’ explanatory statement
|
|
| | This amendment is related to amendment 111. It provides that licensing rules may limit a non-au |
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| | thorised person’s shareholding in a licensed body or parent undertaking, rather than his interest |
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| | in shares of a licensed body or parent undertaking. |
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| |
| | |
| Schedule 13, page 208, line 31, at end insert— |
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| | ‘(aa) | a non-authorised person may not have an entitlement to exercise, or |
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| | control the exercise of, voting rights in a licensable body, or a parent |
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|
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| |
| |
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| | undertaking of a licensable body, which exceeds a limit specified in |
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| | the rules (“the voting limit”);’. |
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| |
| | Members’ explanatory statement
|
|
| | This amendment is related to amendment 111 and the clarification between voting rights and vot |
|
| | ing power in amendments 148 – 151 and 154 – 155. It provides that licensing rules may limit a |
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| | non-authorised person’s percentage of voting rights in a licensed body or parent undertaking. |
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| |
| | |
| Schedule 13, page 208, line 32, leave out ‘in which non-authorised persons have an |
|
| interest’ and insert ‘, or a parent undertaking of a licensed body, held by non-authorised |
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| |
| |
| | Members’ explanatory statement
|
|
| | This amendment is related to amendment 111. It provides that licensing rules may limit the total |
|
| | proportion of shares held by non-authorised persons in a licensed body or parent undertaking, |
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| | rather than the total proportion of shares in which non-authorised persons have an interest. |
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| |
| | |
| Schedule 13, page 208, line 34, at end insert— |
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| | ‘(c) | the total proportion of voting rights in a licensed body, or a parent |
|
| | undertaking of a licensed body, which non-authorised persons are |
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| | entitled to exercise or control the exercise of, may not exceed a limit |
|
| | |
| | ( ) | Rules made under any paragraph of sub-paragraph (1) in relation to a licensed |
|
| | body and a parent undertaking may specify different limits in relation to the |
|
| | licensed body and the parent undertaking.’. |
|
| |
| | Members’ explanatory statement
|
|
| | This amendment is related to amendments 111, 148 – 151 and 154 – 155. It provides that licensing |
|
| | rules may limit the total proportion of voting rights by non-authorised persons in licensed bodies |
|
| | or parent undertakings. It also provides that limits under paragraph 38(1) may differ for licensed |
|
| | bodies and parent undertakings. |
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| |
| | |
| Schedule 13, page 208, line 35, leave out from ‘(1)(a)’ to end of line 37 and insert |
|
| ‘or (aa) may provide that references in those rules to a person, in relation to a person’s |
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| shareholding or entitlement to exercise or control the exercise of voting rights, are to— |
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| | |
| | (b) | any of the person’s associates, or |
|
| | (c) | the person and any of the person’s associates taken together.’. |
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| |
| | Members’ explanatory statement
|
|
| | This amendment is related to amendments 111 and 163, and brings the provision for associates |
|
| | into line with the provision at paragraph 3(3) and 4(2). |
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|