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Meaning Of "Director", "Controller" "Manager", And "Associate"

Volume 115: debated on Thursday 7 May 1987

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Lords amendment: No. 54, in page 76, line 45, leave out from "has" to "that" in line 48 and insert

"with any other person an agreement or arrangement with respect to the acquisition, holding or disposal of shares or other interests in that body corporate or under which they undertake to act together in exercising their voting power in relation to it".

I beg to move, That this House doth agree with the Lords in the said amendment.

The amendment is designed to tidy up the definition of an associate for the purposes of identifying controllers and significant shareholders. It follows on changes made on Report in this place, especially the introduction of a requirement for notification to the Bank of England by persons who become significant shareholders—that is to say, shareholders with 5 per cent. but less than 15 per cent. of the voting power of an institution in the United Kingdom or of another institution of which it is a subsidiary.

This addition to the Bill has resulted in the Bank of England being required to pay more attention to persons who may be acting in concert for the purpose of acquiring shares, even though they may not be seeking to control the institution through the joint exercise of voting power. The effect of the amendment is to include within the definition of associate for the purpose of grouping persons who are, in effect, concert parties, those who agree or arrange to buy shares together or to dispose of them together. The subsection had already provided that associates included those who exercised their voting power together, and that provision is retained.

Question put and agreed to.

Lords amendments Nos. 55 and 56 agreed to.