SCHEDULES

SCHEDULE 11 Recognition of Supervisory Body

Part II Requirements for Recognition

Holding of appropriate qualification

5

1

The following provisions explain what is meant in paragraph 4(1)(b)(ii) by a firm being “controlled by qualified persons”.

2

For this purpose references to a person being qualified are, in relation to an individual, to his holding an appropriate qualification, and in relation to a firm, to its being eligible for appointment as a company auditor.

3

A firm shall be treated as controlled by qualified persons if, and only if—

a

a majority of the members of the firm are qualified persons, and

b

where the firm’s affairs are managed by a board of directors, committee or other management body, a majority of the members of that body are qualified persons or, if the body consists of two persons only, at least one of them is a qualified person.

4

A majority of the members of a firm means—

a

where under the firm’s constitution matters are decided apon by the exercise of voting rights, members holding a majority of the rights to vote on all, or substantially all, matters;

b

in any other case, members having such rights under the constitution of the firm as enable them to direct its overall policy or alter its constitution.

5

A majority of the members of the management body of a firm means—

a

where matters are decided at meetings of the management body by the exercise of voting rights, members holding a majority of the rights to vote on all, or substantially all, matters at such meetings;

b

in any other case, members having such rights under the constitution of the firm as enable them to direct its overall policy or alter its constitution.

6

The provisions of paragraphs 5 to 11 of Schedule 10A to the Companies Act 1985 (rights to be taken into account and attribution of rights) apply for the purposes of this paragraph.