SCHEDULES

SCHEDULE 8U.K. Provisions supplementary to Section 13

3(1)For the purposes of section 13(9)(a) and (c) the reference to the right to appoint or remove a majority of the board of directors is to the right to appoint or remove directors holding a majority of the voting rights at meetings of the board on all, or substantially all, matters.

(2)Without prejudice to the generality of subsection (9)(a) and (c) of section 13—

(a)an incorporated friendly society shall be treated for the purposes of subsection (9)(a) as having the right to appoint to a directorship if—

(i)a person’s appointment to it follows necessarily from his appointment as an officer of the society, or

(ii)the directorship is held by the society itself; and

(b)an incorporated friendly society and some other person together shall be treated for the purposes of section 13(9)(c) as having the right to appoint to a directorship if—

(i)in a case where that other person is a body corporate, a person’s appointment to the directorship follows necessarily from his appointment both as an officer of the society and as a director of that body or, where it does not have directors, as a member of its managing body, or

(ii)the directorship is held jointly by the society and that other person;

and a right to appoint or remove which is exercisable only with the consent or concurrence of another person shall be left out of account unless no other person has a right to appoint or, as the case may be, remove in relation to that directorship.