SCHEDULES
SCHEDULE 2Approved share incentive plans
Part 11Supplementary provisions
Minor definitions
99
1
In the SIP code—
“articles of association”, in relation to a company, includes any other written agreement between the shareholders of the company;
“company” means a body corporate;
“group of companies” means a company and any other companies of which it has control, and “group company” has a corresponding meaning;
“participant’s plan shares”, in relation to a SIP, means plan shares that have been awarded to an individual participant;
“PAYE obligations” means (subject to paragraphs 79(2) and 80(2)) obligations of any person under—
- a
Part 11 of this Act, or
- b
PAYE regulations;
- a
“plan shares”, in relation to a SIP, means—
- a
free, partnership or matching shares which have been awarded to participants under the plan,
- b
dividend shares which have been acquired on behalf of participants under the plan, and
- c
shares in relation to which paragraph 87(1) applies (company reconstructions: new shares),
and which (in each case) remain subject to the plan;
- a
“provision for forfeiture” means a provision to the effect that a participant ceases to be beneficially entitled to shares on the occurrence of certain events, and “forfeiture” is to be read accordingly;
“qualifying corporate bond” has the meaning given by section 117 of TCGA 1992;
“redundancy” has the same meaning as in ERA 1996 or ER(NI)O 1996;
“rights arising under a rights issue” means rights conferred in respect of a participant’s plan shares to be allotted, on payment, other shares or securities or rights of any description in the same company.
2
For the purposes of the SIP code references to “shares” include fractions of shares forming part of the share capital of a company registered in a foreign country the law of which recognises such fractions.
3
For the purposes of the SIP code a company is a member of a consortium owning another company if it is one of a number of companies—
a
which between them beneficially own not less than 75% of the other company’s ordinary share capital, and
b
each of which beneficially owns not less than 5% of that capital.