C2Part 38Companies: interpretation
Meaning of “subsidiary” and related expressions
I2C11159Meaning of “subsidiary” etc
1
A company is a “subsidiary” of another company, its “holding company”, if that other company—
a
holds a majority of the voting rights in it, or
b
is a member of it and has the right to appoint or remove a majority of its board of directors, or
c
is a member of it and controls alone, pursuant to an agreement with other members, a majority of the voting rights in it,
or if it is a subsidiary of a company that is itself a subsidiary of that other company.
2
A company is a “wholly-owned subsidiary” of another company if it has no members except that other and that other's wholly-owned subsidiaries or persons acting on behalf of that other or its wholly-owned subsidiaries.
3
Schedule 6 contains provisions explaining expressions used in this section and otherwise supplementing this section.
4
In this section and that Schedule “company” includes any body corporate.
I11160Meaning of “subsidiary” etc: power to amend
1
The Secretary of State may by regulations amend the provisions of section 1159 (meaning of “subsidiary” etc) and Schedule 6 (meaning of “subsidiary” etc: supplementary provisions) so as to alter the meaning of the expressions “subsidiary”, “holding company” or “wholly-owned subsidiary”.
2
Regulations under this section are subject to negative resolution procedure.
3
Any amendment made by regulations under this section does not apply for the purposes of enactments outside the Companies Acts unless the regulations so provide.
4
So much of section 23(3) of the Interpretation Act 1978 (c. 30) as applies section 17(2)(a) of that Act (effect of repeal and re-enactment) to deeds, instruments and documents other than enactments does not apply in relation to any repeal and re-enactment effected by regulations under this section.
Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2