PART 7Intra-group financial support
CHAPTER 3Approval of authorised agreements by the members of a UK group entity
Requirement for approval of authorised agreement98
1
An authorised agreement entered into by a UK group entity is only valid in respect of that entity if its members have approved the agreement in accordance with this article.
2
An authorised agreement is deemed to be approved by the members of a UK group entity if an ordinary resolution approving the agreement is passed by the members—
a
present and voting either in person or by proxy at a meeting; or
b
by way of a written resolution proposed by the directors of the entity.
3
An ordinary resolution may not be passed unless the directors of the entity make available to its members a memorandum setting out the proposed resolution and the terms of the authorised agreement—
a
in the case of a written resolution, by sending the memorandum to every member at or before the time at which the proposed resolution is submitted to the members;
b
in the case of a resolution at a meeting, by making the memorandum available for inspection by the members—
i
at the entity's registered office for not less than fifteen days ending with the date of the meeting; and
ii
at the meeting itself.