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SCHEDULES

SCHEDULE 6Meaning of “subsidiary” etc: supplementary provisions

Right to appoint or remove a majority of the directors

3(1)In section 1159(1)(b) 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)A company shall be treated as having the right to appoint to a directorship if—

(a)a person’s appointment to it follows necessarily from his appointment as director of the company, or

(b)the directorship is held by the company itself.

(3)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.