Part 13

Resolutions and meetings
Chapter 5

Additional requirements for quoted companies AND TRADED COMPANIES

Independent report on poll

Meaning of “associate”
345
1
This section defines “associate” for the purposes of section 344 (independence requirement).
2
In relation to an individual, “associate” means—
a
that individual's spouse or civil partner or minor child or step-child,
b
any body corporate of which that individual is a director, and
c
any employee or partner of that individual.
3
In relation to a body corporate, “associate” means—
a
any body corporate of which that body is a director,
b
any body corporate in the same group as that body, and
c
any employee or partner of that body or of any body corporate in the same group.
4
In relation to a partnership that is a legal person under the law by which it is governed, “associate” means—
a
any body corporate of which that partnership is a director,
b
any employee of or partner in that partnership, and
c
any person who is an associate of a partner in that partnership.
5
In relation to a partnership that is not a legal person under the law by which it is governed, “associate” means any person who is an associate of any of the partners.
6
In this section, in relation to a limited liability partnership, for “director” read “member”.
Words in Pt. 13 Ch. 5 heading inserted (3.8.2009) by The Companies (Shareholders' Rights) Regulations 2009 (S.I. 2009/1632), reg. 19(5) (with application as stated in reg. 1(2))
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
Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))
Pt. 13 modified (31.12.2023) by The Resolution of Central Counterparties (Modified Application of Corporate Law and Consequential Amendments) Regulations 2023 (S.I. 2023/1313), regs. 1(2), 4