SCHEDULE 4Amendments to other primary legislation

Companies Act 20069

1

The Companies Act 2006 M1 is amended as follows.

2

In section 474(1) M2 (minor definitions for Part 15), in the definition of “MiFID investment firm”—

a

for the words from “Directive” to “2004” substitute “ Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 ”;

F1b

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F2c

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3

In section 494A M3 (interpretation), in the definition of “transferable securities”, for “Directive 2004/39/EC” substitute “ Directive 2014/65/EU ”.

4

In section 519A(2) M4 (meaning of “public interest company”, “non-public interest company” and “exempt reasons”), for “Directive 2004/39/EC” substitute “ Directive 2014/65/EU ”.

5

In section 539 M5 (minor definitions), in the definition of “MiFID investment firm”—

a

for the words from “Directive” to “2004” substitute “ Directive 2014/65/EU of the European Parliament and of the Council of 15 May 2014 ”;

b

at the end of paragraph (a) insert “ and ”; and

c

for paragraphs (b) and (c) substitute—

b

a company which is an exempt investment firm as defined by regulation 8 (Meaning of “exempt investment firm” in Chapter 1) of the Financial Services and Markets Act 2000 (Markets in Financial Instruments) Regulations 2017 (S.I. 2017/XXXX);

6

In section 853E(6) M6 (duty to notify trading status of shares) for the definition of “relevant market” substitute—

“relevant market” means—

a

a recognised investment exchange, as defined in section 285(1)(a) (exemption for recognised exemption exchanges and clearance houses) of the Financial Services and Markets Act 2000 (“the Act”); and

b

any other market which is a regulated market,

but not an overseas investment exchange, as defined by section 313 (interpretation of Part 18) of the Act..

7

In section 1173 (minor definitions: general)—

a

in subsection (1) M7—

i

in the definition of “regulated market” for the words from “Directive” to “4.1(14))” substitute “ Directive 2014/65/EU of the European Parliament and of the Council on markets in financial instruments (see Article 4.1.21)) ”;

ii

in the definition of “transferable securities”, for “Directive 2004/39/EC” substitute “ Directive 2014/65/EU ”; and

b

in subsection (2), in the definition of “regulated market”, for the words from “Council” to “field” substitute “ Directive 2004/39/EC of the European Parliament and of the Council on markets in financial instruments ”.

8

In section 1241(3) (meaning of “registered third country auditor” and “UK-traded non-EEA company”)—

a

in the definition of “regulated market”, for “Article 4.1(14) of Directive 2004/39/EC” substitute “ Article 4.1.21 of Directive 2014/65/EU ”; and

b

in the definition of “transferable securities”, for “Article 4.1(18)” substitute “ Article 4.1.44 ”.

9

In paragraph 20A of Schedule 10 (recognised supervisory bodies) M8 in the definition of “transferable securities” for “Directive 2004/39/EC” substitute “ Directive 2014/65/EU ”.