MENU

Section 4 of The Companies Act No. 17 of 2015: Provisions supplementing definition of “holding company” in section 3

    

(1) For the purposes of paragraph (a) of the definition of "holding company"
in section 3(1), a company controls the composition of another company's board of directors if it has power to appoint or remove all, or a majority, of that other
company's directors without any other person's consent.
(2) For the purposes of subsection (1), a company has the power to make such
an appointment if—
(a) without the exercise of the power in a person's favour by the company,
the person cannot be appointed as a director of that other company; or
(b) it necessarily follows from a person being a director or other officer of
the company that the person is appointed as a director of that other
company.
(3) In paragraph (c) of that definition, a reference to a company's issued share
capital excludes any part of it that carries no right to participate beyond a specified
amount in a distribution of profits or capital.
(4) For the purposes of that definition—
(a) if any share is held, or any power is exercisable, by a company in a
fiduciary capacity, the share or power is to be regarded as not being
held or exercisable by the company; and
(b) subject to subsections (5) and (6), if any share is held, or any power is
exercisable, by a subsidiary of a company, or by a person as nominee
for a company or such a subsidiary, the share or power is to be
regarded as being held or exercisable by the company.
(5) For the purposes of that definition, any share in another company held, or
any power in relation to another company exercisable, by a person by virtue of a
debenture of that other company, or of a trust deed for securing an issue of such
a debenture, is to be regarded as not being held or exercisable by the person.
(6) For the purposes of that definition, any share held, or any power exercisable,
by a company or a subsidiary of a company, or by a person as nominee for a
company or such a subsidiary, is to be regarded as not being held or exercisable
by the body corporate or subsidiary if—
(a) the ordinary business of the company or subsidiary includes the
lending of money; and
(b) the share or power is held or exercisable by way of security only for
the purpose of a transaction entered into in the ordinary course of that
business.
(7) In subsection (4)(b), a reference to a company or subsidiary excludes a
company or subsidiary that is concerned only in a fiduciary capacity.

« Previous:   Section 3 - Interpretation of provisions of this Act          Next: »   Section 5 - Limited companies

Disclaimer: This document is not to be taken as legal advise.

Enhance Your Research with Bookmarks and Annotations

Here's how you can use these features:

  • To bookmark this page, click the "Bookmark this Page" button below the document title.
  • To add an annotation, highlight text in the document and select "Add Annotation" from the toolbar that appears.
  • These features are great for organizing your research and keeping track of key information.
  • You can view and manage your bookmarks and annotations on your Bookmarks and Annotations page.

Cited By:

More Sections