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Official wording for the PSC register

1. You must provide and confirm the pieces of information the company requires from you to complete its PSC register. The company will require information on which of the five conditions for being a PSC you meet, including quantification of your interest where relevant. PSCs of LLPs should refer to Annex 2.

2. This is a reference guide to the official wording required for the PSC register.

Statements a) to j) have not been included as they relate to a situation where there are no PSCs or RLEs; a PSC cannot be identified; a PSC’s information has not been confirmed;

the company is taking reasonable steps; or notices have been given.

Condition (i)

3. The following statements are also for use by PSCs of companies without share capital, see section 1 of Chapter 5.

a) [You hold], directly or indirectly, more than 25% but not more than 50% of the shares in the company.

b) [You hold], directly or indirectly, more than 50% but less than 75% of the shares in the company.

c) [You hold], directly or indirectly, 75% or more of the shares in the company.

Condition (ii)

d) [You hold], directly or indirectly, more than 25% but not more than 50% of the voting rights in the company.

e) [You hold], directly or indirectly, more than 50% but less than 75% of the voting rights in the company.

f) [You hold], directly or indirectly, 75% or more of the voting rights in the company.

Condition (iii)

g) [You hold] the right, directly or indirectly, to appoint or remove a majority of the board of directors.

Condition (iv)

h) [You have] the right to exercise, or actually exercise, significant influence or control over the company.

35 4. This will only be applicable where you do not meet one or more of conditions (i) to (iii).

Condition (v) – trusts

i) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a trust; and the trustees of that trust (in their capacity as such) hold, directly or indirectly, more than 25% but not more than 50% of the shares in the company.

j) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a trust; and the trustees of that trust (in their capacity as such) hold, directly or indirectly, more than 50% but less than 75% of the shares in the company.

k) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a trust; and the trustees of that trust (in their capacity as such) hold, directly or indirectly, 75% or more of the shares in the company.

l) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a trust; and the trustees of that trust (in their capacity as such) hold, directly or indirectly, more than 25% but not more than 50% of the voting rights in the company.

m) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a trust; and the trustees of that trust (in their capacity as such) hold, directly or indirectly, more than 50% but less than 75% of the voting rights in the company.

n) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a trust; and the trustees of that trust (in their capacity as such) hold, directly or indirectly, 75% or more of the voting rights in the company.

o) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a trust; and the trustees of that trust (in their capacity as such) hold the right, directly or indirectly, to appoint or remove a majority of the board of directors of the company.

p) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a trust; and, the trustees of that trust (in their capacity as such) have the right to exercise, or actually exercise, significant influence or control over the company.

Condition (v) - firms

q) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a firm that, under the law by which it is

36 governed, is not a legal person; and the members of that firm (in their capacity as such) hold, directly or indirectly, more than 25% but not more than 50% of the shares in the company.

r) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a firm that, under the law by which it is

governed, is not a legal person; and the members of that firm (in their capacity as such) hold, directly or indirectly, more than 50% but less than 75% of the shares in the company.

s) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a firm that, under the law by which it is

governed, is not a legal person; and the members of that firm (in their capacity as such) hold, directly or indirectly, 75% or more of the shares in the company.

t) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a firm that, under the law by which it is

governed, is not a legal person; and the members of that firm (in their capacity as such) hold, directly or indirectly, more than 25% but not more than 50% of the voting rights in the company.

u) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a firm that, under the law by which it is

governed, is not a legal person; and the members of that firm (in their capacity as such) hold, directly or indirectly, more than 50% but less than 75% of the voting rights in the company.

v) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a firm that, under the law by which it is

governed, is not a legal person; and the members of that firm (in their capacity as such) hold, directly or indirectly, 75% or more of the voting rights in the company.

w) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a firm that, under the law by which it is

governed, is not a legal person; and the members of that firm (in their capacity as such) hold the right, directly or indirectly, to appoint or remove a majority of the board of directors of the company.

x) [You have] the right to exercise, or actually exercise, significant influence or control over the activities of a firm that, under the law by which it is

governed, is not a legal person; and the members of that firm (in their capacity as such) have the right to exercise, or actually exercise, significant influence or control over the company.

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Annex 3: Guidance for PSCs of Limited

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