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(140)-PARENT UNDERTAKING

Monday, March 29, 2010

Parent Undertaking

Financial Reporting Standards (FRS) states that an undertaking is the parent undertaking of another undertaking if any of the following apply.
  • It holds a majority of the voting rights in the undertaking.
  • It is a member of the undertaking and has the right or appoints or removes directors holding a majority of the voting rights at meetings of the board on all, or substantially all, matters.
  • It has the right to exercise a dominate influence over the undertaking:
    1. By virtue of provisions contained in the undertaking’s memorandum or articles.
    2. By virtual of a control contract (in writing, authorized by the memorandum or articles of the controlled undertaking, permitted by law).
  • It is a member of the undertaking and controls alone, under an agreement with other shareholders or members, a majority of the voting rights in the undertaking.
  • It has a participating interest in the undertaking and one of two things applies.
    1. It actually exercises a dominant influence over the undertaking.
    2. It and the undertaking are managed on a unified basis.
  • A parent undertaking is also treated as the parent undertaking of the subsidiary undertakings of its subsidiary undertakings.


This replaced the provisions criterion of owing a majority of equity with one of holding a majority of voting rights. Also, the board is controlled to be controlled if the holding company has the right to appoint directors with a majority of the voting rights on the board (not just to appoint a simple majority of the directors, regardless of their voting rights).

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