Section 3

Part 9, including a provision of the Companies Act 1967 applied by that Part;

section 130(13);

paragraph (f) of the provision that replaces section 254(1) of the Companies Act because of section 130(8);

section 142;

section 145;

section 155,is a reference to —

the promotion, formation, membership, control, business, trading, transactions and dealings (whether alone or jointly with another person and including transactions and dealings as agent, bailee or trustee), property (whether held alone or jointly with another person and including property held as agent, bailee or trustee), liabilities (including liabilities owed jointly with another person and liabilities as trustee), profits and other income, receipts, losses, outgoings and expenditure of the corporation;

in the case of a corporation (not being a trustee corporation) that is a trustee (but without affecting paragraph (g)), matters concerned with the ascertainment of the identity of the persons who are beneficiaries under the trust, their rights under the trust and any payments that they have received, or are entitled to receive, under the terms of the trust;

the internal management and proceeding of the corporation;

any act or thing done (including any contract made and any transaction entered into) by or on behalf of the corporation, or to or in relation to the corporation or its business or property, at a time when —

a receiver, or a receiver and manager, is in possession of, or has control over, property of the corporation;

the corporation is under judicial management (where applicable);

a compromise or an arrangement made between the corporation and another person or other persons is being administered; or

the corporation or (if it is an umbrella VCC) the corporation or any of its sub‑funds, is being wound up,and includes any conduct of the receiver, the receiver and manager, or the judicial manager of the person administering the compromise or arrangement or of any liquidator or provisional liquidator of the corporation or sub‑fund (where applicable);

the ownership of shares in, debentures of, and interests issued by, the corporation;

the power of persons to exercise, or to control the exercise of, the rights to vote attached to shares in the corporation or to dispose of, or to exercise control over the disposal of, such shares;

matters concerned with the ascertainment of the persons who are or have been financially interested in the success or failure, or apparent success or failure, of the corporation or are or have been able to control or materially influence the policy of the corporation;

the circumstances under which a person acquired or disposed of, or became entitled to acquire or dispose of, shares in, debentures of, or interests issued by, the corporation;

where the corporation has issued interests, matters concerning the financial or business undertaking, scheme, common enterprise or investment contract to which those interests relate; and

matters relating to or arising out of the audit of, or working papers or reports of an auditor concerning, any matters in paragraphs (g) to (o).

section 114(5)(a)(ii);

section 145;

paragraph (f) of the provision that replaces section 254(1) of the Companies Act because of paragraph 14 of the First Schedule;

paragraph 19 of the First Schedule,is a reference to —

the promotion, formation, control, business, trading, transactions and dealings of the sub‑fund (whether by the umbrella VCC alone or jointly with another person and including transactions and dealings as agent, bailee or trustee), property of the sub‑fund (whether held by the umbrella VCC alone or jointly with another person and including property held as agent, bailee or trustee), liabilities of the sub‑fund (including liabilities owed by the umbrella VCC jointly with another person and liabilities as trustee), profits and other income, receipts, losses, outgoings and expenditure of the umbrella VCC received or incurred for the purpose of the sub‑fund;

the internal management and proceeding of the umbrella VCC in respect of the sub‑fund;

any act or thing done (including any contract made and any transaction entered into) —

by the umbrella VCC for the purpose of the sub‑fund; or

to or in relation to the umbrella VCC in respect of the sub‑fund or the business or property of the sub‑fund,at a time when —

a receiver, or a receiver and manager, is in possession of, or has control over, property of the sub‑fund;

a compromise or an arrangement made between the umbrella VCC (for the purpose of the sub‑fund) and the creditors of the sub‑fund (or any class of them), members holding shares issued in respect of that sub‑fund (or any class of them), or another person or other persons, is being administered; or

the sub-fund is being wound up,and includes any conduct of the receiver, the receiver and manager, of the person administering the compromise or arrangement or of any liquidator or provisional liquidator of the sub‑fund, as the case may be;

the ownership of shares in and interests issued by the umbrella VCC in respect of the sub‑fund, or the debentures of the sub‑fund;

the power of persons to exercise, or to control the exercise of, the rights to vote attached to shares issued by the umbrella VCC in respect of the sub‑fund, or to dispose of, or to exercise control over the disposal of, such shares;

matters concerned with the ascertainment of the persons who are or have been financially interested in the success or failure, or apparent success or failure, of the sub‑fund or are or have been able to control or materially influence the policy of the umbrella VCC in relation to the sub‑fund;

the circumstances under which a person acquired or disposed of, or became entitled to acquire or dispose of, shares in or interests issued by the umbrella VCC in respect of the sub‑fund, or the debentures of the sub‑fund;

matters concerning the financial or business undertaking, scheme, common enterprise or investment contract to which the shares of the umbrella VCC in respect of the sub-fund relate; and

matters relating to or arising out of the audit of, or working papers or reports of an auditor concerning, any matters in paragraphs (e) to (l).