Electricity Act 2001 · 2020 Revised Edition · Part 4A · Control of Electricity Licensees and Entities with Interests in Transmission Systems
30B. Control of acquisition of equity interest in designated electricity licensee, etc.
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A designated electricity licensee, a designated entity or the trustee-manager of a designated business trust must give notice in writing to the Authority if any person acquires equity interest in the licensee, the entity or the business trust, respectively, whether through a series of transactions over a period of time or otherwise, that would result in that person holding 5% or more but less than 12% of the total equity interest in the licensee, the entity or the business trust, respectively.
designated electricity licensee
“designated electricity licensee” means any of the following:(a)a transmission licensee;(b)a transmission agent licensee;(c)any other electricity licensee declared by the Minister to be a designated electricity licensee for the purposes of this Part;
The notice under subsection (1) must be given within 5 days after the designated electricity licensee, the designated entity or the trustee‑manager of the designated business trust (as the case may be) becomes aware of the acquisition mentioned in that subsection.
designated entity
“designated entity” means an entity, not being an electricity licensee, that —(a)owns a transmission system (or any part of the system); and(b)is declared by the Minister to be a designated entity for the purposes of this Part;
No person may, whether through a series of transactions over a period of time or otherwise, become a 12% controller, a 25% controller, a 30% controller, a 50% controller, a 75% controller or an indirect controller of a designated electricity licensee, a designated entity or a designated business trust without obtaining the prior written approval of the Authority.
designated business trust
“designated business trust” means a business trust that is established wholly or partly in respect of a transmission system (or any part thereof) and which has been declared by the Minister to be a designated business trust for the purposes of section 30B;
No person may, whether through a series of transactions over a period of time or otherwise, cease to become a 50% controller or a 75% controller of a designated electricity licensee, a designated entity or a designated business trust without obtaining the prior written approval of the Authority.
No person may acquire as a going concern —
the business, or any part of the business, of a designated electricity licensee conducted pursuant to its licence; (b)the business, or any part of the business, of a designated entity which —
for a designated entity within paragraph (a) of the definition of “designated entity” in section 30A — relates to its transmission system or any part thereof; and
for a designated entity within paragraph (b) of the definition of “designated entity” in section 30A — relates to the activity or any part thereof by reason of which it is a designated entity; or
the business, or any part of the business, of a designated business trust relating to a transmission system or any part of a transmission system in respect of which, wholly or in part, the business trust is established,unless the person, and the licensee, the entity or the trustee‑manager of the business trust (as the case may be) obtain the prior written approval of the Authority.
The Authority may approve an application of a person under subsection (3) if the Authority is satisfied that —
the person, and every associate of the person known to the Authority, is a fit and proper person;
having regard to the likely influence of the person and every associate of the person known to the Authority, the designated electricity licensee, the designated entity or the trustee-manager of the designated business trust (as the case may be) will continue to conduct its business prudently and comply with the provisions of this Act; and
it is in the public interest to do so.
The Authority may approve an application of a person under subsection (3A) if the Authority is satisfied that —
the designated electricity licensee, the designated entity or the trustee-manager of the designated business trust (as the case may be) will continue to conduct its business prudently and comply with the provisions of this Act, despite the person ceasing to be a 50% controller or a 75% controller; and
it is in the public interest to do so.
The Authority may approve an application under subsection (4) if the Authority is satisfied that —
the person acquiring the business is a fit and proper person;
the acquisition will not affect the security and reliability of the supply of electricity to the public; and
it is in the public interest to do so.
Any approval by the Authority under this section may be granted subject to such conditions as the Authority may determine, including but not limited to any condition —
restricting the disposal or further acquisition of equity interests or voting power in the designated electricity licensee, designated entity or designated business trust; or
restricting the exercise of voting power in the designated electricity licensee, designated entity or designated business trust.
The Authority may at any time add to, vary or revoke any condition imposed under this section.
Any condition imposed by the Authority under this section has effect despite the provisions of any other written law or anything contained in the memorandum or articles of association, trust deed or other constitution of the licensee, the entity or the business trust.
Any approval granted by the Authority under this section is without prejudice to the operation of Part 7.
In this section —
“12% controller” means a person, not being a 25% controller, who, alone or together with the person’s associates —
holds 12% or more of the total equity interest in; or
equity interest
“equity interest” has the meaning given to that expression in regulations made under section 30C;
is in a position to control 12% or more of the voting power in,the licensee, the entity or the business trust;
business trust
“business trust” has the meaning given by section 2 of the Business Trusts Act 2004;
“25% controller” means a person, not being a 30% controller, who, alone or together with the person’s associates —
holds 25% or more of the total equity interest in; or
is in a position to control 25% or more of the voting power in,the licensee, the entity or the business trust;
“30% controller” means a person, not being a 50% controller, who, alone or together with the person’s associates —
holds 30% or more of the total equity interest in; or
is in a position to control 30% or more of the voting power in,the licensee, the entity or the business trust;
“50% controller” means a person, not being a 75% controller, who, alone or together with the person’s associates —
holds 50% or more of the total equity interest in; or
is in a position to control 50% or more of the voting power in,the licensee, the entity or the business trust;
“75% controller” means a person who, alone or together with the person’s associates —
holds 75% or more of the total equity interest in; or
is in a position to control 75% or more of the voting power in,the licensee, the entity or the business trust;
“indirect controller” means any person, whether acting alone or together with any other person, and with or without holding equity interest or controlling voting power in the licensee, the entity or the business trust, as the case may be —
in accordance with whose directions, instructions or wishes the directors of the licensee, the directors or other officers of the entity, or the trustee-manager of the business trust are accustomed or under an obligation, whether formal or informal, to act; or
trustee-manager
“trustee-manager” has the meaning given by section 2 of the Business Trusts Act 2004.
who is in a position to determine the policy of the licensee, the entity or the business trust,but does not include —
in the case of the licensee, a person who is the chief executive officer, a director or the chairperson of the board of directors of the licensee whose appointment as such has been approved by the Authority under section 30G; or
a person in accordance with whose directions, instructions or wishes the directors of the licensee, the directors or other officers of the entity or the trustee‑manager of the business trust are accustomed to act by reason only that they act on advice given by the person in the person’s professional capacity.