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Status: Please note you should read all Brexit changes to the FCA Handbook and BTS alongside the main FCA transitional directions. Where these directions apply the 'standstill', firms have the choice between complying with the pre-IP completion day rules, or the post-IP completion day rules. To see a full list of Handbook modules affected, please see Annex B to the main FCA transitional directions.

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      1. (1) (in relation to MiFID business or in FUND) a situation in which two or more persons are linked by:
        1. (a) participation in the form of211 ownership, direct or by way of control, of 20% or more of the voting rights or capital of an undertaking;
        1. (b) control which means the relationship between a parent undertaking and a subsidiary, in all the cases referred to in article 22(1) and (2) of the Accounting Directive211, or a similar relationship between any person and an undertaking, any subsidiary undertaking of a subsidiary undertaking also being considered to be211 a subsidiary of the parent undertaking which is at the head of those undertakings.
        1. (c) a permanent link of both or all of them to the same person by a control relationship.211

    211

    [Note: article 4(1)(35) of MiFID211

    and article 4(1)(e) of AIFMD]

      1. (2) (except where (1) applies and except in SUP 3 (Auditors),223 SUP 4 (Actuaries)) and SUP 12.4.8CR (Close links))223 (in accordance with paragraph 3(2) in Schedule 6 to the Act (Close links)) the relationship between a person ("A") and another person ("CL") which exists if:
        1. (a) CL is a parent undertaking of A; or
        1. (b) CL is a subsidiary undertaking of A; or
        1. (c) CL is a parent undertaking of a subsidiary undertaking of A; or
        1. (d) CL is a subsidiary undertaking of a parent undertaking of A; or
        1. (e) CL owns or controls 20% or more of the voting rights or capital of A; or
        1. (f) A owns or controls 20% or more of the voting rights or capital of CL.
      1. (3) (in SUP 3 (Auditors) and SUP 4 (Actuaries)) (in accordance with section 343(8) of the Act (Information given by auditor or actuary to a regulator: persons with close links)) the relationship in (2), disregarding (e) and (f).
      1. (4) (in SUP 12.4.8CR (Close links)) a situation in which two or more persons are linked by223:
        1. (a) participation which means the ownership, direct or by way of control, of 20% or more of the voting rights or capital of an undertaking;223
        1. (b) control which means the relationship between a parent undertaking and a subsidiary undertaking as set out in article 1 of Directive 83/349/EEC, or a similar relationship between any person and an undertaking.223
        A situation in which two or more persons are permanently linked to one and the same person by a control relationship is also to be regarded as constituting a close link between such persons.223 [Note: article 2(1)(13) of the IDD] 223