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CONSOLIDATED AND SEPARATE FINANCIAL STATEMENTS
Illustration 5
• Z Ltd holds 40% of the voting rights in Y Ltd, whose relevant
activities are directed through voting rights. The remaining voting
rights are widely dispersed amongst shareholders who do not
individually own more than 1% of the voting rights.
• However, some of the shareholders with common interests have
a collective voting agreement in terms of which their votes are
cast in aggregate by a nominated representative. The aggregate
of those voting rights represents 52% of the voting rights in Y Ltd.
• Does Z Ltd have power over Y Ltd?
• The collective voting agreement warrants consideration of the voters it
represents as an organised group of voters
• The organised group of voters control 52% of the voting rights in Y Ltd
• Thus, they are able to prevent Z Ltd from directing the relevant
activities of Y Ltd
• Therefore, Z Ltd does not have power over Y Ltd, even though it is the
single largest shareholder
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