(1)

(a) The parent undertaking of a management company shall not be required to aggregate its holdings with the holdings managed by the management company under the conditions laid down in Council Directive 85/611/EC of 20 December 1985, provided such management company exercises its voting rights independently from the parent undertaking.

(b) But the requirement for the aggregation of holdings under Regulation 17(4) applies if the parent undertaking, or another controlled undertaking of the parent undertaking, has invested in holdings managed by such management company and the management company has no discretion to exercise the voting rights attached to such holdings and may only exercise such voting rights under direct or indirect instructions from the parent or another controlled undertaking of the parent undertaking.

(2)

(a) The parent undertaking of an investment firm authorised under Directive 2004/39/EC of the European Parliament and of the Council of 21 April 2004 shall not be required to aggregate its holdings under Regulations 14 and 15 with the holdings which such investment firm manages on a client-by-client basis within the meaning of Article 4(1), point 9, of that Directive, provided that: