DENMARK Law and Practice Contributed by: Anders Amstrup Fournais and Sarah Bisgaard Møller, Hafnia Law Firm LLP
The Commission is responsible for ensuring the uni - form application of sanctions. 7.2 Scope of Designation There are no provisions in Danish law specifying the indirect designation of persons or entities as a result of their being “owned or controlled” by a directly des - ignated person. The sanctions regimes – eg, against Russia, Iran and Belarus – contain provisions requiring the freezing of assets that are owned or controlled by designated persons or entities. Entities that are “owned or controlled” by designated persons or entities may themselves become designat - ed. However, any such designation will only be made as a matter of policy, and to make it clear to the market that the person or entity in question is sanctioned. The point is that, even without any express designation, any person or entity that is owned or controlled by a sanctioned person or entity will already be subject to sanctions. The criteria for “ownership”, to be taken into account when assessing whether a legal person or entity is owned by another person or entity, are as follows: • the “owning” person or entity possesses more than 50% of the proprietary rights of the other person or entity; or • the “owning” person or entity has a majority inter - est in the other person or entity (see the definition provided for in EC Regulation 2580/2001, Article 1). If this criterion is satisfied, it is considered that the legal person or entity is owned by another person or entity. The criteria to be taken into account when assessing whether a legal person or entity is controlled by anoth - er person or entity, alone or pursuant to an agreement with another shareholder or other third party, could include, inter alia: • having the right or exercising the power to appoint or remove a majority of the members of the admin - istrative, management or supervisory body of such legal person or entity;
• having appointed, solely as a result of the exercise of one’s voting rights, a majority of the members of the administrative, management or supervisory bodies of a legal person or entity who have held office during the present and previous financial year; • controlling alone, pursuant to an agreement with other shareholders in or members of a legal person or entity, a majority of shareholders’ or members’ voting rights in that legal person or entity; • having the right to exercise a dominant influence over a legal person or entity, pursuant to an agree - ment entered into with that legal person or entity, or to a provision in its Memorandum or Articles of Association, where the law governing that legal person or entity permits it being subject to such agreement or provision; • having the power to exercise the right to exert a dominant influence, as referred to in the previous bullet point, without being the holder of that right; • having the right to use all or part of the assets of a legal person or entity; • managing the business of a legal person or entity on a unified basis while publishing consolidated accounts; or • sharing jointly and severally the financial liabilities of a legal person or entity, or guaranteeing them. If any of these criteria are satisfied, it is considered that the legal person or entity is controlled by another person or entity, unless the contrary can be estab - lished on a case-by-case basis. The fulfilment of the foregoing criteria of ownership or control may be refuted on a case-by-case basis. If ownership or control is established in accordance with the foregoing criteria, making funds or economic resources available to non-listed legal persons or enti - ties that are owned or controlled by a listed person or entity will, in principle, be considered analogous to making them indirectly available to the latter, unless it can be reasonably determined – on a case-by-case basis using a risk-based approach, and taking into account all of the relevant circumstances, including the criteria further outlined in the Council’s Best Prac - tice Guidelines – that the funds or economic resources
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