[(1) For the purposes of section 422, shares and voting power that a person holds in an undertaking (“B”) or in a parent undertaking of B (“P”) are disregarded in the following circumstances.
(2) Shares held only for the purposes of clearing and settling within a short settlement cycle are disregarded.
(3) Shares held by a custodian or its nominee in a custodian capacity are disregarded, provided that the custodian or nominee is only able to exercise voting power attached to the shares in accordance with instructions given in writing.
(4) Shares representing no more than 5% of the total voting power in B or P held by an investment firm are disregarded, provided that it—
(a) holds the shares in the capacity of a market maker (as defined in article [4.1.7] of the markets in financial instruments directive);
(b) is authorised by its home state regulator under the markets in financial instruments directive; and
(c) neither intervenes in the management of B or P nor exerts any influence on B or P to buy the shares or back the share price.
(5) Shares held by a credit institutio
n or investment firm in its trading book are disregarded, provided that—
(a) the shares represent no more than 5% of the total voting power in B or P; and
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