Common use of Subsidiary Undertakings Clause in Contracts

Subsidiary Undertakings. 5.1 No Target Group Company has any subsidiary undertaking other than the Subsidiaries, and has not agreed to acquire an interest in or merge or consolidate with, a corporate body or any other person other than the Subsidiaries. 5.2 Save as set out in Part 2 of Schedule 1 (Target Group), each issued share in the capital of each Subsidiary is legally and beneficially owned by a Target Group Company alone, has been properly issued and is fully paid or credited as fully paid. There is no Encumbrance, and there is no agreement, arrangement or obligation to create or give an Encumbrance, in relation to any share in the capital of a Subsidiary held by a member of the Seller’s Group or any unissued share in the capital of a Subsidiary. So far as the Seller is aware, no person has claimed to be entitled to an Encumbrance in relation to any of those shares.