147. “Shadow Director”
(1) In these Regulations “shadow director”, in relation to a company, means a person in accordance with whose directions or instructions the directors of the company are accustomed to act.
(2) A person is not to be regarded as a shadow director by reason only that the directors act on advice given by him in a professional capacity.
(3) A body corporate is not to be regarded as a shadow director of any of its subsidiary companies for the purposes of–
(a) Chapter 2 (general duties of directors),
(b) Chapter 4 (transactions requiring members’ approval), or
(c) Chapter 6 (contract with sole member who is also a director),
by reason only that the directors of the subsidiary are accustomed to act in accordance with its directions or instructions.