Artikel 2
Begriffsbestimmungen
The draft Regulation · Article 2
Definitions
For the purposes of this Regulation, the following definitions apply:
(1) 'undertaking' means an entity engaged in an economic activity, regardless of its legal status and the way in which it is financed, including all linked enterprises within the meaning of Article 3(3) of the Annex to Recommendation 2003/361/EC;
(2) 'covered undertaking' means an undertaking designated pursuant to Article 3;
(3) 'automated cognitive services' means services whose provision depends to a significant extent on software systems, including artificial intelligence systems within the meaning of Article 3(1) of Regulation (EU) 2024/1689, performing tasks that would otherwise require human cognitive labour;
(4) 'citizens' capital warrant' means a financial instrument arising pursuant to Article 5 which confers the right to subscribe for shares in a covered undertaking;
(5) 'Reserve' means the European Citizens' Capital Reserve established by Article 8;
(6) 'liquidity event' means any of the following:
(a) the admission of shares of the covered undertaking to trading on a regulated market or multilateral trading facility, in the Union or in a third country;
(b) a change of control of the covered undertaking;
(c) one or more transactions within any period of 12 months by which shares representing at least 20 % of the capital of the covered undertaking are transferred for consideration;
(7) 'change of control' means the acquisition, directly or indirectly, of decisive influence over the covered undertaking within the meaning of Article 3(2) of Regulation (EC) No 139/2004;
(8) 'compensation of labour' means the annual worldwide compensation of employees of an undertaking, calculated in accordance with point 3 of Annex I;
(9) 'fair market value' means the value determined in accordance with Annex I on the basis of the most recent funding transaction, independent valuation or observable market price, whichever is most recent;
(10) 'holder' means a natural person in whom an entitlement is vested pursuant to Article 10;
(11) 'national vehicle' means the body or arrangement designated by a Member State pursuant to Article 11 to administer entitlements;
(12) 'distribution' means a payment made from the Reserve to holders pursuant to Article 10;
(13) 'shareholder extraction' means, in respect of a covered undertaking and a period, the aggregate value transferred by it to its shareholders, to undertakings within the same group, to persons controlling it and to persons connected with any of them, a person being connected where the same natural persons hold, directly or indirectly, the majority of the economic rights in both, comprising:
(a) dividends and other distributions, consideration paid for the repurchase or redemption of its own shares, and reductions of capital paid out;
(b) repayments of principal on debt owed to any such person, and loans made to and claims acquired on any such person to the extent not repaid or realised within twelve months;
(c) interest on such debt, and payments for the use of intellectual property, for management and for other services rendered by any such person, in each case to the extent that the payment exceeds what would have been agreed between independent undertakings;
(14) 'automated assets' means the software systems referred to in point (3), the model parameters, training and inference infrastructure, data sets and intellectual property rights on which the provision of the goods or services referred to in Article 3(1)(a) principally depends.
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