Article 3 2.

replacing, by means of bilateral agreement, the criterion of a holding in the capital by that of a holding of voting rights;

not applying this Directive to companies of that Member State, which do not maintain for an uninterrupted period of at least 2 years holdings qualifying them as parent companies, or to those of their companies in which a company of another Member State does not maintain such a holding for an uninterrupted period of at least 2 years.