1.An undertaking need not be included in consolidated accounts where it is not material for the purposes of Article 16 (3).
2.Where two or more undertakings satisfy the requirements of paragraph 1 above, they must nevertheless be included in consolidated accounts if, as a whole, they are material for the purposes of Article 16 (3).
3.In addition, an undertaking need not be included in consolidated accounts where: (a) severe long-term restrictions substantially hinder: (aa) the parent undertaking in the exercise of its rights over the assets or management of that undertaking; or (bb) the exercise of unified management of that undertaking where it is in one of the relationships defined in Article 12 (1); or (b) the information necessary for the preparation of consolidated accounts in accordance with this Directive cannot be obtained without disproportionate expense or undue delay; or (c) the shares of that undertaking are held exclusively with a view to their subsequent resale.