Acquisition of the assets and subsidiaries of Truphone Limited by TP Global Operations Limited: Notice of final order variation
Updated 23 April 2024
漏 Crown copyright 2024
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1. 皇冠体育app National Security and Investment Act 2021 (鈥渢he Act鈥�) gives the Secretary of State powers to assess acquisitions of control over entities and assets in, or linked to, the UK that may pose national security risks. If satisfied that a national security risk has arisen or would arise from the acquisition, the Secretary of State can make a final order imposing provisions which are necessary and proportionate to prevent, remedy or mitigate that national security risk. Section 27 of the Act sets out that the Secretary of State must keep each order under review, and may vary or revoke it.
2. 皇冠体育app Secretary of State in the Cabinet Office is the decision maker for the Act.
3. 皇冠体育app Secretary of State has varied a final order pursuant to section 27聽of the Act. 皇冠体育app variation comes into force 19th April 2024聽
4. 皇冠体育app Parties who are subject to the order are:
i. TP Global Operations Limited (鈥渢he Acquirer鈥�)
ii. TP Global Finance Limited
iii. TP Global Holdings Limited
iv. TP Global Limited
v. HMFK Capital Limited
vi. Hakan Koc
vii. Pyrros Koussios
5. 皇冠体育app Acquirer acquired the assets and subsidiaries of Truphone Limited. It did not previously control any of the assets belonging to Truphone Limited. This acquisition constituted a trigger event under section 9(1)(a) of the Act.
6. 皇冠体育app final order had the effect of allowing the acquisition of the assets and subsidiaries of Truphone Limited by TP Global Operations Limited, subject to provisions to mitigate the risk to national security.
7. 皇冠体育app Secretary of State considered that a risk to national security arises relating to
i. 皇冠体育app disruption of UK mobile services; and
ii. 皇冠体育app potential for the exploitation of Truphone UK user data.
8. 皇冠体育app Secretary of State imposed conditions upon the transaction which:
i. Required the Acquirer to appoint a Chief Information Security Officer (鈥淐ISO鈥�) approved by the Secretary of State; and
ii. Put in place telecoms information security measures on the Acquirer and required the Acquirer to carry out a security audit by an HMG approved auditor to produce a report setting out any new security measures.
9. 皇冠体育app variation updates the final order in respect of the definitions of assets and subsidiaries of Truphone Limited, to assist compliance with the final order and ensure continued proportionality of its application.
10. 皇冠体育app Secretary of State considers that the final order as varied is necessary and proportionate to mitigate the risk to national security.