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Further definitions

In this byelaw:

(a) ‘‘associate’’ means, in relation to any person:

(i) that person’s spouse or child (including any step-child and adopted child) under the age of 18 years;

(ii) any body corporate of which that person or that person’s spouse is a director, or in the case of a limited liability partnership, a member;

(iii) any partnership in which that person or that person’s spouse is a partner;

(iv) any person who is an employer, employee or partner of that person or that person’s spouse;

(v) any body corporate or partnership of which that person or that person’s spouse, either alone or with any other connected person, has control;

(b) ‘‘connected company’’ means, in relation to any body corporate any other body corporate which is under common control with that body corporate;

(c) ‘‘connected person’’ means, in relation to any person:

(i) any person who is party to any agreement, arrangement or understanding with the first person involving mutual obligations, understandings or expectations with regard to the retention or disposal of any shares in a body corporate or to the exercise of any voting power conferred by the shares or to any other influence arising from the shares;

(ii) any person whom the first person controls;

(iii) where that person is a body corporate, its directors and their associates;

(iv) where that person is a partnership, its partners and their associates;

(v) where that person is an individual, his associates, 

and ‘‘connected’’ shall be construed accordingly;

(d) ‘‘controller’’ means:

(i) in relation to a body corporate, a person who, either alone or with any connected person or persons, is entitled to exercise, or to control the exercise of, 30 per cent. or more of the voting power at any general meeting of that body corporate or of another body corporate which controls that body corporate; or

(ii) in relation to a body corporate or a partnership, a person in accordance with whose directions or instructions, either alone or with those of any connected person or persons, the directors of the body corporate or the partners in the partnership are accustomed to act  

and ‘‘control’’ shall be construed accordingly; and

(e) ‘‘major shareholder’’ means, in relation to a body corporate, a person who, either alone or with any connected person or persons, is entitled to exercise, or control the exercise of, 15 per cent. or more of the voting power at any general meeting of that body corporate or of another body corporate which controls that body corporate.