GEN 8.8.3

For the purposes of determining whether a Person is a Controller, any Shares, voting rights or rights to acquire Shares or voting rights that a Person Holds, either alone or with any Associate with whom they are acting in concert, in an Authorised Person or a Holding Company of that Authorised Person are disregarded if:

(a) they are Shares held for the sole purpose of clearing and settling within a short settlement cycle;
(b) they are Shares held in a custodial or nominee capacity and the voting rights attached to the Shares are exercised only in accordance with written instructions given to that Person by another Person;
(c) they are Shares representing no more than 5% of the total voting power and are Held by an Authorised Person with a Financial Services Permission to deal as principal, who:
(i) Holds the Shares in the capacity of a market maker; and
(ii) neither intervenes in the management of the Authorised in which it Holds the Shares, nor exerts any influence on that Authorised Person to buy the Shares or back the Share price; or
(d) the Person is an Authorised Person and it:
(i) acquires the Shares as a result of an Underwriting of a Share issue or a placement of Shares on a firm commitment basis;
(ii) does not exercise the voting rights attaching to the Shares or otherwise intervene in the management of the Issuer; and
(iii) retains the Shares for a period less than one year.