DEFINITIONS
Person(s) Connected
: In relation to a Director or Major Shareholder, means such person(s) who fall(s)
under any one of the following categories:
i)
a member of the Director’s or Major Shareholder’s family, which family shall
have the meaning given in Section 197 of the CA 2016;
ii) a trustee of a trust (other than a trustee for an employee share option
scheme or pension scheme) under which the Director, Major Shareholder
or a member of the Director’s or Major Shareholder’s family is the sole
beneficiary;
iii) a partner of the Director, Major Shareholder or a partner of a Person
Connected with that Director or Major Shareholder;
iv) a person who is accustomed or under an obligation, whether formal or
informal, to act in accordance with the directions, instructions or wishes of
the Director or Major Shareholder;
v) a person in accordance with whose directions, instructions or wishes the
Director or Major Shareholder is accustomed or is under an obligation,
whether formal or informal, to act;
vi) a body corporate or its Directors which/who is/are accustomed or under
an obligation, whether formal or informal, to act in accordance with the
directions, instructions or wishes of the Director or Major Shareholder;
vii) a body corporate or its Directors whose directions, instructions or wishes
the Director or Major Shareholder is accustomed or under an obligation,
whether formal or informal, to act;
viii) a body corporate in which the Director, Major Shareholder and/or Persons
Connected with him are entitled to exercise, or control the exercise of, not
less than 15% of the votes attached to voting shares in the body corporate;
or
ix) a body corporate which is a related corporation.
Proposed
Shareholders’
Mandate
Related Party(ies)
: A Director, Major Shareholder or Person Connected with such Director or Major
Shareholder including any person who is or was within the preceding six (6)
months of the date on which the terms of the transaction were agreed upon, a
Director or a Major Shareholder of the Company, its subsidiary and/or holding
company. For the purpose of the Proposed Shareholders’ Mandate, the Related
Parties are GAPL and the HEINEKEN Group.
Recurrent
Related Party
Transaction(s)
: Proposed Shareholders’ Mandate for recurrent related party transactions of a
revenue or trading nature which are necessary for the day-to-day operations of
the Group as set out in Section 2.3 herein
: A recurrent related party transaction of a revenue or trading nature which is
necessary for the day-to-day operations of the Group and has been made or will
be made in the ordinary course of the Group’s business.




