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14.45

To determine whether a group of shareholders constitutes a "closely allied group of shareholders", the Exchange will take into account the following factors:—

(1) the number of persons in the group;
(2) the nature of their relationship including any past or present business association between two or more of them;
(3) the length of time each of them has been a shareholder;
(4) whether they would together be regarded as "acting in concert" for the purposes of the Takeovers Code; and
(5) the way in which they have voted in the past on shareholders' resolutions other than routine resolutions at an annual general meeting.

It is the listed issuer's responsibility to provide sufficient information to the Exchange to demonstrate that the group of shareholders is a "closely allied group" of shareholders.