MKT 9.5.2 MKT 9.5.2
In this section, unless otherwise provided:(1) a Person is a Related Party of a Reporting Entity if that Person:(a) is, or was within the 12 months before the date of the Related Party Transaction:(i) a Director of the Reporting Entity or a member of its Group;(ii) a Related Party Associate of a Person referred to in (1)(a)(i); or(b) owns, or has owned within 12 months before the date of the Related Party Transaction, voting Securities carrying more than 10% of the voting rights attaching to all the voting Securities of either the Reporting Entity or a member of its Group; or(c) is a Person exercising or having the ability to exercise significant influence over the Reporting Entity or a Related Party Associate of such a Person.(2) A transaction is a Related Party Transaction if it is a transaction:(a) between a Reporting Entity and a Related Party;(b) entered into pursuant to an arrangement between the Reporting Entity and the Related Party under which the Reporting Entity and the Related Party each invests in another Undertaking or asset, or provides financial assistance to another Undertaking;(c) between the Reporting Entity and any other Person, the purpose or effect of which is to benefit a Related Party; or(d) of the kind referred to in (a) to (c) and is between a Subsidiary of a Reporting Entity and a Related Party of the Reporting Entity.
Guidance1. A Person is regarded as exercising significant influence over a Reporting Entity, for example, if that Person is a consultant or adviser or a shadow director of the Reporting Entity. For the purposes of this rule, "shadow director" means a person in accordance with whose directions or instructions the Directors of the Reporting Entity are accustomed to act.2. Any transactions between a Subsidiary of a Reporting Entity and a Related Party are included within the definition of a Related Party Transaction. This is because a Related Party may, through the Reporting Entity, be able to influence terms which are more favourable to the Related Party when transacting with the Subsidiary. Such transactions could be detrimental to the interests of the Reporting Entity.