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, in an Authorised Firm or a Holding Company of that firm 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; or
(c) the Person is an Authorised Firm or a Regulated Financial Institution 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.