5
For purposes of this definition, "
material interest
" shall mean a direct or indirect
ownership of voting shares representing at least two per cent (2%) of the outstanding
voting power or equity of KEC, the Company or any of their respective Affiliates.
"
Issue Notice
" has the meaning given in Articl
"
Jersey
" means the Island of Jersey and its dependencies.
"
KEC
" means Kuwait Energy Company K.S.C.C., a company organised and existing under
the laws of the state of Kuwait.
"
KEC Board
" means the board of directors of KEC, from time to time.
"
the Law
" means the Companies (Jersey) Law 1991.
"
listing
" means, in relation to the Company, the admission of its shares (and/or share
equivalents) to listing on any securities exchange and/or to trading on any public trading
market.
"
Member
" means a person whose name is entered in the Register as the holder of shares
in the Company.
"
month
" means a calendar month.
"
New Securities
" has the meaning given in Article
"
notice
" means a written notice unless otherwise specifically stated.
"
Notification Date
" has the meaning given in Article
"
Office
" means the registered office of the Company.
"
Operator
" has the meaning given to "authorized operator" in the Uncertificated Securities
Order.
"
paid up
" shall include credited as paid up.
"
Person
" means any individual, corporation, company, partnership, firm, voluntary
association, joint venture, trust, unincorporated organization, Authority or any other entity
whether acting in an individual, fiduciary or other capacity.
"
present in person
" in relation to general meetings of the Company and to meetings of
the holders of any class of shares, shall include present by attorney or by proxy or, in the
case of a corporate shareholder, by representative.
"
Register
" means the register of Members to be kept pursuant to Articl
"
relevant system
" means any computer based system and its related facilities and
procedures that is provided by an Operator and by means of which title to units of a
security can be evidenced and transferred, in accordance with the Uncertificated Securities
Order, without a written instrument.
"
Secretary
" means any person appointed by the board to perform any of the duties of
secretary of the Company (including a temporary or assistant secretary), and in the event
of two or more persons being appointed as joint secretaries any one or more of the
persons so appointed.
"
Share Equivalents
" means preferred shares, bonds, loans, warrants, options or other
similar instruments or securities which are convertible into or exercisable or exchangeable
