What is a “major shareholder” in the context of related party transactions?

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A director asked me about the definition of a “major shareholder” when it comes to related party transactions.

I thought I would share my response here.

“Major shareholder” means a person who has an interest or interests in one or more voting shares in a corporation and the number or aggregate number of those shares, is:

(a) 10% or more of the total number of voting shares in the corporation; or

(b) 5% or more of the total number of voting shares in the corporation where such person is the largest shareholder of the corporation.

For the purpose of related party transactions, “major shareholder” includes any person who is or was within the preceding 6 months of the date on which the terms of the transaction were agreed upon, a major shareholder of the listed company or its subsidiary or holding company.

For the full definition, refer to the Main Market Listing Requirements (Paragraphs 1.01 and 10.02) and the ACE Market Listing Requirements (Rules 1.01 and 10.02).

This post was first posted on LinkedIn on 20 March 2025.

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