Regulation 8

that a director of the bank who is —

not considered independent from business relationships with the bank under regulation 6(3)(a) or (b); or

not considered independent from a substantial shareholder of the bank because of the relationship specified in regulation 7(3)(a)(v) or (b)(v); or

for the purposes of regulation 21(3), that a director of a major stake financial entity, in which the bank acquires or holds a major stake, who is not considered independent from a substantial shareholder of the bank or the financial holding company of the bank because of the relationship specified in regulation 7(3)(a)(v) or (b)(v),shall nonetheless be considered independent from business relationships with the bank, or independent from a substantial shareholder of the bank or a substantial shareholder of the financial holding company of the bank, as the case may be, if the Nominating Committee is satisfied that the director’s independent business judgment and ability to act in the interests of the bank will not be impeded, despite the relationships specified in that regulation.

at any time, the Authority is not satisfied that a director is independent notwithstanding any determination of the Nominating Committee made under paragraph (1); and

the lack of independence of that director would result in a failure to comply with any of the requirements under regulation 9(1), 10, 12(1), 16(1), 17(1) or 17A(1) in the case of a bank, or the requirements under regulation 21(1) in the case of a major stake financial entity,the Authority shall —

direct the bank to rectify the composition of the board of directors or any relevant committee in accordance with the requirements under regulation 9(1), 10, 12(1), 16(1), 17(1) or 17A(1), as the case may be, within such time, and subject to such conditions or restrictions, as the Authority may specify; or

direct the major stake financial entity to rectify the composition of the board of directors in accordance with the requirements under regulation 21(1), within such time, and subject to such conditions and restrictions, as the Authority may specify,as the case may be.