Commonwealth Numbered Acts

PETROLEUM RETAIL MARKETING FRANCHISE ACT 1980 No. 139, 1980 - SECT 5

5. (1) For the purposes of this Act, the following persons are associates of a
person:

   (a)  a partner of the person;

   (b)  where the person is a body corporate-

        (i)    an officer of the body corporate;

        (ii)   a body corporate that is related to the first-mentioned body
               corporate; or

        (iii)  an officer of a body corporate that is related to the first-
               mentioned body corporate;

   (c)  an officer of a body corporate of which the person is an officer;

   (d)  a body corporate whose directors are accustomed or under an
        obligation, whether formal or informal, to act in accordance with the
        directions, instructions or wishes of the person or, where the person
        is a body corporate, of the directors of the person;

   (e)  a body corporate in accordance with the directions, instructions or
        wishes of which, or of the directors of which, the person is
        accustomed or under an obligation, whether formal or informal, to act;

   (f)  a body corporate in which the person holds a substantial interest;

   (g)  a person in concert with whom the person is acting, or proposes to
        act, in respect of the matter to which the relevant provision of this
        Act relates;

   (h)  a person with whom the person is, or proposes to be, associated,
        whether formally or informally, in any other way in respect of the
        matter to which the relevant provision of this Act relates;

   (j)  if the person has entered into, or proposes to enter into, a
        transaction or has done, or proposes to do, any other act or thing,
        with a view to becoming an associate of a person as mentioned in
        paragraph (g) or (h)-that last-mentioned person;

   (k)  a person who is, by virtue of paragraph (g), (h) or (j), an associate
        of any other person who is an associate of the person by virtue of any
        of those paragraphs or by virtue of another application or other
        applications of this paragraph.

(2) A person shall not be taken to be an associate of another person by virtue
of paragraph (1) (g), (h) or (j) by reason only that the person-

   (a)  furnishes advice to, or acts on behalf of, that other person in a
        professional capacity;

   (b)  is a party to a franchise agreement to which that other person is a
        party; or

   (c)  is a party to an agreement under which that other person, being a
        franchisor, sells its interest in, or grants a lease of, the marketing
        premises to the person.

(3) For the purposes of this section, a person shall be taken to hold a
substantial interest in a body corporate if the person, alone or together with
any associate or associates of the person, is in a position to control not
less than 15% of the voting power in the body corporate or holds interests in
not less than 15% of the issued shares in the body corporate.

(4) Where-

   (a)  a person holds a substantial interest in a body corporate (including a
        substantial interest held by that person by another application or
        other applications of this sub-section); and

   (b)  that body corporate is in a position to control all or any of the
        voting power in another body corporate or holds interests in all or
        any of the issued shares in another body corporate, that person shall
        be taken to be in a position to control so much of the voting power in
        the other body corporate as the first-mentioned body corporate is in a
        position to control or to hold the interests in the issued shares in
        the other body corporate that the first-mentioned body corporate
        holds, as the case may be.

(5) A reference in this section to control of the voting power in a body
corporate shall be read as a reference to control that is direct or indirect,
including control that is exercisable as a result of, by means of, in breach
of, or by revocation of, trusts, agreements or practices, whether or not
having legal or equitable force and whether or not based on legal or equitable
rights.