A) is not, and has not been in the past 5 years, employed by the Company or its Affiliates;

B) does not have, and has not had in the past 5 years, a business relationship with, and does not hold a material interest in, the Company or its Affiliates (either directly or as a partner or shareholder (other than to the extent to which shares are held by such Director pursuant to a requirement of Applicable Law in the Country relating to directors generally), and is not a partner, shareholder, director, officer or senior employee of a Person that has or had such a relationship);

C) is not affiliated with any nonprofit organization that receives significant funding from the Company or its Affiliates;

D) does not receive and has not received in the past 5 years, any additional remuneration from the Company or its Affiliates other than his or her director’s fee and such director’s fee does not constitute a significant portion of his or her annual income;

E) does not participate in any share option [scheme]/[plan] or pension [scheme]/[plan] of the Company or any of its Affiliates;

F) is not employed as an executive officer of another company where any of the Company’s executives serve on that company’s board of directors;

G) is not, nor has been at any time during the past 5 years, affiliated with or employed by a present or former auditor of the Company or any of its Affiliates;

H) is not a member of the immediate family (and is not the executor, administrator or personal representative of any such Person who is deceased or legally incompetent) of any individual who would not meet any of the tests set out in (a) to (g) (were he or she a director of the Company);

I) is identified in the annual report of the Company distributed to the shareholders of the Company as an independent director; and

J) has not served on the Board for more than 10 years.