No.l2 BANKING AMR>JDMENT (3) Subsection (2)(b)(i) and (iii) shall not apply in respect of shares held temporarily by an underwriter pending their acquisition by other persons. (4) For the purposes of subsection (2)(b)(ii), if a person's appointment as director of a banking institution follows necessarily from his or her appointment as a director of another company or body corporate, that company or body corporate shall be deemed to have power to determine his or her appointment as a director of the banking institution. (5) If for any reason it is unclear whether or not a person exercises control over a banking institution, the Registrar may, by written notice to the person and the banking institution concemed, determine whether or not he or she exercises such control: Provided that before making such a determination the Registrar shall give the person and the banking institution an adequate opportunity to make representations in the matter. (6) \Vhere the Registrar detetmines under subsection (5) that a shareholder is a person who exercises control over a banking institution in contmvention of this section, such determination shall constitute a requirement by the Registrar that the shareholder divest himself or herself of the shares concerned in compliance with section 15D(l)(d). (7) Subject to section 73, a shareholder who is required to divest himself or herself of any shares in terms of subsection (6) and who fails without jtist cause to comply with the requirement within the first seven days of the period of one hundred and eighty-one days referred to in paragraph (a) below, shall(a) be liable for a civil penalty of fifty United States dollars (or the maximum monetary figure specified from time to time for level four, whichever is the lesser amount) for each day the shareholder remains in default, not exceeding a period of one hundred and eighty-one days: Provided that the Registrar shall have power to waive the payment or refund the whole or patt of any penalty prescribed under this paragraph if he or she is satisfied that the contravention was not wilful, or not due to the want of reasonable care; and (b) if the shareholder continues to be in default after the period specified in paragraph (a), be guilty of an offence and liable on conviction to a fine not exceeding level ten or to imprisonment for a period not exceeding six months or to both such fine and such imprisonment. 15G Registration of controlling companies (1) An application for registration as a controlling company shall be made to the Registrar in the prescribed form and manner and shall be accompanied by(a) a certified copy of the applicant's memorandum of association and articles of association; and 218 2015