definiens: ( including, withcorrelative meanings, the terms and ) as used with respect to a Personmeans ( a ) in the case of a corporate entity, direct or indirect ownership of voting securities entitled to cast at leastfifty percent ( 50 % ) of the votes in the election of directors or ( b ) in the case of a non - corporate entity, direct orindirect ownership of at least fifty percent ( 50 % ) of the equity interests with the power to direct the management andpolicies of such entity ; provided that, if local Laws restrict foreign ownership, control shall be established by director indirect ownership of the maximum ownership percentage that may, under such local Laws, be owned by foreigninterests, but in no event less than forty - five percent ( 45 % ) and only if such forty - five percent ( 45 % ) ownershippercentage provides such Person with the power to direct the management and policies of such entity