(1) In this Act, except in relation to a unit trust scheme or a registered friendly society, “manager” means an employee who—
(a) under the immediate authority of his employer is responsible, either alone or jointly with one or more other persons, for the conduct of his employer's business; or
(b) under the immediate authority of his employer or of a person who is a manager by virtue of paragraph (a) exercises managerial functions or is responsible for maintaining accounts or other records of his employer.
(2) If the employer is not an individual, references in subsection (1) to the authority of the employer are references to the authority—
(a) in the case of a body corporate, of the directors;
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