( a ) " act " means the canada business corporations act ; ( b ) " affiliate " means a person that directly, or indirectly through one or more intermediaries, controls or is controlled by, or is under common control with, the person specified. for the purposes of this definition, " control " when used with respect to any person, means the possession, direct or indirect, of the power to direct or cause the direction of the management and policies of person, whether through the ownership of voting securities, by contract, or otherwise ; ( c ) " beneficial ownership exchange cap " has the meaning given to that term in the terms of the preferred shares ; ( d ) " common shareholders " means the holders from time to time of common shares ; ( e ) " common shares " means the common shares in the capital of the corporation ; ( f ) " holders " means the investors and their affiliates ; ( g ) " investors " means collectively, oaktree organics, l. p. and oaktree huntington investment fund ii, l. p. ; ( h ) " issuer " means sunopta foods, inc., a corporation existing under the laws of the state of delaware ; ( i ) " person " includes an individual, sole proprietorship, corporation, body corporate, incorporated or unincorporated association, syndicate or organization, partnership, limited partnership, limited liability company, unlimited liability company, joint venture, joint stock company, trust, natural person in his or her capacity as trustee, executor, administrator or other legal representative, a governmental entity or other entity, whether or not having legal status ; ( j ) " preferred shares " means shares of series a preferred stock issued by the issuer and beneficially owned or controlled by the holders ; ( k ) " redemption amount " means the sum of us $ 0. 00001 per special voting share ; ( l ) " shareholder approval " means the approval of the common shareholders at a meeting to remove the beneficial ownership exchange cap and the voting cap and to waive the application of the shareholder rights plan to the acquisition by the holders of beneficial ownership of the special voting shares and those common shares which are issuable or deliverable to the holders upon exchange of the preferred shares ; ( m ) " shareholder rights plan " means the amended and restated shareholder rights plan agreement dated as of november 10, 2015 between the corporation and american stock transfer and trust company, llc, as rights agent, as the same may