Independent director requirement extends to unlisted material subsidiaries, triggering audit, disclosure and shareholder approval controls. At least one independent director of a listed entity must be on the board of any unlisted material subsidiary; the listed entity's audit committee shall review the unlisted subsidiary's financial statements and investments; minutes of the unlisted subsidiary's board meetings must be placed before the listed entity's board; management must report significant transactions; reductions of shareholding to fifty percent or less or cessation of control, and disposals of more than twenty percent of assets, require prior shareholder approval by special resolution, with specified exceptions.