Article 53 - Directors' Interests
(1) A director of an Investment Club who has a direct or indirect interest of which he is aware in a transaction entered into or proposed to be entered into by an Investment Club or by a Subsidiary of the Investment Club, shall disclose to the directors of the Investment Club the nature and extent of his interest.
(2) The disclosure required under Article 53(1) shall be made as soon as practicable but no later than 10 days after the director becomes aware of the circumstances from which his duty to make the disclosure arises.
(3) An interest solely through a holding of less than 10 percent of the shares in a Body Corporate listed on any stock exchange shall not constitute an interest requiring disclosure under this Article 53.
(4) A notice in writing given to the Investment Club by a director (including a sole director) that he is to be regarded as interested in any transaction with a specified person and specifying the reason why he is to be regarded as so interested is sufficient disclosure of his interest in any such transaction entered into after the notice is given.
(5) Where a director fails to disclose an interest of his under this Article 53 the director shall, unless the transaction is confirmed by an Ordinary Resolution at a general meeting of the Investment Club at which the nature of the director's interest in the transaction was properly disclosed, be liable to account to the Investment Club for any profit, gain or benefit obtained by the director in connection with the transaction.
(6) A sole director of an Investment Club who is required by this Article 53 to disclose any interest shall record the nature and extent of his interest in writing in a register which shall be kept at the Investment Club's registered office and shall be made available there for inspection by any Member and the Investment Club's auditor without charge during the office hours of the Investment Club.
|Derived (as from 20th December 2016).|