Singapore legislation

Clause 29

Disclosure of interests by directors

(1)

Every director of a designated financial holding company who has in any manner, directly or indirectly, an interest in an exposure of, or a proposed exposure of —

(a)

that designated financial holding company; or

(b)

any of the companies within the FHC group of the designated financial holding company,shall as soon as practicable declare the nature of his interest to the board of directors of that designated financial holding company and the secretary of that designated financial holding company shall cause the declaration to be circulated immediately to all the directors.

(2)

The requirements in subsection (1) shall not apply in any case where the interest of the director consists only of being a member or creditor of a company which is interested in an exposure of, or a proposed exposure of, that designated financial holding company if the interest of the director may properly be regarded as of a trivial nature.

(3)

For the purposes of subsection (1), a general notice given to the board of directors of a designated financial holding company to the effect that he is an officer or a member of a specified company, or a partner or manager of a specified firm or specified limited liability partnership, and that he is to be regarded as having an interest in any exposure which may, after the date of the notice, be acquired in respect of that company, firm or limited liability partnership, shall be deemed to be a sufficient declaration of interest in relation to any exposure so acquired if —

(a)

the notice specifies the nature and extent of his interest in that company, firm or limited liability partnership;

(b)

his interest is not different in nature from or greater in extent than the nature and extent so specified in the notice at the time any exposure is so acquired; and

(c)

it is given at a meeting of the board of directors or the director takes reasonable steps to ensure that it is brought up and read at the next meeting of the board of directors after it is given.

(4)

Every director of a designated financial holding company who holds any office or possesses any property whereby, directly or indirectly, duties or interest might be created in conflict with his duties or interest as director shall declare at a meeting of the directors of that designated financial holding company the fact and the nature, character and extent of the conflict.

(5)

The declaration referred to in subsection (4) shall be made at the first meeting of the directors held —

(a)

after he becomes a director of the designated financial holding company; or

(b)

if already a director, after he commences to hold the office or to possess the property, as the case may be.

(6)

The secretary of the designated financial holding company shall —

(a)

cause to be brought up and read any declaration made under subsection (1) or (4) at the next meeting of the directors after it is given; and

(b)

record any declaration made under this section in the minutes of the meeting at which it was made or at which it was brought up and read.

(7)

Any director who acts in contravention of subsection (1) or (4) shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $125,000 or to imprisonment for a term not exceeding 3 years or to both.

(8)

In this section, “exposure” has the meaning given to it in the Schedule.

Read in full context — Financial Holding Companies Bill →