Clause 84

by inserting, immediately after subsection (1), the following subsection: “(1A) A company shall keep a register showing with respect to each chief executive officer of the company particulars of —

shares in that company, being shares of which the chief executive officer is their registered holder or in which he has an interest and the nature and extent of that interest;

debentures of the company which are held by the chief executive officer or in which he has an interest and the nature and extent of that interest;

rights or options of the chief executive officer or of the chief executive officer and another person or other persons in respect of the acquisition or disposal of shares in the company; and

contracts to which the chief executive officer is a party or under which he is entitled to a benefit, being contracts under which a person has a right to call for or to make delivery of shares in the company.”;

by deleting subsection (3) and substituting the following subsection:“(3) A company that is a wholly‑owned subsidiary of another company shall be deemed to have complied with this section in relation to a director or chief executive officer of that other company (whether or not he is also a director of that company) if the particulars required by this section to be shown in the registers of the first‑mentioned company with respect to the director or chief executive officer (as the case may be) are shown in the registers of the second‑mentioned company.”;

by deleting subsection (5) and substituting the following subsection: “(5) A company shall, within 3 days after receiving notice from a director or chief executive officer under section 165(1)(a) of this Act or section 133(1)(a), (b), (c), (d) or (e) of the Securities and Futures Act, enter in its register in relation to the director or chief executive officer (as the case may be) the particulars referred to in subsection (1) or (1A), as the case may be, including the number and description of shares, debentures, participatory interests (if applicable), rights, options and contracts to which the notice relates and in respect of shares, debentures, participatory interests (if applicable), rights or options acquired or contracts entered into after he became a director or chief executive officer (as the case may be) —

the price or other consideration for the transaction, if any, by reason of which an entry is required to be made under this section; and

the date of —

the agreement for the transaction or, if it is later, the completion of the transaction; or

where there was no transaction, the occurrence of the event by reason of which an entry is required to be made under this section.”; (d)by inserting, immediately after the words “a director” in subsection (6), the words “or chief executive officer (as the case may be)”;

by deleting subsection (12) and substituting the following subsection:“(12) It is a defence to a prosecution for failing to comply with subsection (1), (1A) or (5) in respect of particulars relating to a director or chief executive officer if the defendant proves that the failure was due to the failure of the director or chief executive officer to comply with section 165 of this Act, or (as the case may be) section 133 of the Securities and Futures Act with respect to those particulars.”;

by deleting subsections (15) and (16) and substituting the following subsections:“(15) For the purposes of the application of this section —

a director or chief executive officer of a company shall be deemed to hold or have an interest or a right in or over any shares or debentures if —

a wife or husband of the director or chief executive officer (as the case may be) (not being herself or himself a director or chief executive officer thereof) holds or has an interest or a right in or over any shares or debentures; or

a child of less than 18 years of age of that director or chief executive officer (as the case may be) (not being himself or herself a director or chief executive officer) holds or has an interest in shares or debentures; and

any contract, assignment or right of subscription shall be deemed to have been entered into or exercised or made by, or a grant shall be deemed as having been made to, the director or chief executive officer (as the case may be) if —

the contract, assignment or right of subscription is entered into, exercised or made by, or a grant is made to, the wife or husband of a director or chief executive officer of a company (not being herself or himself a director or chief executive officer thereof); or

the contract, assignment or right of subscription is entered into, exercised or made by, or a grant is made to, a child of less than 18 years of age of a director or chief executive officer of a company (not being himself or herself a director or chief executive officer thereof).(16) In subsection (15), “child” includes step‑son, adopted son, step‑daughter and adopted daughter.”; and

by inserting, immediately after the word “director’s” in the section heading, the words “and chief executive officer’s”.