9D.— (1) Where a member of the staff of the subsidiary has a material interest, otherwise than in his capacity as such a member, in any contract, agreement or arrangement, to which the subsidiary is a party, or a proposed such contract, agreement or arrangement, that person shall—

(a) disclose to the subsidiary his interest and the nature thereof,

(b) take no part in the negotiation of the contract, agreement or arrangement or in any deliberation by the subsidiary or members of the staff of the subsidiary in relation thereto, and

(c) neither influence nor seek to influence a decision to be made in the matter nor make any recommendation in relation to the contract, agreement or arrangement.

(2) Subsection (1) shall not apply to contracts or proposed contracts of employment of members of the staff of the subsidiary with the subsidiary.

(3) Where a person contravenes this section the subsidiary may make such alterations to the person’s terms and conditions of employment as it considers appropriate or terminate the person’s contract of employment. ]