Irish Horseracing Industry 1994

Disclosure by directors of subsidiaries of interests.


15.(1) A director of a subsidiary of the Authority who has any material or financial interest—

(a) in any body corporate with which the subsidiary has made a contract or proposes to make a contract, or

(b) in any contract which the subsidiary has made or proposes to make,

shall, at a meeting of the subsidiary where any of the foregoing matters have arisen—

(i) disclose the fact of such interest and the nature thereof,

(ii) absent himself from the meeting or that part of the meeting during which the matter is discussed,

(iii) take no part in any deliberations of the subsidiary relating to the matter, and

(iv) not vote on any decision relating to the matter.

(2) Where an interest is disclosed pursuant to this section, the disclosure shall be recorded in the minutes of the meeting concerned and, for so long as the matter to which the disclosure relates is being dealt with by the meeting, the director by whom the disclosure is made shall not be counted in the quorum for the meeting.

(3) Where at a meeting of the directors of a subsidiary of the Authority a question arises as to whether or not a course of conduct, if pursued by a director of the subsidiary, would constitute a failure by him to comply with the requirements of subsection (1), the question may be determined by the chairman of the meeting whose decision shall be final and where such a question is so determined, particulars of the determination shall be recorded in the minutes of the meeting.

(4) Where the Minister is satisfied that a director has contravened subsection (1), he may, if he thinks fit, direct the Authority to remove that director from office and, in case a person is removed from office pursuant to this subsection, he shall thenceforth be disqualified from being a director of the subsidiary.

(5) Section 194 of the Companies Act, 1963, shall not apply to a director of a subsidiary of the Authority.