20.7 Conflicts of interest

The model articles, like Table A, include provisions restricting a director’s involvement in decisions in which he is personally interested. The private company articles provide that a director is not to be counted as participating in the decision-making process for quorum, voting or agreement purposes if he is interested in the actual or proposed transaction or arrangement which is the subject-matter of the decision1. The model articles (like the previous Table A) provide various exceptions. Neither the voting nor the quorum restriction applies if the company decides to disapply the prohibition by ordinary resolution, the director’s

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