19. A board member who exercises functions within the Company on a full-time basis shall not have a direct or indirect interest in a body, enterprise or association that places the board member’s personal interests in conflict with the Company’s interests. If such an interest devolves to the board member, including by succession or gift, it must be renounced or disposed of with dispatch.
Any other board member who has a direct or indirect interest in a body, enterprise or association that places the member’s personal interests in conflict with the Company’s interests shall disclose it in writing to the chair of the board of directors and abstain from participating in any discussion or decision involving the body, enterprise or association in which the member has that interest. The member must also withdraw from a meeting for the duration of the discussion or vote on such a matter.
This section does not prevent a board member from expressing an opinion on general measures relating to conditions of employment within the Company which would also apply to the member.
A member of the board of directors may hold the shares required to qualify him to be a director of a company of which the Company has acquired shares under section 39 or of Churchill Falls (Labrador) Company Limited.
R. S. 1964, c. 86, s. 17; 1969, c. 34, s. 3; 1978, c. 41, s. 6; 1999, c. 40, s. 145; 2006, c. 59, s. 58.