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Companies Act, 2008 (Act No. 71 of 2008)

Companies Regulations, 2011

Chapter 4 : Offerings of Company Securities

Part C : Items required to be included in a Prospectus

64. Interest of directors and promoters

 

 

(1) In this regulation, the expression "director or promoter" refers to a director or promoter of a company only if its securities are being offered in a prospectus contemplated in regulation 55.

 

(2) Section 1, Paragraph 8 of every prospectus must set out—
(a) a statement of any consideration paid, or agreed to be paid, by any person within the 3 years immediately before the date of the prospectus-
(i) to a director or a related person, or
(ii) to another company-
(aa) in which the director is beneficially interested; or
(bb) of which the director is also a director; or
(iii) to any partnership, syndicate or other association of which the director is a member

to induce the director to become a director, or to qualify as a director, or for services rendered by the director or by a company, partnership, syndicate or other association in connection with the promotion or formation of the company; and

(b) full particulars of the nature and extent of any direct or indirect material interest, of any director or promoter in—
(i) the promotion of the company;
(ii) any property proposed to be acquired by the company out of the proceeds of the issue; or
(iii) any property acquired or proposed to be acquired by the company or any subsidiary during the 3 years immediately before the date of the prospectus; and
(c) if any interest of a director or promoter contemplated above consists in being a member of a partnership, company, syndicate or other association of persons—
(i) the nature and extent of the interest of each such partnership, company, syndicate or other association; and
(ii) the nature and extent of each such director's or promoter's interest in the partnership, company, syndicate or other association.