Companies Act 1993

Directors and their powers and duties - Transactions involving self-interest

148: Disclosure of share dealing by directors

You could also call this:

“Directors must report their company share ownership and trades”

If you’re a director of a company that has just become registered under this Act, and you own shares in that company, you need to tell the board about it right away. You must tell them how many shares you have, what type they are, and how you own them. You also need to make sure this information is written down in a special book called the interests register.

If you’re a director and you buy or sell shares in your company, you need to tell the board about it straight away. You must tell them how many shares you bought or sold, what type they were, how you owned them, how much you paid or got for them, and when you bought or sold them. Again, you need to make sure all of this information is written down in the interests register.

This rule is about being open and honest about the shares you own in your company when you’re a director. It’s important because it helps everyone know what’s going on and keeps things fair.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM320685.

Topics:
Business > Industry rules
Business > Fair trading

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“Some situations where your share ownership interests don't count”


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Part 8 Directors and their powers and duties
Transactions involving self-interest

148Disclosure of share dealing by directors

  1. A director of a company that has become registered under this Act in accordance with the Companies Reregistration Act 1993 and who has a relevant interest in any shares issued by the company must, forthwith after the reregistration of the company,—

  2. disclose to the board the number and class of shares in which the relevant interest is held and the nature of the relevant interest; and
    1. ensure that the particulars disclosed to the board under paragraph (a) are entered in the interests register.
      1. A director of a company who acquires or disposes of a relevant interest in shares issued by the company must, forthwith after the acquisition or disposition,—

      2. disclose to the board—
        1. the number and class of shares in which the relevant interest has been acquired or the number and class of shares in which the relevant interest was disposed of, as the case may be; and
          1. the nature of the relevant interest; and
            1. the consideration paid or received; and
              1. the date of the acquisition or disposition; and
              2. ensure that the particulars disclosed to the board under paragraph (a) are entered in the interests register.