Prohibition on director compensation in connection with share transfer offers restricts payments and mandates disclosure and approval procedures. Directors are barred from receiving compensation for loss of office or retirement in connection with specified types of share transfer offers; any proposed payment by transferees or other persons must be included in or sent with the offer notice to shareholders. Failure by the director or the person required to provide particulars to comply attracts a fine. If disclosure or required prior approval by a meeting of affected shareholders is not obtained, sums received by the director are deemed held on trust for sellers and must be distributed by him at his expense. A meeting called to approve such payment that lacks quorum on adjournment is deemed approved.
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Provisions expressly mentioned in the judgment/order text.
Prohibition on director compensation in connection with share transfer offers restricts payments and mandates disclosure and approval procedures.
Directors are barred from receiving compensation for loss of office or retirement in connection with specified types of share transfer offers; any proposed payment by transferees or other persons must be included in or sent with the offer notice to shareholders. Failure by the director or the person required to provide particulars to comply attracts a fine. If disclosure or required prior approval by a meeting of affected shareholders is not obtained, sums received by the director are deemed held on trust for sellers and must be distributed by him at his expense. A meeting called to approve such payment that lacks quorum on adjournment is deemed approved.
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