Corporate governance - Managing conflicts
Related party transactions
Public companies must obtain member approval to provide financial benefits to related parties (such as a director, their spouse and certain other relatives), subject to certain exceptions.
Directors of public companies with material personal interests in certain matters are also excluded from attending director meetings about, or voting on these matters.
These protections assist in managing the risk that the director's own interests or those of a related party may influence the decision-making of directors to the detriment of the interests of members of the entity as a whole.
Disclosure of directors' interests
Directors are subject to heightened transparency requirements regarding their dealings in the company's securities. Directors of listed companies must disclose any interests they have in the shares of the company or its related body corporate.
A director with a material personal interest in any matter that relates to the affairs of the company must generally notify the other directors of that interest.