(1)
The personal interest of a director shall not conflict with any of his duties as a director under this Act.
(2)
A director shall not—
(a)
in the course of management of affairs of the company, or
(b)
in the utilisation of the company’s property, make any secret profit or achieve other unnecessary benefits.
(3)
A director is accountable to the company for any secret profit made by him or any benefit derived by him contrary to the provisions of subsection (2).
(4)
The inability or unwillingness of the company to perform any function or duty under its articles and memorandum does not constitute a defence to any breach of duty of a director under this Act.
(5)
The duty not to misuse corporate information does not cease by a director or an officer having resigned from the company, and he is still accountable and can be restrained by an injunction from misusing the information received by virtue of his previous position.
(6)
Where a director discloses his interests before the transaction and before the secret profits are made before the general meeting, which may or may not authorise any resulting profits, he may escape liability, but he does not escape liability if he discloses only after he has made the secret profits, and in this case, he shall account for the profits.