—(1) A director of a company may disclose information which he has in his capacity as a director or an employee of a company, being information that would not otherwise be available to him, to the persons specified in subsection (2) if the conditions specified in subsection (3) are met.
(2) The information referred to in subsection (1) may be disclosed to —
a person whose interests the director represents; or
a person in accordance with whose directions or instructions the director may be required or is accustomed to act in relation to the director’s powers and duties.
(3) The conditions referred to in subsection (1) are —
the director declares at a meeting of the directors of the company the name and office or position held by the person to whom the information is to be disclosed and the particulars of such information;
the director is first authorised by the board of directors to make the disclosure; and
the disclosure will not be likely to prejudice the company.
(4) The matters declared by a director under subsection (3)(a) shall be recorded in the minutes of the meeting of the directors.
[NZ, 1993, s. 145]