Section 219. General duty to make disclosure

(1) A director of a company shall give notice in writing to the company—

(a) of the particulars relating to the shares, debentures, participatory interests, rights, options and contracts as are necessary for the purposes of compliance with section 59 by the company;

(b) of particulars of any change in respect of the particulars referred to in paragraph (a) of which notice has been given to the company including the consideration, if any, received as a result of the event giving rise to the change; and

(c) of such events and matters affecting or relating to himself as are necessary for the purposes of compliance with the requirements of this Act by the company.

(2) A person required to give notice under subsection (1) shall give the notice, within fourteen days—

(a) in the case of a notice under paragraph (1)(a)—

(i) from the date on which the director became a director; or

(ii) from the date on which the director acquired an interest in the shares, debentures, participatory interests, rights, options or contracts;

(b) in the case of a notice under paragraph (1)(b), from the occurrence of the event giving rise to the change; and

(c) in the case of a notice under paragraph (1)(c), from the date of such events and matters referred to in that paragraph.

(3) For the purposes of paragraphs (2)(a) and (b), in the case of a company whose shares are quoted on a stock exchange, the notice period shall be five days.

(4) A company shall, send a copy of the notice to each of the other directors of the company within seven days from receiving a notice under subsection (1).

(5) For the purposes of this section—

(a) a reference to a participatory interest means a reference to an interest within the meaning of the Interest Schemes Act 2016; and

(b) in determining whether a person has an interest in a debenture or participatory interest, section 8, except for subsections 8(1) and (3), have effect and in applying those provisions, a reference to a share shall be construed as a reference to a debenture or participatory interest.

(6) A director who contravenes subsection (1) or (2) commits an offence and shall, on conviction, be liable to—

(a) in the case of subsection (1), imprisonment for a term not exceeding five years or a fine not exceeding three million ringgit or both; and

(b) in the case of subsection (2), a fine not exceeding twenty five thousand ringgit and in the case of a continuing offence, to a further fine of one thousand ringgit for each day during which the offence continues.

(7) A company which contravenes subsection (4) commits an offence and shall, on conviction, be liable to a fine not exceeding twenty five thousand ringgit and in the case of a continuing offence, to a further fine of one thousand ringgit for each day during which the offence continues.

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