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A
director of the Board or a member of a Committee, who has any direct or indirect pecuniary interest in
any matter coming up for consideration at a meeting of the Board or a Committee thereof, shall, as soon
as possible after relevant circumstances have come to his knowledge, disclose the nature of his interest at
such meeting, and the disclosure shall be recorded in the minutes of the Board, or the Committee, as the
case may be, and the director or member shall not take any part in any deliberation or decision of the
Board or the Committee with respect to that matter.
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