Article 321 — Duty to Disclose Conflict of Interest

1/ Each director shall inform the board of directors of any situation that may involve a conflict of interest between his own and the company’s interest. 2/ Where a director of a company is in any way, directly or indirectly, interested in a proposed transaction, contract entered into or any other relationship with the company, he shall declare the nature and extent of that interest to the other directors. 3/ Any declaration required by Sub-Articles (1) and (2) of this Article shall be made as soon as the existence of a situation that could give rise to a conflict of interest is known.