(1) If any Member of the Board, or a Member of a committee, or his relative is a director, shareholder, proprietor or partner in the contracting entity or the Concessionaire or is in any way directly or indirectly interested in any project or contract or Concession Agreement entered into or proposed to be entered into or under consideration by the Board, or in any other matter which is the subject of consideration by the Board, and which may cause a conflict of interests in the performance of his or her duties as a Member of the Board, or a Member of a committee; he or she shall fully disclose the nature of such interest as soon as possible after the commencement of the meeting of the Board or that of the Committee at which the project or the contract or the Concession Agreement or other matter is, a subject of consideration, and that Member of the Board. or Member of the Committee shall not take part in the consideration of, or vote on, any question relating to. that contract ,proposed contract or matter.
Explanation: For the purpose of this Section, the term relative shall bear the meaning as assigned to it under Section 2 (41) of the Companies Act. 1956.
(2) If a Member of the Board, or a Member of a Committee referred to in sub-section (1) fails to disclose a conflict of interest as required by sub-section (1) and is present at a meeting of the Board or a Committee, or in any manner participates in the consideration of, or vote. on, any question relating to the contract or other matter referred to in sub-section (1), the proceedings in relation to that contract or matter shall, as soon as such non-disclosure is discovered, be rendered invalid and thereafter be reviewed by the Board or the Committee, as the case may be, in the absence of the Member of the Board, alternate Member of the Board, or Member of the Committee concerned.