(1) The following duty arises on the part of a director where, in connection with the transfer to any persons of all or any of the shares in an ICAV being a transfer resulting from -
(a) an offer made to the general body of shareholders,
(b) an offer made by or on behalf of some other body corporate, with a view to the ICAV becoming its subsidiary or a subsidiary of its holding company,
(c) an offer made by or on behalf of an individual with a view to his or her obtaining the right to exercise or control the exercise of not less than one-third of the voting power at any general meeting of the ICAV, or
(d) any other offer which is conditional on acceptance to a given extent,
a payment is to be made to the director of the ICAV by way of compensation for loss of office, or as a consideration for or in connection with retirement from office.
(2) That duty on the part of the director is to take all reasonable steps to secure that particulars of the proposed payment (including its amount) sh
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