It depends on the situation. A director must act honestly and loyally in the best interests of the company. When they find themselves in a situation where their personal interests are likely to conflict with those of the company, certain specific rules may apply.
Depending on the nature of the conflict, the contemplated transaction, and the applicable law, the administrator must, in particular, at the time of decision-making and the adoption of relevant resolutions by the board of directors:
A conflict of interest may arise, in particular, when a director has a personal interest in a contract or transaction involving the company, holds an interest in a business that does business with it, or may derive a particular personal benefit from a decision of the board of directors.
The existence of a conflict of interest does not necessarily mean that the director must cease all their functions, nor that the transaction in question is automatically prohibited or invalid. The consequences depend on the circumstances and compliance with applicable rules.
It is therefore important to quickly identify situations that may create a conflict of interest and to determine the appropriate measures before participating in the relevant decision and the adoption of any resolution related to such a conflict of interest situation.
In summary , a director may, depending on the circumstances, continue to perform certain duties despite the existence of a conflict of interest. However, they must comply with the obligations applicable to the situation, which must include disclosing their interest and, where required by applicable law, abstaining from the decision-making process.