A question arose as to whether the need to disclose secret profits to shareholders pursuant to Regal (Hastings) Ltd. v Gulliver [1967] 2 AC 134 is redundant in light of s.131(1) of the Companies Act 1965 (“CA 1965“).  First of all, s.131(1) of the Companies Act 1965 concerns with disclosure to directors whereas Regal (Hastings) Ltd. v Gulliver concerns with disclosure to shareholders, and there is a very good reason to it. The rule of relevance here is the rule of equity which…