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Legislation
Companies Act 2006

Crossheading Provision protecting directors from liability

  • Section 232 Provisions protecting directors from liability
  • Section 233 Provision of insurance
  • Section 234 Qualifying third party indemnity provision
  • Section 235 Qualifying pension scheme indemnity provision
  • Section 236 Qualifying indemnity provision to be disclosed in directors' report
  • Section 237 Copy of qualifying indemnity provision to be available for inspection
  • Section 238 Right of member to inspect and request copy
  1. Provision protecting directors from liability
  2. Provisions protecting directors from liability

Section 232 | Provisions protecting directors from liability

From legislation.gov.uk

(1)Any provision that purports to exempt a director of a company (to any extent) from any liability that would otherwise attach to him in connection with any negligence, default, breach of duty or breach of trust in relation to the company is void.

(2)Any provision by which a company directly or indirectly provides an indemnity (to any extent) for a director of the company, or of an associated company, against any liability attaching to him in connection with any negligence, default, breach of duty or breach of trust in relation to the company of which he is a director is void, except as permitted by—

(a)section 233 (provision of insurance),

(b)section 234 (qualifying third party indemnity provision), or

(c)section 235 (qualifying pension scheme indemnity provision).

(3)This section applies to any provision, whether contained in a company's articles or in any contract with the company or otherwise.

(4)Nothing in this section prevents a company's articles from making such provision as has previously been lawful for dealing with conflicts of interest.

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