C5Part 10A company's directors
Chapter 7Directors' liabilities
Provision protecting directors from liability
C1C2C3I1C4232Provisions protecting directors from liability
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.
Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2