negligence, default, breach of duty or breach of trust by him in relation to the company or an associated company, or (ii) in connection with an application for relief (see subsection (5)),
or
(b) to enable any such director to avoid incurring such expenditure, if it is done on the following terms.
(2) The terms are
(a)
that the loan is to be repaid, or (as the case may be) any liability of the company incurred under any transaction connected with the thing done is to be discharged, in the event of (i) the director being convicted in the proceedings,
(ii) judgment being given against him in the proceedings, or (iii) the court refusing to grant him relief on the application; and
(b) that it is to be so repaid or discharged not later than (i) the date when the conviction becomes final, (ii) the date when the
judgment becomes final, or (iii) the date when the refusal of relief becomes final.
(3) For this purpose a conviction, judgment or
refusal of relief becomes final (a) if not appealed against, at the end of the period for bringing an appeal;
(b) if appealed
against, when the appeal (or any further appeal) is disposed of. (4) An appeal is disposed of
(a) if it is determined and the
period for bringing any further appeal has ended, or
(b) if it is abandoned or otherwise ceases to have effect.
(5) The reference in subsection (1)(a)(ii) to an application for relief is to an application for relief under section 661(3) or (4) (power of
court to grant relief in case of acquisition of shares by innocent nominee), or section 1157 (general power of court to grant relief in case of honest and reasonable conduct).
Section 206 (Exception for expenditure in connection with regulatory action or investigation) of the 2006 Act provides:
Approval is not required under section 197, 198, 200 or 201 (requirement of members approval for loans etc.) for anything
done by a company
(a) to provide a director of the company or of its holding company with funds to meet expenditure incurred or to
be incurred by him in defending himself (i) in an investigation by a regulatory authority, or (ii) against action proposed to be taken by a regulatory authority, in connection with any alleged negligence, default, breach of duty or breach
of trust by him in relation to the company or an associated company, or
(b) to enable any such director to avoid incurring such
expenditure.
Section 232 (Provisions protecting directors from liability) of the 2006 Act provides:
(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
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