Commonwealth Repealed Acts

This legislation has been repealed.

CORPORATIONS LAW- SECT 212

Indemnities, exemptions, insurance premiums and payment for legal costs for officers

 
Indemnities, exemptions and insurance premiums
 

(1)
Member approval is not needed to give a financial benefit if:
 
 
 
(a)
the benefit is for
a related party who is an officer of the public company or entity;
and

(b)
the benefit is: 

 
 
(i)
an
indemnity, exemption or insurance premium in respect of a liability incurred
as an officer of the public company or entity; or

(ii)
an agreement to give an indemnity or exemption, or to pay an
insurance premium, of that kind; and 

 
 
(c)
to give the
benefit would be reasonable in the circumstances of the public company or
entity giving the benefit. 

 
 Note: Sections 199A to 199C
may prohibit giving an indemnity or exemption or paying an insurance premium
for an officer. 


 
Payments in respect of legal costs
 

(2)
Member approval is not needed to give a financial benefit if:
 
 
 
(a)
the benefit is for
a related party who is an officer of the public company or entity;
and

(b)
the benefit is the making of, or an agreement to make, a payment
(whether by way of advance, loan or otherwise) in respect of legal costs
incurred by the officer in defending an action for a liability incurred as an
officer of the public company or entity; and

(c)
either: 

 
 
(i)
section
199A does not apply to the costs; or

(ii)
if section 199A applies to the costs—the officer must repay
the amount paid if the costs become costs for which the company must not give
the officer an indemnity under that section; and 

 
 
(d)
to give the
benefit would be reasonable in the circumstances of the public company or
entity giving the benefit. 

 
 
(3)
In working out for the purposes of
subsection (1) or (2) whether giving the benefit is reasonable in the
circumstances: 
 
 

(a)
assess whether it would be reasonable on the basis of the
circumstances existing: 

 
 
(i)
if the
benefit is given under an agreement—at the time when the agreement is or
was made; or

(ii)
if the benefit is not given under an agreement—at the time
when the benefit is or was given; and 

 
 
(b)
disregard any
other financial benefit given or payable to the officer by the public company
or entity.