Companies Act (Cap. 50) - Section 172: Primary legislation governing power to indemnify directors under Singapore law. Sets out the fundamental basis for director indemnification.
Companies Act (Cap. 50) - Section 172A: Provisions regarding avoidance of terms exempting liability of officers and auditors. Critical for understanding limitations on indemnification.
Companies Act (Cap. 50) - Section 172B: Statutory provisions regarding insurance for officers against certain liabilities. Relevant for coordinating insurance coverage with indemnification.
Securities and Futures Act (Cap. 289): Regulatory framework for securities trading and director's liabilities therein, including disclosure obligations and trading restrictions.
Singapore Corporate Governance Code: Guidelines and best practices for corporate governance, including director's duties and responsibilities in Singapore context.
Third Parties (Rights against Insurers) Act: Legislation governing rights of third parties in insurance matters, relevant for understanding insurance aspects of indemnification.
Prohibited Indemnification Areas: Categories that cannot be indemnified: criminal conduct, fraudulent behavior, willful misconduct, gross negligence, breaches of fiduciary duties, and regulatory penalties.
Statutory Compliance Requirements: mandatory compliance elements: statutory limitations, company's constitution/articles of association, and stock exchange listing requirements if applicable.
Insurance Coordination: Considerations for coordinating Directors & Officers (D&O) insurance coverage with indemnification provisions.
