HL Deb 21 October 2004 vol 665 cc960-1

(1) For the purposes of section 309A(4) a provision is a qualifying third party indemnity provision if it is a provision such as is mentioned in section 309A(3) in relation to which conditions A to C below are satisfied.

(2) Condition A is that the provision does not provide any indemnity against any liability incurred by the director—

  1. (a) to the company, or
  2. (b) to any associated company.

(3) Condition B is that the provision does not provide any indemnity against any liability incurred by the director to pay—

  1. (a) a fine imposed in criminal proceedings, or
  2. (b) a sum payable to a regulatory authority by way of a penalty in respect of non-compliance with any requirement of a regulatory nature (however arising).

(4) Condition C is that the provision does not provide any indemnity against any liability incurred by the director—

  1. (a) in defending any criminal proceedings in which he is convicted, or
  2. (b) in defending any civil proceedings brought by the company, or an associated company, in which judgment is given against him, or
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  3. (c) in connection with any application under any of the following provisions in which the court refuses to grant him relief, namely—
    1. (i) section 144(3) or (4) (acquisition of shares by innocent nominee), or
    2. (ii) section 727 (general power to grant relief in case of honest and reasonable conduct).

(5) In paragraph (a), (b) or (c) of subsection (4)the reference to any such conviction, judgment or refusal of relief is a reference to one that has become final.

(6) For the purposes of subsection (5) a conviction, judgment or refusal of relief becomes final—

  1. (a) if not appealed against, at the end of the period for bringing an appeal, or
  2. (b) if appealed against, at the time when the appeal (or any further appeal) is disposed of.

(7) An appeal is disposed of—

  1. (a) if it is determined and the period for bringing any further appeal has ended, or
  2. (b) if it is abandoned or otherwise ceases to have effect.

(8) In this section "associated company" and "provision" have the same meaning as in section 309A.