27Indemnification of officers

27 Indemnification of officers

27 Indemnification of officers

(1) A Corporation must not—

(a) indemnify a person who is or has been an officer of the Corporation against a liability incurred as an officer, or

(b) exempt a person who is or has been an officer of the Corporation from a liability incurred as an officer.

(2) An instrument is void so far as it provides for a Corporation to do something that subsection (1) prohibits.

(3) Subsection (1) does not prevent a Corporation from indemnifying a person against civil liability (other than a liability to the Corporation or a subsidiary of the Corporation) unless the liability arises out of conduct involving a lack of good faith.

(4) Subsection (1) does not prevent a Corporation from indemnifying a person against a liability for costs and expenses incurred by the person—

(a) in defending a proceeding, whether civil or criminal, in which judgment is given in favour of the person or in which the person is acquitted, or

(b) in connection with an application in relation to a proceeding in which relief is granted to the person by a court.

(5) A Corporation may give an indemnity mentioned in subsection (3) or (4) only with the prior approval of the Treasurer.

(6) In this section—

indemnify includes indemnify indirectly through one or more interposed entities.