Singapore legislation
Section 236I
Section 236I
Civil liability of officer of corporation, etc.
(1)
A defendant who has gained a profit or avoided a loss as a result of the contravention of a provision in this Part by a contravening person referred to in section 236H(1) is, whether or not the defendant had been convicted under section 331 or had a civil penalty imposed on the defendant under section 236H, liable to pay compensation to any person (called in this section the claimant) who —
had been dealing in capital markets products of the same description contemporaneously with the contravention by the contravening person; and
had suffered loss by reason of the difference between —
the price at which the capital markets products were dealt in contemporaneously with the contravention by the contravening person; and
the price at which the capital markets products would have been likely to have been so dealt in at the time of the contemporaneous dealing if —
in any case where the contravening person had acted in contravention of section 218 or 219, the information referred to in section 218(1) or 219(1) (as the case may be) had been generally available; or
in any other case, the contravention by the contravening person had not occurred.
(2)
The amount of compensation that the defendant is liable to pay to the claimant is the amount of the loss suffered by the claimant, after deducting any amount of compensation paid or payable ––
by the contravening person under an order of court or an agreement to pay; or
under an order for disgorgement under section 236L,to the same claimant in respect of the same contravention, up to the maximum recoverable amount.
(3)
Any defence that would be available to —
the contravening person if it were prosecuted for its contravention; or
the defendant if he or she were prosecuted under section 331 in respect of that contravention,is also available to the defendant in an action under this section in respect of that contravention.
(4)
An action under this section must not be commenced after the expiration of 6 years from the date of completion of the contemporaneous dealing in which the loss occurred.
(5)
In determining whether a dealing in capital markets products took place contemporaneously with the contravention by the contravening person, the court is to take into account the matters referred to in section 234(5)(a) to (e).
(6)
In this section, “maximum recoverable amount” means —
the amount of the profit that the defendant gained; or
the amount of the loss that the defendant avoided,as a result of the contravention by the contravening person, after deducting all amounts of compensation that the defendant had previously been ordered by a court to pay to other claimants under this section in respect of the same contravention.