Singapore legislation
Clause 132
Clause 132
As to the duty and liability of officers
(1)
A director shall at all times act honestly and use reasonable diligence in the discharge of the duties of his office.[Aust.s. 124.]
(2)
An officer or agent of a company shall not make use of any information acquired by virtue of his position as an officer or agent of the company to gain directly or indirectly an improper advantage for himself or for any other person or to cause detriment to the company.
(3)
An officer or agent who commits a breach of any of the provisions of this section shall be —
liable to the company for any profit made by him or for any damage suffered by the company as a result of the breach of any of those provisions; and
guilty of an offence under this Act, and shall be liable on conviction to imprisonment for a term not exceeding one year or to a fine not exceeding two thousand five hundred dollars.
(4)
An officer or agent who directly or indirectly gains an improper advantage for himself or for any other person from dealings in shares or debentures or options relating to shares or debentures of the company by the use of information acquired by virtue of his position as an officer or agent of the company shall be liable to compensate any person who is deprived of a benefit either actual or potential, or who suffers loss as a result of the use of such information.
(5)
This section is in addition to and not in derogation of any other enactment or rule of law relating to the duty or liability of directors or officers of a company.
(6)
In this section —
Definition
“officer” includes a person who at any time has been an officer of the company; and
Definition
“agent” includes a banker, solicitor or auditor of the company and any person who at any time has been a banker, solicitor or auditor of the company.