Singapore legislation

Section 172B

of Companies Act 1967

Section 172B

Third party indemnity

Amended byAct 24 of 2025 wef 06/05/202636/201436/201436/201436/2014

(1)

Section 172(2) does not apply where the provision for indemnity is against liability incurred by the officer to a person other than the company, except when the indemnity is against —

(a)

any liability of the officer to pay —

(i)

a fine in criminal proceedings; or

(ii)

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); or

(b)

any liability incurred by the officer —

(i)

in defending criminal proceedings in which he or she is convicted;

(ii)

in defending civil proceedings brought by the company or a company that is deemed to be related to the company by virtue of section 6, in which judgment is given against him or her; or

(iii)

in connection with an application for relief referred to in subsection (4) in which the court refuses to grant him or her relief.

Amended byAct 24 of 2025 wef 06/05/202636/2014

(2)

The references in subsection (1)(b) to a conviction, judgment or refusal of relief are references to the final decision in the proceedings.

Amended by36/2014

(3)

For the purposes of subsection (2) —

(a)

a conviction, judgment or refusal of relief becomes final —

(i)

if it is not appealed against — at the end of the period for bringing an appeal; or

(ii)

if it is appealed against — at the time when the appeal (or any further appeal) is disposed of; and

(b)

an appeal (or further appeal) is disposed of —

(i)

if it is determined and there is no right of further appeal, or if there is a right of further appeal, the period for bringing any further appeal has ended; or

(ii)

if it is abandoned or otherwise ceases to have effect.

Amended by36/2014

(4)

The reference in subsection (1)(b)(iii) to an application for relief is to an application for relief under section 76A(13) or 391.

Amended by36/2014