Revised Laws of Saint Lucia (2021)

99.   Indemnifying directors, etc

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    (1)   Except in respect of an action by or on behalf of a company or body corporate to obtain a judgment in its favour, a company may indemnify—

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      (a)     a director or officer of the company;

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      (b)     a former director or officer of the company; or

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      (c)     a person who acts or acted at the company's request as a director or officer of a body corporate of which the company is or was a shareholder or creditor, and his or her legal representatives, against all costs, charges and expenses (including an amount paid to settle an action or satisfy a judgment) reasonably incurred by him or her in respect of any civil, criminal or administrative action or proceeding to which he or she is made a party by reason of being, or having been, a director or officer of that company or body corporate.

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    (2)   Subsection (1) does not apply unless the director or officer to be so indemnified—

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      (a)     acted honestly and in good faith with a view to the best interests of the company; and

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      (b)     in the case of a criminal or administrative action or proceeding that is enforced by a monetary penalty, had reasonable grounds for believing that his or her conduct was lawful.