The Court of Appeal in Perdana Petroleum Berhad v Tengku Dato’ Ibrahim Petra and others (grounds of judgment dated 15 October 2021) has ruled on a significant company law issue. Whether the company’s constitution alone can give rise to an indemnity by the company in favour of directors or former directors.
This decision will have an impact on company directors, auditors, company secretaries and other officers of the company attempting to rely on the indemnity clause contained in the constitution.