Law library · Sierra Leone · The Companies Act, 2009
Section 225, The Companies Act, 2009
In forceThe Companies Act, 2009, Sierra Leone
(1) It shall not be lawful for a company to make a loan toany person who is its director or a director of its holding company, or
to enter into any guarantee or provide any security in connection
with a loan made to such a person by any other person.
(2) Nothing in this section shall apply-
(a) subject to subsection (3), to anything done
to provide such person as mentioned in this
subsection with funds to meet expenditure
incurred or to be incurred by him for the
purposes of the company or for the purpose
of enabling him properly to perform his duties
as an officer of the company; or
(b) in the case of a company whose ordinary
business includes the lending of money or
the giving of guarantee in connection with
loans made by other persons, to anything
done by the company in the ordinary course
of that business.
(3) Paragraph (a) of subsection (2) does not authorise
the making of any loan, or the entering into any guarantee, or the
provision of any security except-
(a) with the prior approval of the company given
at a general meeting at which the purposes
of the expenditure and the amount of the loan
or the extent of the guarantee or security, as
the case may be, are disclosed;
(b) on condition that, if the approval of the
company is not given as in subsection (1) at
or before the next following annual general
meeting, the loan shall be repaid or the
liability under the guarantee or security shall
be discharged, as the case may be, within 6
months from the conclusion of that meeting.
(4) Where the approval of the company is not given as required
by the condition referred to in paragraph (a) of subsection (3), the
directors authorising the making of the loan, or the entering into the
guarantee, or the provision of the security, shall be jointly and severally
liable to indemnify the company against any loss arising from it.
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