On 20/05/2013,
you requested for the version in force on 20/05/2013
incorporating all amendments published on or before 20/05/2013.
The closest version currently available is that of 18/04/2013.
11.
—(1) A director of the trustee-manager of a registered business trust shall —
(a)
act honestly and exercise reasonable diligence in the discharge of the duties of his office and, in particular, shall take all reasonable steps to ensure that the trustee-manager discharges its duties under section 10(1) and (2); and
(b)
give priority to the interests of all the unitholders of the registered business trust as a whole over the interests of the trustee-manager in the event of a conflict between the interests of all the unitholders as a whole and the interests of the trustee-manager.
(2) An officer or agent of the trustee-manager of a registered business trust shall not make improper use of any information acquired by virtue of his position as an officer or agent of the trustee-manager to gain, directly or indirectly, an advantage for himself or for any other person to the detriment of the unitholders of the registered business trust.
(3) A duty of a director of the trustee-manager of a registered business trust under subsection (1) shall override any conflicting duty of such director under section 157 of the Companies Act (Cap. 50).
(4) No civil or criminal proceedings shall lie against a director of the trustee-manager of a registered business trust for a breach of section 157 of the Companies Act, any fiduciary duty or any other duty under common law in relation to any act or omission to act if such act or omission was required by subsection (1).
(5) A director, an officer or an agent of the trustee-manager of a registered business trust who or which contravenes subsection (1) or (2) —
(a)
shall be liable to all the unitholders of the registered business trust as a whole for any profit or financial gain directly or indirectly made by him or it or the trustee-manager or any related corporation of the trustee-manager or for any damage suffered by all the unitholders of the registered business trust as a whole as a result of the contravention; and
(b)
shall be guilty of an offence and shall be liable on conviction to a fine not exceeding $100,000 or to imprisonment for a term not exceeding 2 years or to both.
(6) For the avoidance of doubt, no action or proceedings whatsoever may be brought by or on behalf of all or any of the unitholders of a registered business trust against a director of the trustee-manager of that registered business trust for any breach or alleged breach of the duties imposed by subsections (1) and (2), except to the extent and in the manner provided for under sections 41 and 42.
(7) The Authority may, by regulations, prescribe requirements on the scope of the duties of an officer or agent of the trustee-manager of a registered business trust.
(8) In this section —
“agent” includes a banker, a solicitor or an auditor of the trustee-manager and any person who at any time has been a banker, a solicitor or an auditor of the trustee-manager;
“officer” includes a person who at any time has been an officer of the trustee-manager.
[Companies 1994 Ed., s. 157; Aust. Corp. 2001, s. 601FD]