14.3. The company shall take up the defence of its directors prosecuted by a third person for an act done in the exercise of their functions and shall pay damages, if any, resulting from that act, unless they have committed a grievous offence or a personal offence separable from the exercise of their functions.
However, in a penal or criminal proceeding, the company shall assume the payment of the expenses of its directors only if they had reasonable grounds to believe that their conduct was in conformity with the law, or if they have been freed or acquitted.