Prima facie directors are not entitled to remuneration unless the articles of association expressly provide. However, in practice directors are paid an allowance for attending meetings.
– With regard to compensation for loss of office, the operative principles are prescribed Section 192(1) of the Companies Act. It is unlawful for a company to make to any director any payment way of compensation for loss of, or as consideration for or in connection with this retirement from office unless:
• particulars of the proposed payment including the amount has been disclosed to members of the company
• the payment has been approved the company in general meeting
Any payment made to a director in contravention of this provision is illegal and the director receives the same in trust for the company.