(1) This regulation applies where -
(a) an open-ended investment company enters into a transaction to which the parties include a director of the company or any person who is an associate of such a director; and
(b) in connection with the transaction, the directors of the company (whether or not acting as a board) exceed any limitation on their powers under the company’s constitution.
(2) The transaction is voidable at the instance of the company.
(3) Whether or not the transaction is avoided, any such party to the transaction as is mentioned in paragraph (1)(a), and any director of the company who authorised the transaction, is liable -
(a) to account to the company for any gain which he has made directly or indirectly by the transaction; and
(b) to indemnify the company for any loss or damage resulting from the transaction.
(4) Nothing in paragraphs (1) to (3) is to be construed as excluding the operation of any other enactment or rule of law by virtue of which the transaction may
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