Compensation for loss of office restricted to managing and whole time directors, subject to statutory exceptions and capped remuneration. Section 318 permits payment of compensation for loss of office only to a managing director, a director holding the office of manager, or a director in whole time employment, subject to specified exceptions and a statutory cap equal to remuneration for the unexpired residue of term or three years (whichever is shorter) calculated by reference to the average remuneration over the preceding three years, and subject to a proviso barring payment where winding up occurs before or within twelve months after cessation and assets are insufficient to repay share capital.