Companies Act 1993

Offences and penalties

384: Liability for contravening sections 382 and 383

You could also call this:

“Penalties for acting as a director when disqualified or banned”

If you act as a director of a company when you’re not supposed to, you might get in trouble. This can happen if you break the rules in section 382 or if you go against an order made under section 383. If you do this, you could end up having to pay for things yourself.

If the company owes money and can’t pay it back, you might have to pay it instead. This includes any debts that the company didn’t pay while you were acting as a director when you shouldn’t have been. You might have to pay this money to the person in charge of closing down the company (called a liquidator).

You might also have to pay back any money the company borrowed from other people or businesses (called creditors) while you were wrongly acting as a director. This means you could end up paying the company’s debts out of your own pocket.

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View the original legislation for this page at https://legislation.govt.nz/act/public/1986/0120/latest/link.aspx?id=DLM323258.

Topics:
Business > Industry rules
Business > Fair trading
Crime and justice > Criminal law

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383: Court may disqualify directors, or

“Court can ban people from being company directors for misconduct”


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385: Registrar or FMA may prohibit persons from managing companies, or

“Registrar or FMA can ban people from managing companies”

Part 21 Offences and penalties

384Liability for contravening sections 382 and 383

  1. A person who acts as a director of a company in contravention of section 382 or an order made under section 383 is personally liable to—

  2. a liquidator of the company for every unpaid debt incurred by the company; and
    1. a creditor of the company for a debt to that creditor incurred by the company—
      1. while that person was so acting.