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factors such as past conduct in relation to other companies, as well as those
subsequent to liquidation. 334
The same Act provides for a criminal penalty to be imposed on any person who fails
to observe the disqualification period and such person will be liable on conviction to
imprisonment of not more than two years or fine or both. 335 In addition, any person
who acts as a director during the disqualification period without leave of the court is
personally liable for all relevant debts of the company. 336 In Australia, a person who
contravenes section 206A by managing corporations may be subjected to a fine of up
to $5,500 or imprisonment for one year or both. 337 New Zealand imposes a penalty
of imprisonment not exceeding five years or a fine not exceeding $200,000 on a
person who has been convicted of an offence under section 385(9) which relates to
acting as a director of a company or taking part in the management of the company
while prohibited by the Registrar. 338 In Malaysia, for the same offence the penalty is
imprisonment for three years or ten thousand ringgit or both. 339
(a) where the application is for leave to promote or form a company, it is any court with jurisdiction
to wind up companies, and
(b) where the application is for leave to be a liquidator, administrator or director of, or otherwise to
take part in the management of a company, or to be a receiver or manager of a company's
property, it is any court having jurisdiction to wind up that company."
For Australia, see section 206G of the Australian Corporations Act 2001; see section 385(7) of the
New Zealand Companies Act 1993 and section 130A(1) of the Malaysian Companies Act 1965.
334 Secretary of State for Trade and Industry v Gray [1995] 1 BCLC 276; Re Bath Glass Ltd [1988]
BCLC 329; Re Barings plc (No 5), Secretary of State and Industry v Baker [1999] 1 BCLC 433. Re
Living Images Ltd [1996] 1 BCLC 348.
335 See section 13(1) of the UK Company Directors Disqualification Act 1986.
336 Section 15 of the UK Company Directors Disqualification Act 1986.
337 Austin and Ramsay above n22 at [7.191]
338 See section 373(4) of the New Zealand Companies Act 1993.
339 See section 130A(6) of the Malaysian Companies Act 1965.
392