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The Company Directors Disqualification (Northern Ireland) Order 2002

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SCHEDULE 1MATTERS FOR DETERMINING UNFITNESS OF DIRECTORS

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PART IMATTERS APPLICABLE IN ALL CASES

1.  Any misfeasance or breach of any fiduciary or other duty by the director in relation to the company.

2.  Any misapplication or retention by the director of, or any conduct by the director giving rise to an obligation to account for, any money or other property of the company.

3.  The extent of the director’s responsibility for the company entering into any transaction liable to be set aside under Articles 367 to 369 of the Insolvency Order (provisions against debt avoidance).

4.  (1)  The extent of the director’s responsibility for any failure by the company to comply with any of the following provisions of the Companies Order, namely—

(a)Article 229 (companies to keep accounting records);

(b)Article 230 (where and for how long records to be kept);

(c)Article 296 (register of directors and secretaries);

(d)Article 360 (obligation to keep and enter up register of members);

(e)Article 361 (location of register of members);

(f)Article 371 (duty of company to make annual returns);

(g)Articles 405 and 652D (duty of company to deliver particulars of charges on its property).

(2) Until the day appointed by order under Article 1 of the Companies (No. 2) (Northern Ireland) Order 1990 (NI 10) for the coming into operation of paragraph 2 of Schedule 2 to that Order, sub-paragraph (l) shall have effect as if for paragraph (g) there were substituted—

(g)Article 406 (company’s duty to register charges it creates).

5.  The extent of the director’s responsibility for any failure by the directors of the company to comply with—

(a)Article 234 or 235 of the Companies Order (duty to prepare annual accounts); or

(b)Article 241 of that Order (approval and signature of accounts).

6.  In the application of this Part in relation to any person who is a director of an investment company with variable capital, any reference to a provision of the Companies Order shall be taken to be a reference to the corresponding provision of any regulations for the time being having effect under the Open-Ended Investment Companies Act (Northern Ireland) 2002 or of any rules made under such regulations by the Financial Services Authority.

7.  In the application of this Schedule to the directors of a building society, references to provisions of this Order or of the Companies Order other than provisions which apply to building societies or their directors in any event, whether by virtue of this Order or the Building Societies Act 1986, shall be construed as references to the corresponding provisions (if any) of the Building Societies Act 1986

PART IIMATTERS APPLICABLE WHERE COMPANY HAS BECOME INSOLVENT

8.  The extent of the director’s responsibility for the causes of the company becoming insolvent.

9.  The extent of the director’s responsibility for any failure by the company to supply any goods or services which have been paid for (in whole or in part).

10.  The extent of the director’s responsibility for the company entering into any transaction or giving any preference, being a transaction or preference liable to be set aside under Article 107 or Articles 202 to 205 of the Insolvency Order.

11.  The extent of the director’s responsibility for any failure by the directors of the company to comply with Article 84 of the Insolvency Order (duty to call creditors' meeting in creditors' voluntary winding up).

12.  Any failure by the director to comply with any obligation imposed on him by or under any of the following provisions of the Insolvency Order—

(a)Article 34 (company’s statement of affairs in administration);

(b)Article 57 (statement of affairs to administrative receiver);

(c)Article 85 (directors' duty to attend meeting; statement of affairs in creditors' voluntary winding up);

(d)Article 111 (statement of affairs in winding up by the High Court);

(e)Article 198 (duty of anyone with company’s property to deliver it up);

(f)Article 199 (duty to co-operate with liquidator, etc.).

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