The Company Directors Disqualification (Northern Ireland) Order 2002

SCHEDULE 1 N.I. MATTERS FOR DETERMINING UNFITNESS OF DIRECTORS

Modifications etc. (not altering text)

C1 Sch. 1 applied by S.I. 1989/638, reg. 20(2) (as inserted (1.10.2009) by European Economic Interest Grouping (Amendment) Regulations 2009 (S.I. 2009/2399)), {reg. 21(4)} (with reg. 2))

F1 PART I N.I. MATTERS APPLICABLE IN ALL CASES

F1 Mod. SR 2004/307

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. N.I.

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.— [F2 (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 296 (register of directors and secretaries);

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

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

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

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

(1A) The extent of the director's responsibility for any failure by the company to comply with any of the following provisions of the Companies Act 2006, namely—

(a) section 386 (companies to keep accounting records); and

(b) section 388 (where and for how long records to be kept).]

(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 [F3 (e)] there were substituted—

[F3 “(e)] Article 406 (company's duty to register charges it creates)” .

F2 Sch. 1 para. 4(1)(1A) substituted (6.4.2008) for Sch. 1 para. 4(1) by Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), arts. 2(2), 3(1)(b), Sch. 1 para. 226(6)(a) (with arts. 6, 11, 12)

F3 Words in Sch. 1 para. 4(2) substituted (6.4.2008) by Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), arts. 2(2), 3(1)(b), Sch. 1 para. 226(6)(b) (with arts. 6, 11, 12)

[F4 5.   The extent of the director's responsibility for any failure by the directors of the company to comply with the following provisions of the Companies Act 2006— N.I.

(a) section 394 or 399 (duty to prepare annual accounts);

(b) section 414 or 450 (approval and signature of abbreviated accounts); or

(c) section 433 (name of signatory to be stated in published copy of accounts).]

F4 Sch. 1 para. 5 substituted (6.4.2008) by Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), arts. 2(2), 3(1)(b), Sch. 1 para. 226(6)(c) (with arts. 6, 11, 12)

[F5 6.   In the application of this Part in relation to any person who is a director of an open-ended investment company, any reference to a provision of the Companies Order [F6 or the Companies Act 2006] is to be taken to be a reference to the corresponding provision of the Open-Ended Investment Companies Regulations (Northern Ireland) 2004 or of any rules made under regulation 6 of those Regulations (Financial Services Authority rules).]

F5 SR 2004/335

F6 Words in Sch. 1 para. 6 inserted (6.4.2008) by Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), arts. 2(2), 3(1)(b), Sch. 1 para. 226(6)(d) (with arts. 6, 11, 12)

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 [F7 or the Companies Act 2006] 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

F7 Words in Sch. 1 para. 7 inserted (6.4.2008) by Companies Act 2006 (Consequential Amendments etc) Order 2008 (S.I. 2008/948), arts. 2(2), 3(1)(b), Sch. 1 para. 226(6)(e) (with arts. 6, 11, 12)

F8 PART II N.I. MATTERS APPLICABLE WHERE COMPANY HAS BECOME INSOLVENT

F8 Mod. SR 2004/307

8.  The extent of the director's responsibility for the causes of the company becoming insolvent. N.I.

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). N.I.

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) [F9 paragraph 48 of Schedule B1] (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.).

F9 Words in Sch. 1 para. 12(a) substituted (27.3.2006) by Insolvency (Northern Ireland) Order 2005 (S.I. 2005/1455 (N.I. 10)), arts. 1(3), 3(3), Sch. 2 para. 65; S.R. 2006/21, art. 2 (subject to S.R. 2006/22, arts. 2-7)