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(1)In the winding up of a limited company, any director or manager (whether past or present) whose liability is under the Companies Act unlimited is liable, in addition to his liability (if any) to contribute as an ordinary member, to make a further contribution as if he were at the commencement of the winding up a member of an unlimited company.
(2)However—
(a)a past director or manager is not liable to make such further contribution if he has ceased to hold office for a year or more before the commencement of the winding up;
(b)a past director or manager is not liable to make such further contribution in respect of any debt or liability of the company contracted after he ceased to hold office;
(c)subject to the company’s articles, a director or manager is not liable to make such further contribution unless the court deems it necessary to require that contribution in order to satisfy the company’s debts and liabilities, and the expenses of the winding up.
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