Personal Liability and Disqualification of Company Directors

Foreword by Rt. Hon Mary Arden, D.B.E.

The purpose of this new work is to provide an in-depth analysis of circumstances giving rise to the disqualification and personal liability of directors of insolvent companies. By way of introduction, the book commences by considering the legal indentification of a company director and the general corporate responsibilities and duties expected from a director of an insolvent company. Following the introduction, the first part of the work is devoted to an examination of the statutory provisions which may potentially render a director to be made personally liable to contribute to the debts and liabilities of an insolvent company. Accordingly, Part I of this book considers the law governing misfeasance proceedings, fraudulent trading, wrongful trading, phoenix companies and the misuse of corporate names under section 349(4) of the Companies Act 1985. Part II of the book involves an examination of the disqualification process under the Company Directors Disqualification Act 1986. The ability and powers of the courts to impose disqualification orders have generated an abundance of case law. Part II commences with a general analysis of the disqualification process before moving on to specifically concentrate its attention on section 6 of the Act, namely the disqualification of directors for unfit conduct. The final chapter of the work involves an analysis of the procedural aspects of the disqualification process.

Table of Contents

Part I - Personal Liability of Company Directors

Chapter 1 - Introduction

Chapter 2 - Misfeasance Proceedings

Chapter 3 - Fraudulent Trading

Chapter 4 - Wrongful Trading

Chapter 5 - The Phoenix Syndrome

Chapter 6 - Section 349(4) of the Companies Act 1985

Part II - Disqualification of Company Directors

Chapter 7 - The Company Directors Disqualification Act 1986

Chapter 8 - Disqualification for Unfit Conduct in the Management of an Insolvent Company (section 6, CDDA 1986)

Chapter 9 - Procedural and Evidential Matters Pertinent to the CDDA 1986