Section 374 — Companies Act 1993: Penalties that may be imposed on directors in cases of failure by board or company to comply with Act

374 Penalties that may be imposed on directors in cases of failure by board or company to comply with Act (1) A director of a company who is convicted of an offence against any of the following sections of this Act is liable to a fine not exceeding $5,000: (a) Section 25(5)(b) (which relates to the use of a company name): (b) Section 61(10)(b) (which relates to the procedure for making a certain type of offer to shareholders): (c) Section 63(10) (which relates to stock exchange acquisitions of a company's own shares subject to prior notice to shareholders): (d) Section 65(3)(b) (which relates to stock exchange acquisitions of a company's own shares without prior notice to shareholders): (e) Section 71(9)(b) (which relates to special redemptions of shares): (f) Section 78(9)(b) (which relates to offers of financial assistance in certain cases): (g) Section 80(2)(b) (which relates to the provision of financial assistance not exceeding 5 percent of shareholders' funds): (h) Section 83(5)(b) (which relates to statements of shareholders' rights): (i) Section 84(6)(b) (which relates to the transfer of shares): (j) Section 85(2)(b) (which relates to the transfer of shares under an approved system): (k) Section 95(7)(b) (which relates to share certificates): (l) Section 107(8) (which relates to unanimous assent to certain types of action): (m) Section 122(7)(b) (which relates to resolutions in lieu of meetings): (n) Section 188(6) (which relates to a requirement to change a company's registered office): (o) Section 218(2)(b) (which relates to the obligation to provide copies of documents). (2) A director of a company who is convicted of an offence against any of the following sections of this Act is liable to a fine not exceeding $10,000: (1) [Repealed] (2) Section 32(4) (which relates to the adoption and alteration of a constitution): (3) Section 33(6) (which relates to a new form of constitution): (4) Section 43(2) (which relates to the obligation of the board to deliver a notice of the issue of shares): (5) Section 44(5) (which relates to the issue of shares with the approval of shareholders): (6) Section 47(9) (which relates to the consideration for which shares are issued): (7) Section 49(6) (which relates to the consideration for which convertible securities, options, and shares are issued): (8) Section 58(4) (which relates to the acquisition by a company of its own shares): (9) Section 87(4)(b) (which relates to the obligation to keep a share register): (10) Section 88(5)(b) (which relates to the place where the share register must be kept): (11) Section 159(3) (which relates to the obligation to give notice of a change of directors): (12) Section 176(4) (which relates to alterations to the constitution of a company by the Court): (13) Section 189(5)(b) (which relates to company records): (14) Section 190(3) (which relates to the form in which company records are kept): (15) Section 194(4) (which relates to the keeping of accounting records): (16) Section 195(3)(b) (which relates to the place where accounting records must be kept): (16A) section 196(3B) (which relates to the notification of the resignation of an auditor): (17) Section 196(7)(b) (which relates to the appointment of an auditor): (18) Section 206(3) (which relates to access to information by auditors): (19) Section 207(2) (which relates to the attendance of auditors at meetings of shareholders): (20) Section 208(2) (which relates to the duty to prepare an annual report): (21) section 209(7) (which relates to the obligation to make the annual report available to shareholders): (22) section 209A(5) (which relates to the obligation to send copies of annual reports or concise annual reports to shareholders on request): (22A) section 209B(3) (which relates to making annual reports and concise annual reports available by electronic means): (23) Section 214(10) (which relates to the obligation to file an annual return): (24) Section 215(2)(b) (which relates to public inspection of company records): (25) Section 216(2)(b) (which relates to inspection of company records by shareholders): (26) Section 236(5) (which relates to the approval of arrangements, amalgamations, and compromises by the Court): (27) Section 237(3) (which relates to the power of the Court to make additional orders in connection with the approval of an arrangement or amalgamation or compromise): (28) Section 333(5)(b) (which relates to name reservation by overseas companies): (29) Section 334(6)(b) (which relates to the registration of overseas companies): (30) Section 339(2)(b) (which relates to changes in the constitution of an overseas company): (31) Section 340(6)(b) (which relates to the filing of annual returns by overseas companies). Subsection (2)(1) was repealed, as from 1 July 1994, by section 47 Companies Act 1993 Amendment Act 1994 (1994 No 6). Subsection (2)(16A) was inserted, as from 15 April 2004, by section 21(1) Companies Amendment Act (No 2) 2004 (2004 No 24). Subsection (2)(21) was substituted, as from 18 June 2007, by section 13 Companies Amendment Act (No 2) 2006 (2006 No 62). See clause 2(1) Companies Amendment Act (No 2) 2006 Commencement Order 2007 (SR 2007/108). Subsection (2)(22) was amended, as from 15 April 2004, by section 21(2) Companies Amendment Act (No 2) 2004 (2004 No 24) by substituting “ 210(7) ” for “ 210(2) ” . Subsection (2)(22) was substituted, as from 18 June 2007, by section 13 Companies Amendment Act (No 2) 2006 (2006 No 62). See clause 2(1) Companies Amendment Act (No 2) 2006 Commencement Order 2007 (SR 2007/108). Subsection (2)(22A) was inserted, as from 18 June 2007, by section 13 Companies Amendment Act (No 2) 2006 (2006 No 62). See clause 2(1) Companies Amendment Act (No 2) 2006 Commencement Order 2007 (SR 2007/108).