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WorksheetsDirectors' Duties, Restriction and Disqualification
Total questions: 26
Worksheet time: 19mins
Under what circumstances must a director vacate their office?
If they have taken more than 30 days annual leave
If they are already the director of another company
If they become the subject of a restriction/disqualification order
If they have an affair with an employee
A de facto director is someone who (a) like a director, but does not have the (b) title
What is a fiduciary?
A person with the duty to act in a way that will financially benefit someone else
A director with specific, expert qualifications
A person responsible for looking after fish
A disqualified director
What section of the 2014 Act deals with directors' duties?
(a)
227
225
274
Which of the following are directors' duties under the 2014 Act?
s228(1)(e)
Duty not to fetter discretion
s228(1)(b)
Duty to act honestly and responsibly
s228(1)(a)
Duty to act in a bona fide manner
s228(1)(c)
Duty to act in line with constitution
s228(1)(f)
Duty to avoid conflicts of interest
What does bona fide mean?
(a)
What factors will the court take into account when deciding if a director has acted in a bona fide manner?
Whether the director has complied with the 2014 Act
Whether the director's incompetence amounts to irresponsibility
Whether the director has contributed to the company's insolvency
Whether the director has contributed to the net deficiencies in the assets of the company
Whether the director has displayed a lack of proper standards
When will a director be entitled to make a secret profit?
(a)
Where the director has made profit that way in the past
Where the director donates the profit to charity
Where the director declares the secret profit
What skill does a director owe to the company?
Third level qualification
It will depend on the specifics of the case
High School/Secondary School graduate
Law Degree
What duty does a director owe to creditors?
Duty
to preserve
the assets
of the
company
What is the rationale for an order of restriction or disqualification is to (a) the (b)
What position is a disqualified director prevented from holding?
Liquidator
Employee
Director
Policeman
An automatic disqualification period lasts for
(a)
What is the administrative procedure called wherein a person can "plead guilty" to disqualification?
(a)
What section of the 2014 act contains the discretionary criteria for disqualification?
841
228
842
198
What does the first sentence of the last paragraph in Director of Corporate Enforcement v. Rogers and Rogers state?
(a)
When will the Director of Corporate Enforcement apply for a director to be restricted?
When the company is not profitable
When the company goes into liquidation
When the company goes into receivership
When the company has asked for a director to be restricted
It is a defence to an application for restriction for a (a) to prove he acted (b) and (c)
Was this defence successfully pleaded in Re Dublin Sports Café Ltd [2008] IESC 66?
(a)
Can a restricted director become the director of another company during their period of disqualification?
Never
Yes
Yes, as long as the company is adequately capitalised
Yes, if the company is listed on the stock exchange
What does 'adequately capitalised' mean?
All shares must be paid for in cash
The company can not have any debts
The shares must be paid up to a nominal amount
The company must have over 300 employees
What is fraudulent trading?
Trading while a company has debts
Trading while a company is insolvent
Trading with an intention to defraud creditors
Trading with the intention to never make a profit
What is reckless trading?
Trading with an intent to defraud creditors
Trading while insolvent
Trading while the company has debts
Trading with a disqualified director
Are directors' duties a topic on the exam?
(a)
Categorise the dogs.
Good Dog
Bold Dog
Sister's Dog
Draw the best picture
