Section 286 Obligations of directors and managers
- Chapter
- XX · Winding Up
286. Obligations of directors and managers.—
In the case of a limited company, any person who is or has been a director or manager, whose liability is unlimited under the provisions of this Act, shall, in addition to his liability, if any, to contribute as an ordinary memberDefined in section 2(55): member, in relation to a company, means the subscriber to the memorandum entered in the register of members, every other person who agrees in writing to become a member and is entered in the register of members, and every person holding shares whose name is entered as a beneficial owner in depository records., be liable to make a further contribution as if he were at the commencement of winding up, a memberDefined in section 2(55): member, in relation to a company, means the subscriber to the memorandum entered in the register of members, every other person who agrees in writing to become a member and is entered in the register of members, and every person holding shares whose name is entered as a beneficial owner in depository records. of an unlimited company:
Provided that —
(a) a person who has been a director or manager shall not be liable to make such further contribution, if he has ceased to hold office for a year or upwards before the commencement of the winding up;
(b) a person who has been a director or manager shall not be 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 articles of the company, a director or manager shall not be liable to make such further contribution unless the Tribunal deems it necessary to require the contribution in order to satisfy the debts and liabilities of the company, and the costs, charges and expenses of the winding up.