Disqualified Directors

Disqualified Directors - Pre 18 June 2009

For disqualifications post 18 June 2009 please see: Disqualified Company Officers Post 18 June 2009

The Isle of Man Financial Services Authority ('the Authority') expects the highest standards of conduct from those involved in the corporate governance of companies. Where, prior to 18 June 2009, a person’s conduct indicated that they were potentially unfit to perform such a role, the Authority (then known as the Financial Supervision Commission) could petition the High Court of Justice of the Isle of Man under Section 26 of the Companies Act 1992 seeking disqualification of that person from acting as:

  1. a director of a company; or
  2. a secretary of a company; or
  3. a liquidator of a company; or
  4. a receiver or manager of a company's property; or
  5. in any way, whether directly or indirectly, being concerned or taking part in the promotion, formation or management of a company unless that person has the consent of the Court.
Disqualification of persons for fraudulent trading.

Prior to 18 June 2009, in cases where the High Court of Justice of the Isle of Man made a declaration under Section 259(1) of the Companies Act 1931 that any of the directors of a company, whether past or present, were knowing parties to the carrying on, by the company, of business with intent to defraud creditors of the company or creditors of any other person or for any fraudulent purpose, or, where a person was convicted by the High Court of Justice of the Isle of Man under Section 259(3) of the Companies Act 1931 of being as a director knowingly a party to the carrying on of the business in manner aforesaid the court could also under Section 259(4) of the Companies Act 1931 order that that person shall not, without the leave of the court, be a director of or in any way, whether directly or indirectly, be concerned in or take part in the management of a company for a period, not exceeding five years.

Disqualification of directors of insolvent companies.

Prior to 18 June 2009 in cases where a person was or had been the director of a company which had at any time gone into liquidation and was insolvent, and had been the director of another such company which went into liquidation within the previous 5 years, and the conduct of the person as director of any of those companies made him unfit to be concerned in the management of a company, the Authority could apply to the High Court of Justice of the Isle of Man under Section 31(1) of the Companies Act 1982 for an order that the person shall not, without the leave of the Court, be a director of or in any way, whether directly or indirectly, be concerned or take part in the management of a company for such period as the court may specify, beginning with the date of the order and not exceeding 5 years.

With effect from 18 June 2009 the Company Officers (Disqualification) Act 2009 came into effect. This new Act replaced the above provisions, however, unexpired disqualifications under the above provisions were continued under the new Act. For details of the provisions of the Company Officers (Disqualification) Act 2009 please see: Disqualified company officers – Post 18 June 2009

For disqualifications pre 18 June 2009 please see: Disqualified Directors pre 18 June 2009

The Isle of Man Financial Services Authority expects the highest standards of conduct from those involved in the corporate governance of companies. Where a person’s conduct indicates that they are potentially unfit to perform such a role the Authority may petition the High Court of Justice of the Isle of Man under Section 3 (1) (a) of the Company Officers (Disqualification) Act 2009 seeking disqualification of that person from acting as:

  1. a director, secretary or registered agent;
  2. a liquidator;
  3. a receiver;
  4. a person holding an office under any relevant foreign law analogous to any of the offices specified in paragraph (a), (b) or (c) in respect of a company; or
  5. a person who, in any way, whether directly or indirectly, is concerned or takes part in the promotion, formation or management of a company.

The period of disqualification can range from a minimum of 2 years to a maximum of 15 years.

Disqualification Undertakings

Section 6 of the Company Officers (Disqualification) Act 2009 permits the Authority where it appears to the Authority that:

  1. a person is or has been an officer of a company; and
  2. that the person’s conduct renders that person unfit to be an officer of a company; and
  3. the person has offered a disqualification undertaking

to accept the undertaking if satisfied that it is expedient in the public interest that it should do so (instead of applying, or proceeding with an application, for a disqualification order).

A disqualification undertaking has exactly the same effect as a disqualification order in terms of publicity and criminal sanctions for breach.

An undertaking may be for a minimum period of 2 years and a maximum period of 15 years.

Disqualification of persons for fraudulent trading

In terms of Section 9 of the Company Officers (Disqualification) Act 2009, in cases where the High Court of Justice of the Isle of Man makes a declaration under Section 259 of the Companies Act 1931 (responsibility of directors for fraudulent trading) that a person is liable to make a contribution to a company’s assets, then, whether or not an application for such an order is made by any person, it shall consider making a disqualification order against the person. The maximum period of disqualification under Section 9 of the Company Officers (Disqualification) Act 2009 is 15 years.

Disqualification of directors of insolvent companies

In terms of Section 5 of the Company Officers (Disqualification) Act 2009, in cases where the High Court of Justice of the Isle of Man is satisfied that a person is or has been an officer of a company which has at any time become insolvent (whether while the person was an officer or subsequently), and that person’s conduct as an officer of that company (either taken alone or together with their conduct as an officer of any other company or companies) makes them unfit it must make a disqualification order against them. The maximum period of disqualification under this section is 15 years and the minimum is 2 years.

Contravention of a Disqualification Order or Undertaking

Section 11 of the Company Officers (Disqualification) Act 2009 sets out the consequences for a person who contravenes a disqualification order or a disqualification undertaking. If a person is convicted of such a breach then they are liable:

(a) on conviction on information, to custody for not more than 2 years or a fine, or both; and

(b) on summary conviction, to custody for not more than 6 months or a fine not exceeding £5,000, or both.

Section 12 of the Company Officers (Disqualification) Act 2009 imposes personal liability for certain debts of a company upon a person who contravenes a disqualification order by acting as an officer of that company and upon any person who, as an officer of a company, acts or is willing to act on the instructions of the disqualified person, without the leave of the court.

Information Leaflet – Effect of a disqualification.

Disqualified Directors

Name: David James Coulter Cunningham

Address (at date of disqualification): 2 Woodbourn Square, Douglas, Isle of Man, IM1 4DB

Date of Birth:

Period of Disqualification: 10 Years 0 Months 0 Days

Dates of Disqualification: From 4 May 2011 To 4 May 2021

Particulars of Disqualification Order or Undertaking: Section 2 Company Officers (Disqualification) Act 2009

Name: John Trevor Roche Baines

Address (at date of disqualification): c/o Isle of Man Prison, Jurby, Isle of Man

Date of Birth: 19 Dec 1939

Period of Disqualification: 15 Years 0 Months 0 Days

Dates of Disqualification: From 15 Jul 2010 To 15 Jul 2025

Particulars of Disqualification Order or Undertaking: Section 2 Company Officers (Disqualification) Act 2009

Notes: Leave granted on 18 November 2010 to be reappointed as director of LB Investments Limited (IOM company no. 2629C) for the sole purpose of executing a Power of Attorney materially identical to the form of the draft Power of Attorney annexed hereto marked "A", to enable any attorney so appointed, inter alia, to convey and distribute the proceeds of sale of the assets of LB Investments Limited. [A copy of the leave form and annex are attached to the register entry held at the office for the registration of companies. Copies may also be obtained by contacting the Enforcement Division of the Financial Supervision Commission.]

 

Name: Wendy Nicolau de Almeida Baines

Address (at date of disqualification): Africa House, Woodbourne Road, Douglas, Isle of Man

Date of Birth: 22 Mar 1958

Period of Disqualification: 11 Years 0 Months 0 Days

Dates of Disqualification: From 15 Jul 2010 To 15 Jul 2021

Particulars of Disqualification Order or Undertaking: Section 2 Company Officers (Disqualification) Act 2009

Notes: Leave granted on 18 November 2010 to be reappointed as director of LB Investments Limited (IOM company no. 2629C) for the sole purpose of executing a Power of Attorney materially identical to the form of the draft Power of Attorney annexed hereto marked "A", to enable any attorney so appointed, inter alia, to convey and distribute the proceeds of sale of the assets of LB Investments Limited. [A copy of the leave form and annex are attached to the register entry held at the office for the registration of companies. Copies may also be obtained by contacting the Enforcement Division of the Financial Supervision Commission.]

Name: Ralph Stephen Brunswick

Address (at date of disqualification): Valdfrieden, Ballaugh Glen, Ballaugh, Isle of Man IM7 5JB

Date of Birth:

Period of Disqualification: 13 Years 6 Months 0 Days

Dates of Disqualification: From 4 Mar 2009 To 4 Sep 2022

Particulars of Disqualification Order or Undertaking: S.26(1) Companies Act 1992

Name: Brian Harry Carney

Address (at date of disqualification): c/o HM Prison, Victoria Road, Douglas, Isle of Man IM2 4RD

Date of Birth:

Period of Disqualification: 13 Years 6 Months 0 Days

Dates of Disqualification: From 2 Sep 2005 To 2 Mar 2019

Particulars of Disqualification Order or Undertaking: S.26(1) Companies Act 1992

Notes: The court may allow the person, in specified circumstances, to act in the capacity in respect of which the disqualification order applies. 

Name: Richard Alan Costain

Address (at date of disqualification): St Patrick's Close, Jurby, Isle of Man

Date of Birth: 13 Sep 1951

Period of Disqualification: 15 Years 0 Months 0 Days

Dates of Disqualification: From 16 Feb 2017 To 16 Feb 2032

Particulars of Disqualification Order or Undertaking: Section 2 Company Officers (Disqualification) Act 2009

Notes: The Financial Services Authority may allow the person, in specified circumstances, to act in the capacity in respect of which the Disqualification Undertaking applies.

Name: Duncan Frank Ellis Jones

Address (at date of disqualification): Harpers Glen, Hillberry Green, Douglas, Isle of Man IM2 6DE

Date of Birth: 10 Aug 1959

Period of Disqualification: 13 Years 0 Months 0 Days

Dates of Disqualification: From 25 Apr 2011 To 25 Apr 2024

Particulars of Disqualification Order or Undertaking: Section 2 Company Officers (Disqualification) Act 2009

Name: Lynn Keig

Address (at date of disqualification): Croit-e-Quill, Lonan, Isle of Man, IM4 7JG

Date of Birth: 28 June 1956

Period of Disqualification: 6 Years 0 Months 0 Days

Dates of Disqualification: From 29 Jun 2017 To 28 Jun 2023

Particulars of Disqualification Order or Undertaking: Section 2 Company Officers (Disqualification) Act 2009

Notes: The Isle of Man Financial Services Authority may allow the person, in specified circumstances, to act in capacity in respect of which the Disqualification Undertaking applies.

Name: Rousseau Moss

Address (at date of disqualification): 4, Fairway Drive, Port Erin, Isle of Man IM9 6LR

Date of Birth: 23 Sep 1978

Period of Disqualification: 5 Years 0 Months 0 Days

Dates of Disqualification: From 26 Sep 2016 To 26 Sep 2021

Particulars of Disqualification Order or Undertaking: Section 2 Company Officers (Disqualification) Act 2009

Notes: The Isle of Man Financial Services Authority may allow the person, in specified circumstances, to act in capacity in respect of which the Disqualification Undertaking applies.

Name: John Palmer (deceased 24/6/2015)

Address (at date of disqualification): c/o HM Prison Highdown, Sutton Lane, Sutton, Surrey SF2 5PJ (formerly of Island Village Club, Avda Austria S/N, Urb San Eugenio Alto, Costa De Adeje 38670, Tenerife, Canary Isles)

Date of Birth:  

Period of Disqualification: 15 Years 0 Months 0 Days

Dates of Disqualification: From 7 May 2004 To 7 May 2019

Particulars of Disqualification Order or Undertaking: S.26(1) Companies Act 1992

Notes: DATE LEAVE GRANTED: 7th May 2004 DETAILS OF LEAVE GRANTED: Temporary leave granted until 1st June 2004 to continue to hold the offices of director and/or secretary in respect of Club La Paz (Management) Limited; Club La Paz (Sales) Limited; Tenerife Royal Garden (Management) Limited; Lagos De Fanabe (Management) Limited; Lagos De Fanabe (Sales) Limited; Kelsale Limited; Tenerife Royal Garden (Sales) Limited; Flamingo Sales Limited; Flamingo Management Limited; Caldon Limited; Birches Investment Limited; Island Village (Sales) Limited; Island Village (Management) Limited; and Loyd Management Services Limited.

Name: Shaun Ridings

Address (at date of disqualification): Greengates, 5 First Avenue, Douglas, Isle of Man IM2 6BA

Date of Birth: 2 Mar 1962

Period of Disqualification: 9 Years 0 Months 0 Days

Dates of Disqualification: From 17 Feb 2010 To 16 Feb 2019

Particulars of Disqualification Order or Undertaking: Section 2 Company Officers (Disqualification) Act 2009