Are there any criminal offences for which a director (of an insolvent company) can be liable?

There are several criminal offences for which the directors of an insolvent company may be liable. The following offences may be punished by imprisonment or a fine, or both:

1. Fraud in anticipation of winding up, etc 

a director commits an offence if a company is wound up and the director has, during the previous twelve months:

• concealed or fraudulently removed any part of the company’s property;
• concealed, destroyed, mutilated, falsified or made any false entry in any of the company’s papers, or fraudulently parted with, altered or made any omission in any document affecting or relating to the company’s property or affairs (or is privy to any other person doing such things); or
• pawned, pledged or disposed of any property obtained but not paid for by the company (unless in the ordinary way of business).

2. Transactions in fraud of creditors

A director commits an offence if, during the five years before a company is wound up, they have made any transfer of the company’s property with the intent to defraud the company’s creditors.

3. Misconduct in course of winding up 

When a company is being wound up, a director commits an offence if they do not disclose and deliver up to the liquidator all the company’s property, books and papers, unless they had no intent to defraud.

4. Falsification of company’s books

A director commits an offence if they destroy, mutilate, alter or falsify any books, papers or securities, or are privy to the making of any false or fraudulent entry in the company’s books, with the intent to defraud any person.

5. Material omissions from statement relating to company’s affairs 

When a company is being wound up, a director commits an offence if they make any material omission in any statement relating to the company’s affairs, unless they can prove they had no intent to defraud.

6. False representations to creditors 

When a company is being wound up, a director commits an offence if they make any false representation or commit any other fraud for the purpose of obtaining the consent of the company’s creditors to an agreement with reference to the company’s affairs.