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Director, S218 (1), :, Paragraph 5.01 SC guidelines, Paragraph 5.02 SC…

- - - - The director shall ordinarily reside in Malaysia by having a principal place of residence in Malaysia.
    - - A director shall be a natural person who is at least eighteen years of age.
- - - - (d) has been convicted of an offence under S213 (Duties and Responsibilities of Directors), S217 (Responsibility of a Nominee Director), S218 (Improper Use of Property, Position, etc), S228 (Transaction with Directors, Substantial Shareholders or Connected Persons) and S539 (Proper Account Not Kept); or
        
        (b) has been convicted of an offence relating to the promotion formation or management of a corporation;
        
        (e) has been disqualified by the Court under Section 199.
        
        (a) is an undischarged bankrupt;
        
        (c) has been convicted of an offence involving bribery, fraud or dishonesty;
  - - - (b) due to his contravention of the duties of a director; or
      - (c) due to his habitual contravention of this Act.
      - (a) within the last 5 years, the persons has been a director of two or more companies which went into liquidation resulting from the company being insolvent due to his conduct as a director which contributed wholly or partly to be liquidation;
    - - S199 (2) An application arising from circumstances referred to in paragraph (1)(a) may be made by the Official Receiver and the Registrar shall be made a party to the proceedings.
      - S199 (3) Before making an order under subsection (1), the Court may require any person --
        
        (b) to produce and permit inspection of such books or documents relevant to the company.
        
        (a) to furnish the Court with such information with respect to the company's affairs;
      - S199 (4) After considering the application and the additional information and documents received under subsection (3), if any, the Court may make an order to disqualify the person from acting or holding office as a director or promoter of a company, or be concerned with or taking part in the management of a company whether directly or indirectly for such period not exceeding five years commencing from the date of the order.
      - S199 (5) The Registrar or the Office Receiver shall give notice of not less than 14 days to person referred to in subsection (1) notifying his intention to apply for an order under this section.
- - - - A director who contravenes this section commits an offence and shall, on conviction, be liable to imprisonment for a term not exceeding five years or to a fine not exceeding three million ringgit or to both.
  - - - (a) the knowledge, skill and experience which may reasonably be expected of a director having the same responsibilities; and
      - (b) any additional knowledge, skill and experience which the director in fact has.
- - - - (5) Company and officer who contravenes be liable of RM1 million.
      - (4) Company should notify Registrar if the service contract is not kept at company's registered office.
      - (1), (2), (3) A public company shall keep and maintain a copy of their directors' service contract and make it available for inspection at its registered office for at least a year from the date of termination or expiry of the contract.
- - - - In directing or managing the business and affairs of the corporation, a director must exercise reasonable care, skill and diligence by
        -(a) applying the knowledge, skill and experience which may reasonably be expected of a director having the same
        responsibilities; and
        -(b) applying any additional knowledge, skill and experience which the director has.
    - - A director who is appointed by virtue of his position as a representative of a shareholder, must act in the best interest of the corporation in which he sits as a board member. In the event of any conflict between his duty to act in the best interest of the corporation and his duty to his nominator, he must notsubordinate his duty to act in the best interest of the corporation to his nominator.
  - - - A listed corporation and its directors must cause to be kept the accounting records and other records to—
        -(a) sufficiently explain the business, transactions and financial Position of the listed corporation and its subsidiaries;
        -(b) enable the preparation of true and fair financial statements; and
        -(c) enable the accounting and other records of the listed corporation and its subsidiaries to be conveniently and properly audited