The High Court disqualified two Aventine Resources plc directors from acting as company directors for seven and six years, respectively, after finding persistent defaults in company filings and continuing breaches of two earlier court orders.
The Director of Corporate Enforcement had applied under section 160(2)(b) and (f) of the Companies Act 1990. The respondents accepted that they had breached their duties as directors, but disputed that they had been persistently in default. Mr Justice Cregan found that both statutory grounds were established and exercised the court’s discretion to disqualify them.
The court considered late filing of the company’s 2008 and 2009 accounts, both of which auditors had disclaimed, and the failure to finalise and file accounts and annual returns for 2010, 2011 and 2012. It found that the defaults had continued over five successive years, leaving members without a clear account of the company’s financial position.
The respondents said the company lacked funds to pay auditors and complete the filings. The judge found that explanation unconvincing, citing repeated promises that audits would be completed and the failure to comply with two High Court orders. Those orders, made in 2012 and 2013, directed steps to bring the company’s filings and reporting into compliance. The judge said the continuing breach of the orders was a particularly serious feature of the case.
The court imposed seven years’ disqualification on John Francis Liwosz and six years on Anthony William Brown. It took account of Brown’s appointment in 2011, which meant he was not responsible for the 2008 and 2009 accounts, but held him responsible for later filing failures and the continuing non-compliance with the court orders.
The judgment records the disqualification orders. Although the judge earlier referred to a “period of restriction” when discussing seven years, the concluding order expressly disqualified both respondents for the stated periods.