Section 668 CAMA 2020

Section 668 Companies and Allied Matters Act is about Offences by officers of company in liquidation. It is under Chapter 24 (Provisions applicable to every mode of winding-up) of the Act.

(1) If any person, being a past or present officer of a company which at the time of the commission of the alleged offence is being wound up,whether by or under the supervision of the Court or voluntarily, or is subsequently ordered to be wound up by the Court or subsequently passes a resolution for voluntary winding-up—

(a) does not, to the best of his knowledge and belief, fully and truly discover or deliver to the liquidator all the property, landed and personal, of the company, and how and to whom, for what consideration and when, the company disposed of any part thereof, except such part as has been disposed of in the ordinary way of the business of the company ;

(b) does not deliver up to the liquidator, or as he directs, all such part of the real and personal property of the company as is in his custody or under his control, which he is required by law to deliver up ;

(c) does not deliver up to the liquidator, or as he directs, all books andpapers in his custody or under his control belonging to the company whichhe is required by law to deliver up ;

(d) within 12 months immediately preceding the commencement of the winding-up or at any time thereafter, conceals any part of the property of the company to the value of N100,000 or upwards, or conceals any debt due to or from the company ;

(e) within 12 months immediately preceding the commencement of the winding-up or at any time thereafter, fraudulently removes any part of the property of the company to the value of N100,000 or upwards ;

(f ) makes any material omission in any statement relating to the affairs of the company ;

(g) knowing or believing that a false debt has been proved by any person under the winding-up, fails for the period of one month to inform the liquidator thereof ;

(h) after the commencement of the winding-up, prevents the production of any book or paper affecting or relating to the property or affairs of the company ;

(i) within 12 months immediately preceding the commencement of the winding-up or at any time thereafter ;

(j) conceals, destroys, mutilates or falsifies, or is privy to the concealment,destruction, mutilation or falsification of the book or paper affecting or relating to the property or affairs of the company—

(i) makes or is privy to the making of any false entry in any book or paper affecting or relating to the property or affairs of the company,

(ii) fraudulently parts with, alters or makes any omission in, or is privy to the fraudulently parting with, altering or making any omission in any document affecting or relating to the property or affairs of the company,

(iii) at any meeting of the creditors of the company, attempts to account for any part of the property of the company by fictitious losses or expenses,

(iv) makes false representation or other fraud, obtained any property for or on behalf of the company on credit which the company does not subsequently pay for,

(v) under the false pretence that the company is carrying on its business, obtains on credit, for or on behalf of the company any property which the company does not subsequently pay for, or

(vi) pawns, pledges or disposes of any property of the companywhich has been obtained on credit and has not been paid for, unlesssuch pawning, pledging, or disposing is in the ordinary way of the business of the company ; or

(k) makes any false representation or other fraud for the purpose of obtaining the consent of the creditors of the company or any of them to an agreement with reference to the affairs of the company or to the winding-up,commits an offence and is—

(i) in the case of the offences mentioned respectively in sub-paragraphs(iv), (v) and (vi), liable on conviction to imprisonment for a term of 12months, and

(ii) in the case of any other offence under this subsection, is liable on conviction to imprisonment for a term of two years :

Provided it is a good defence to a charge under any of paragraphs (a), (b),(c), (d), (f ) and (i) (v) and (vi) of this subsection, if the accused proves that he had no intent to defraud, and to a charge under any of paragraphs (h), (i)and (j), if he proves he had no intention to conceal the state of affairs of the company or to defeat the law.

(2) Where any person pawns, pledges or disposes of any property in circumstances which amount to an offence under subsection (1) (j) (i) and(vi), every person who takes in pawn or pledge, or otherwise receives the property knowing it to be pawned, pledged or disposed of in such circumstances,commits an offence and is liable on conviction to be punished in the same wayas if he had received the property knowing it to have been obtained in circumstances amounting to an offence.

(3) For the purposes of this section, “officer” includes any person in accordance with whose directions or instructions the directors of a company have been accustomed to act.