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Qualification of Director

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Qualification of director

1. S 122(1) – Director must have principal or only place of residence within Malaysia. The term residence is not defined in the Act but in the case of Fong Poh Yoke v The Central Construction Co (M) Sdn Bhd [1998] 4 CLJ Supp 12, it means residence in one place with some degree of continuity.

2. S 122(2) – Must be a natural person of full age.

3. S 125(1) – An undischarged bankrupt may not (except with the leave of the court by which he was adjudicated bankrupt) be a director of or otherwise concerned in the management of any company.

4. S 130 – Where a person is convicted whether within or without Malaysia; i) Of any offence in connection with the promotion, formation or management of a corporation; ii) Of any offence involving fraud or dishonesty punishable on conviction with imprisonment [or3 years or more; or of any offence under section 132, 132A or 303]
That person may not (except with the leave of the court) be a director or promoter or is in any way whether directly or indirectly concerned or takes part in the management of a corporation within a period of 5 years after his conviction or, if he is sentenced to imprisonment, after his release from prison.
Persons who are disqualified under S 130 may apply for the leave of the court by giving not less than 10 days’ notice to the Registrar may oppose the granting of application. 5. S 123 & 124 - Share qualification of directors.
There is no rule of law that a director must also be a member of the company but the articles may impose such a requirement. Where the requirement exist is only satisfied by the director being registered holder of the required number of shares.
This required number of shares is called the director’s share qualification. The share qualification serves 2 purposes: i) It provides directors with an

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