The court will look at a director’s conduct as a whole before deciding whether his/her conduct has fallen below the standards acceptable for a person to be a director of a company. However, any extenuating circumstances must relate to any allegations of misconduct.

Examples of extenuating circumstances in cases include the following:

  1. Proper and reasonable reliance by a director on a professional person;
  2. One off misconduct which occurred during a time of extreme distress whilst a person’s wife or child was suffering from a lingering and terminal illness;
  3. Where the breach of duty relied upon only caused loss to the members and no other person and the company has since ratified that breach;
  4. Where misconduct arose due to duress;
  5. Proper and reasonable delegation by a director of its function to another person;
  6. Temporary ill health causing a lapse of judgment or a temporary absence which lead to the company failure or events referred to in the disqualification claim.