(2 ) Where the court makes any such declaration, it may give such further directions as it thinks proper for the purpose of giving effect to the declaration and in particular may, subject to the prior rights of other creditors of any such director or other person, make his declared liability a charge on any debt or obligation due from the company to him or on any mortgage or charge or any interest in any mortgage or charge on any assets of the company held by or vested in him or in any company or person on his behalf or in any person claiming as assignee from or through the director, company or person, and may from time to time make such further order as may be necessary for the purpose of enforcing any charge imposed under this subsection. For the purposes of this subsection, the expression “assignee” includes any person to whom, or in whose favour, by the directions of the director or other person subject to the declaration, the debt, obligation, mortgage or charge or interest therein was created, issued or transferred but does not include an assignee for valuable consideration given in good faith and without notice of any of the matters on the ground of which the declaration is made. (3 ) Without prejudice to any other criminal liability incurred, where any business of a company is carried on with such intent or for such purpose as is mentioned in subsection (1), every director of the company or other person who was knowingly a party to the carrying on of the business in manner aforesaid shall be guilty of an offence and liable to a fine not exceeding level ten or to imprisonment for a period not exceeding two years or to both such fine and such imprisonment. [Section as amended by Act No. 22 of 2001] 319 Prosecution of delinquent directors and others If it appears in the course of the winding up or judicial management of a company that any past or present officer or member of the company has been guilty of an offence for which he is criminally responsible under this Act or, in relation to the company or the creditors of the company, under the common law, the liquidator or judicial manager shall cause all the facts known to him which appear to constitute the offence to be laid before the Attorney-General. Removal of Defunct Companies from Register 320 Registrar may strike defunct company off register (1 ) Where the Registrar has reasonable grounds to believe that a company is not carrying on business or is not in operation, he may send to the company, by registered post, a letter to that effect and stating that if an answer showing cause to the contrary is not received within one month from the date thereof, a notice will be published in the Gazette with a view to striking the name of the company off the register. (2 ) Unless the Registrar receives an answer within one month from the date of the letter sent in terms of subsection (1) to the effect that the company is carrying on business or is in operation, the Registrar may publish in the Gazette and send to the company, by registered post, a notice that at the expiration of three months from the date of that notice the name of the company mentioned therein will, unless cause is shown to the contrary, be struck off the register and the company will thereby be dissolved: Provided that it shall not be necessary for the Registrar to send a notice to the company in terms of this subsection if the notice sent to the company in terms of subsection (1) was returned undelivered by the postal authorities. (3 ) Whenever the Registrar receives notice from a company or any officer thereof that the company is not carrying on business or is not in operation the Registrar may publish in the Gazette a notice such as is referred to in subsection (2). (4 ) If a company makes default for a period of more than two years in rendering the returns required by section one hundred and twenty-three, and the Registrar has reasonable cause to believe that the company is not carrying on business or in operation, the Registrar may publish in the Gazette and send to the company by registered post such a notice as is mentioned in subsection (2). (5 ) At the expiration of the period mentioned in any such notice as is described or referred to in subsection (2) or (4), unless cause to the contrary is previously shown, or upon receipt from any company of a written statement in the form prescribed signed by every director, that the company has ceased to carry on business and has no assets or liabilities, the Registrar may strike its name off the register and shall publish notice thereof in the Gazette and on the publication of this notice the company shall thereby be dissolved: Provided that the liability, if any, of the liquidator and of every officer and of every member of the company shall continue and may be enforced as if the company had not been dissolved. (6 ) If a company or any member or creditor thereof feels aggrieved by the company having been struck off the register, the court, on the application of the company or member or creditor, may, if satisfied that the company was at the time of the striking off carrying on business or in operation or otherwise that it is just that the company be restored to the register, order the name of the company to be restored to the register and thereupon the co mpany shall be deemed to have continued in existence as if its name had not been struck off; and the court may, by the order, give such directions and make such provision as seem just for placing the company and all other persons in the same position, as nearly as may be, as if the company had not been struck off.