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Janko, a qualified accountant who has experience in company rescues, has recently been appointed to the board of Fortuna Confectionery Limited (FCL), a company incorporated
Janko, a qualified accountant who has experience in company rescues, has recently been appointed to the board of Fortuna Confectionery Limited (FCL), a company incorporated in Trinidad in 2000. It adopted the Model Articles for Private Companies in full in 2010. In addition to Janko, FCL has five other directors, all of whom own shares in FCL. These five directors have all been in post since 2010. The chief executive officer is also an accountant with many years' business experience. Two of the other directors have little business experience and are mainly concerned with the development and manufacture of confectionery. Two of the directors gave personal guarantees in 2010 in relation to bank loans taken out by FCL. Despite having thrived until 2019, FCL has been struggling over the last two years, a situation not helped by the recent pandemic. Janko was appointed to try to assist FCL's recovery. Since joining FCL, Janko has noticed that most of the directors have been less engaged with the running of the company than he had expected. Attendance at board meetings, even since Marco joined, has been sporadic. The chief executive officer took a long vacation towards the end of 2021. This was despite a number of suppliers threatening proceedings for non-payment of invoices from June to August of 2021. In addition, records of board meetings over the last 18 months are almost non-existent, and some of the decision-making appears to have been delegated to junior members of staff. Advise Janko on the implications for the directors, if FCL were to go into insolvent liquidation
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