146 Avoidance of breach

(1) Subject to subsection (2) and without prejudice to the operation of any
rule of law empowering the members, or any of them, to authorise or
ratify a breach of section 144, no act or omission of a director shall be
treated as a breach of section 144 if —

(a) all of the members of the company authorise or ratify by
resolution of members the act or omission; and

(b) after the act or omission the company will be able to discharge
its liabilities as they fall due.

(2) Subsection (1) shall not operate, in respect of any act or omission of a
director in breach of section 144, to avoid or reduce —

(a) any fine or penalty which may be imposed under this Act or any
other written law of Seychelles; or

(b) any other criminal or regulatory liability on the part of the
director or the company.