Part XVI — Part XVI — Penalties
Article (361)
Without prejudice to any severer penalty provided for in the Penalties Code or in any other law, imprisonment and a fine not less than five thousands Bahraini Dinars and not exceeding ten thousands Bahraini Dinars or either of these two penalties shall be imposed on:
a— Any person who has stated in the company's memorandum or articles of association or in the subscription prospectus or in any other documents of the company false data or data in violation of the provisions of this law and any person who has willfully signed these documents or distributed them.b— Any founder, manager or board member who has invited the public to subscribe for shares or bonds in contravention of the provisions of this law and whoever has offered these shares or bonds for subscription for the account of the company with his knowledge of this violation.c— Any partner or non-partner who has fraudulently evaluated in-kind shares at more than their real value.d— Any board member, manager or auditor who has participated in preparing or approving a balance sheet that does not reflect the true financial position of the company or a profit and loss account that does not properly represent the profits or the losses of the company for the financial year.e— Any board member, manager or auditor who has distributed profits or interests that are not true or are in contravention of the provisions of this law or the company's articles of association or has approved the distribution thereof.f— Any manager or board member who has taken remuneration more than that provided for in this law or in the company's memorandum or articles of association.g— Any manager, board member, liquidator or auditor who has stated false or untrue data in the balance sheet or in the profit and loss account or in the reports he has prepared for the partners or for the general assembly or who has failed to submit these reports or who has willfully ignored essential facts in these statements which renders the company's financial position untrue.h— Any manager, member of the board of directors, member of the control board, consultant, expert, auditor or any of his assistants or employees, or any government officer or any person entrusted with the task of inspecting the company who has disclosed what he has known ex-officio of the company's secrets or has exploited these secrets to serve his own interest or that of others.i— Any person appointed by the Ministry of Commerce and Industry to inspect the company and has willfully stated false facts about inspection in his reports or has willfully ignored in these reports essential data, which affects the results of inspection.Article (362)
Without prejudice to any severer penalty provided for in the Penalties Code or in any other law, a fine not exceeding five thousands Bahraini Dinars shall be imposed on:
a— Any person who has issued shares, subscription receipts, interim certificates or bonds or has offered them for trading in contravention of the provisions of this law.b— Any person who has been appointed member of the board of directors or managing director of a joint stock company and has remained in office or has been appointed controller therein, and any person who has held an office in it and who has obtained a guarantee or a loan therefrom in contravention of the provisions of this law.c— Any person who has established a company contrary to the provisions of this law governing the percentage requirements for the Bahraini capital.d— Any manager, board member, auditor or liquidator who has willfully ignored essential facts in the balance sheet or in the profit and loss account that affects the company's financial position.e— Any person who has willfully ignored to call the general assembly or the partners to convene if the company has sustained losses to the extent provided for in this law or in the company's memorandum of association with his knowledge of such loss.f— Any person who has refrained from inviting the general assembly to convene or from listing matters on its agenda in the cases in which the law requires the general assembly to convene or the said issues to be included in the agenda.g— Any board member who has prepared a report or a balance sheet or an account contrary to the decision referred to in article (195) and any auditor who has prepared a report contrary to the data referred to in article (219) of this law.h— Any board member, manager, or employee of any of the companies subject to the provisions of this law who has issued orders for spending or has spent an amount of the company's funds without supporting documents indicating the reasons of spending and the receiving party.i— Any person assigned by the Ministry of Commerce and Industry or the court to inspect the company who has ignored essential facts that affect the results of inspection.j— Any person who has willfully refrained from enabling the partners, the auditors or the staff of the Ministry of Commerce and Industry delegated by the Minister of Commerce and Industry or those who have the powers to undertake inspection to have access to the books and documents which they are permitted to have access thereto in accordance with the provisions of this law.k— Any person who has willfully refrained from enforcing any order provided for in this law.Article (363)
The partners of any company established before the provisions of this law come into effect contrary to its provisions shall amend its memorandum of association to conform to the provisions of this law within a period not exceeding three years from the date of the law coming into effect, otherwise, the partners shall liquidate its activities, except for the companies exempted by a resolution by the Council of Ministers.