s 45 Offences by bodies corporate, etc.
45.—(1) Where any offence under this Act is committed by a body corporate, a partnership or an unincorporated association of persons, any person who, at the time of the commission of the offence, was a director, manager, partner, secretary or other similar officer, or was purporting to act in any such capacity, shall also be guilty of that offence and shall be liable to be proceeded against and punished accordingly unless the person proves that —(a) the offence was committed without his or her consent or connivance; and (b) the person had exercised all such diligence to prevent the commission of the offence as he or she ought to have exercised having regard to the nature of his or her functions in that capacity and to all the circumstances. (2) In relation to a body corporate whose affairs are managed by its members, “director” means a member of the body corporate.