Director liability for unpaid GST: private company directors jointly and severally liable unless no gross neglect, misfeasance or breach. Directors of a private company are jointly and severally liable for tax due on supplies for periods they served if the tax cannot be recovered from the company, unless a director proves non-recovery is not attributable to his gross neglect, misfeasance or breach of duty; this operates notwithstanding the Companies Act and 'tax due' includes penalty, interest and other sums. On conversion to a public company, the joint and several liability does not apply to persons who were directors of the private company in relation to tax due for the private period.