Companies FAQ

Q. Is there a minimum and maximum age for directors?

A. The Companies Act 2006 introduced a minimum age for a director of 16. Any directors currently under 16 automatically ceased to be a director from October 2008

From 6th April 2007 the maximum age for directors of PLC's, which was 70, has been removed.

Q. What will happen to existing under age directors following implementation of the 2006 Act?

A. Existing under age directors ceased, with no requirement to notify the Registrar. However, the company will need to amend their register of directors to reflect the fact that the appointment has ceased.

Q. Will the under age directors' rules apply retrospectively?

A. Yes. Where a person appointed a director of a company before section 157 (minimum age for appointment as director) comes into force has not attained the age of 16 when that section comes into force, that person ceases to be a director.

Q. When will the new requirement for each company to have at least one director who is a natural person take effect?

A. From 1st October 2010 all companies are required to have at least one director who is a natural person. (section 155 of the 2006 Companies Act)

Companies have not been allowed to incorporate with only corporate officers since 1 October 2008. Some companies incorporated before the 2006 Companies Act received royal assent were given a transitional period to comply.

This transitional period ended on 1 October 2010.

Under section 156 Companies House can issue a direction requiring companies to appoint natural directors. If a company fails to comply with the direction the company and every officer of the company who is in default (this includes shadow directors) commits an offence.

A person guilty of an offence under this section is liable to a fine of up to £5000 on conviction.

Q. When the new restrictions on directors are introduced e.g. no sole corporate or under age directors, will they apply to dormant companies?

A. Yes

Q. When will the requirements repealing the need for disclosing other directorships come into force?

A. The requirements for 'other directorships' were repealed on 1st October 2009

Q. Can a Director also act as Company Secretary?

Prior to the 1st October 2009 (when certain provision of the Companies Act 2006 were introduced) if when forming a company, there was be only one director (single director companies as they are known), then that same person could not also then be the secretary. In this case another person or company would have been required to fill the role of secretary.

Again before the inception of the Companies Act 2006 regulations, where there was to be more than one company director, one of these persons could then also act as the company secretary.

It was common under the provisions of the Companies Act 1985 which existing up to 1st October 2009 for a sole director to employ the services of a nominee secretary in order to comply with the requirements which prohibited a single director also acting in the capacity of secretary.

From April 2008 UK companies were not longer required to have a company secretary and thus from this date a single person could register a company and appoint themselves as director and shareholder, leaving the position of company secretary vacant.

From 1st October 2009 the Companies Act 2006 further simplified the company appointments process by allowing a single person to occupy all three positions of director, secretary and shareholder, without needing a second person.

Q. How do I appoint a Company Director?

A. The easiest and quickest way to notify Companies House of an appointment is online via WebFiling, however, if you do not have the facility to file online you can download an appointment form AP01, and on completion send to Companies House, Crown Way, Cardiff CF14 3UZ

To appoint a Corporate Director you will need to notify Companies House of the appointment online via Web Filing or download appointment form AP02

Q. How do I notify Companies House of the resignation of a director?

A. Notification to Companies House of the resignation of a Director (individual or corporate) can be online via Web Filing or you can download resignation form TM01