Jun 27, 2018
All UK directors, who are not corporate bodies themselves (companies), i.e. who are human, must meet the following criteria:
– Be at least 16 years old;
– Not be on the Disqualified Directors Register;
– Not be an un-discharged bankrupt;
– Not be the company auditor.
The Companies Act 2006 outlines a director’s statutory duties:
– Duty to act within their power as a company director;
– Duty to promote the success of their company;
– Duty to exercise independent judgement;
– Duty to exercise reasonable care, skill and diligence;
– Duty to avoid conflicts of interest;
– Duty not to accept benefits from third parties;
– Duty to declare interest in proposed transaction or arrangement with the company they are a director of.
In summary, be diligent and upright in maintaining the long-term benign operation of the company within the requirements of local and national laws.
While the instructions above seem quite bland and dispassionate, they are the bases of a prosecution if Companies House decides that a director is misbehaving.
Jail-time might not be in the offing for most, but being public listed as being disqualified from being a director of any UK company is both shaming and a barrier to normal trade. Fines aren’t fun, either.
Only a devil-may-care huckster can laugh that sort of thing off. Regular Joes who run foul of Companies House and are put on the ‘naughty list’ find that opportunities are harder to come by and their options are much more limited; usually, getting the wife to be a director of their next company, with the change in relationship dynamic that brings!
In the internet era, everyone’s a detective and Companies House records are almost all instantly searchable, nowadays.
Gung-ho businessmen, energised by pride in their initial successes, can cross the line into doing things that attract the disapproval of local authorities. For some, this is just the cost of doing business. However, legal entanglements can be quite costly in terms of money and that other, limited, precious commodity: time.
The general day-to-day management duties of a director may include:
– Making decisions for the long-term benefit of the company, its owners and creditors;
– Arranging meetings and distributing their minutes;
– Filing copies of company resolutions with Companies House;
– Appointing solicitors, accountants and optionally a Company Secretary;
– Maintaining company’s records, including financial accounts, and legal registrations;
– Optimising the financial position of the company and heading off any foreseeable problems in advance;
– Managing payroll and PAYE;
– Filing statutory and financial accounts;
– Paying taxes;
– Issuing or transferring shares;
– Ensuring company compliance with local laws;
– Responsibility for health and safety of employees.