Who can be a company director in the UK?

What is the minimum age to be a company director?

The minimum age to be a company director in the UK is 16. Section 157 of the Companies Act 2006 says a person cannot be appointed a director unless they have reached 16, and an appointment made in breach of that rule is void. A company can, however, make an appointment that only takes effect on the person's 16th birthday.

Source: Companies Act 2006, section 157: minimum age for appointment as director

Disqualified directors and undischarged bankrupts

GOV.UK says a person needs the court's permission to be a director if they are disqualified from being a director or are an undischarged bankrupt.

A disqualification can last up to 15 years. During it, the person cannot be a director of any company registered in the UK, or of an overseas company with connections to the UK, and cannot be involved in forming, marketing or running a company. They can ask a court for permission to act. GOV.UK warns that breaking a disqualification can lead to a fine or up to 2 years in prison.

Someone who is bankrupt cannot act as a director without the court's permission. That restriction lasts until the bankruptcy ends or is cancelled. Under the model articles, a director's appointment also ends automatically if a bankruptcy order is made against them.

Source: Company director disqualification

Can a foreigner be a director of a UK company?

Yes, someone from abroad can be a director of a UK company. GOV.UK says directors do not have to live in the UK, but the company must have a UK registered office address. Its rules on who can be a director cover age, disqualification and bankruptcy, and a director based abroad must also verify their identity.

Identity verification can be done from abroad. GOV.UK says that if you use an Authorised Corporate Service Provider (ACSP) to verify, you can do this from any country.

Being a director is a company law role. Whether someone can live or work in the UK is a separate immigration question, which this guide does not cover.

Source: Set up a private limited company: appoint directors and a company secretary

At least one director must be an individual

A private limited company must have at least one director, and at least one director must be a natural person, meaning an individual rather than another company. So a company cannot be run only by corporate directors.

A company can still have a corporate director alongside an individual one. Companies House says identity verification for corporate directors will be introduced at a later date, and has not given a start date. Check the current position before appointing a corporate director.

Source: Companies Act 2006, section 155: companies required to have at least one director who is a natural person

Identity verification and the personal code

Every new director must verify their identity with Companies House before they are appointed. Verifying is free through GOV.UK One Login, or can be done through an ACSP, who may charge. Once verified, the person gets an 11 character Companies House personal code.

The appointment filing, form AP01, asks for the new director's personal code and confirmation that they have verified. Our Companies House identity verification guide explains both routes and where to find the code.

Source: Appoint a director (AP01)

What you need before the AP01 is filed

Gather these before the appointment is filed. The filing itself is covered on our appoint a director page.

• The person's agreement to act. Under the model articles, a director must be willing to act and permitted by law to do so.
• A decision to appoint them, made the way the company's articles require. Under the model articles, that is an ordinary resolution of the shareholders or a decision of the directors.
• Their Companies House personal code, from identity verification.
• A service address. This is a correspondence address and it is shown on the public register.
• Their usual home address. Companies House needs it, but it is not shown on the public register.
• Their full date of birth. Only the month and year are shown publicly.

Source: Your personal information on the Companies House register

Directors who are also secretaries or shareholders

A director can also be the company secretary, but GOV.UK says the secretary cannot be the company's auditor. A private company does not have to appoint a secretary at all; see do I need a company secretary.

Directors do not have to own shares, and shareholders do not have to be directors. Each role is recorded separately at Companies House. If you later step down, see how to resign as a company director.

Source: Set up a private limited company: appoint directors and a company secretary

How SimpleFilings can help

Once the new director has verified their identity and agreed to act, we can prepare the appointment and submit it after you approve it. Our £4.99 SimpleFilings service fee applies to each filing. We do not carry out identity checks or issue personal codes, so each director verifies first, either free through GOV.UK One Login or through an ACSP of their choice, which may charge, and gives us their personal code.