The first directors of a private limited company are appointed by shareholders (or guarantors) during the incorporation process. New directors can be appointed at any time after company formation, either as a replacement or in addition to the current director(s).
There is no statutory restriction on the number of directors a company has. Typically, new appointments are made through resolution of the Board of Directors (if the Articles permit them to), or by the Members themselves.
- How do I appoint a director after company formation?
- Can I remove a director before appointing a new one?
- Who can I appoint as a company director?
How do I appoint a director after company formation?
Once you have chosen a suitable candidate that meets all of the necessary requirements for running your business, and their appointment has been approved by the company, you can appoint the new director using ‘Form AP01’. This can be completed online and submitted to Companies House via WebFiling, or you can complete and post the paper form instead.
Alternatively, you can appoint a director free of charge through our Online Admin Portal. There is no need to complete Form AP01. You simply have to enter a few details on our system and submit the information electronically to Companies House.
Required information for new director appointment
To appoint a new director, you must provide the following information to Companies House:
- Date of appointment.
- Full name of new director.
- Former name(s), if used for business purposes within the past 20 years.
- Date of birth – only the month and year will be disclosed on public record.
- Business occupation (if any).
- Service address.
- Usual residential address
The new director’s ‘consent to act’ is confirmed by checking a box on the online or postal appointment form. This indicates that the person agrees to their appointment as a director of the company. It replaces the previous requirement of the new director to provide a signature or digital authentication.
Are directors’ middle names required?
Companies House requests the “Surname” and “Full Forename(s)” of each director upon appointment. You can withhold middle names if you want but banks, lenders and some other third-parties may require directors’ middle names for their paperwork or registers (in other words, they will want your name to appear exactly as it does on your passport).
It’s easy to make changes to a director’s name, or any other details, after incorporation. But it’s less hassle to simply provide their full name when you’re setting up the company or appointing a new director after incorporation.
What should I list as a director’s occupation?
When you appoint a new company director during or after company formation, you will be asked to provide a number of details about the person, including his or her business occupation. You can list the occupation of a company director as:
- A specific profession, if the director has one, or
- “Company Director”, or
- You can leave the section blank
All sorts of individuals become directors of companies, both professionals and non-professionals. Many people who become directors are qualified in a profession that has nothing to do with their role as a director nor the nature of business activities carried out by the company.
Sometimes a director’s profession will be the basis of the company’s activities, other times the profession may be incorporated into the role of director – for example, a qualified graphic designer who is the director his or her design company; a qualified accountant who is both the director and accountant of a company.
Can I remove a director before appointing a new one?
If your company has only one director, you must not remove him or her before appointing a replacement (similarly, if the Company’s Articles of Association provide for a minimum number of Directors, you should ensure that removal of a director does not cause you to fall below this level). Your company cannot be without a director for any period of time, so you should ensure a replacement is officially appointed and registered at Companies House prior to removing the current director’s details from the public register.
Furthermore, you must always have at least one human director appointed at all times. You are legally permitted to appoint corporate directors to your company, but you cannot have a corporate entity (another company or firm) as the only director. You should also note that the use of Corporate Directors (in most circumstances) has been outlawed, but that the enforcement of this ban is currently postponed. If you are appointing a corporate director, or have one already appointed, then the status of this ban should be routinely monitored.
Who can I appoint as a company director?
There are very few restrictions to becoming a company director. You can appoint an individual person or a corporate body provided they are not:
- Under the age of 16.
- A disqualified director.
- An undischarged bankrupt (a bankrupt person awaiting an order of discharge by a court).
- A person or corporate body that is also the auditor of the company.
- Anyone who is disqualified by provisions in the Articles of Association.
Directors do not have to be shareholders. Their role is to run the company, so there is no requirement to also be an owner of the business if they do not wish to be. However, it is perfectly acceptable and indeed commonplace for directors to be offered shares in the companies they manage.
Address requirements for directors
Directors must supply their usual residential address and a service address upon their appointment. Neither address has to be in the UK.
The home address can be used as a service address, but you should note this information will be placed on the public register. Most directors prefer to protect their privacy by using a non-residential service address.