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There is no legal requirement for the director of a UK company to reside or base themselves in the UK. In fact, they do not even need to be British nationals. The same applies to company secretaries, shareholders, and People with Significant Control (PSCs). However, there are certain eligibility rules for UK company directors – and geographical requirements for UK companies – which we will explore below.
Who can be a director of a UK company?
All limited companies in the UK must have at least one director who is a ‘natural person’ (section 155 of the Companies Act 2006). This term refers to an individual, as opposed to a ‘legal person’ like another limited company or some other corporate body. To be eligible to be a company director, a ‘natural person’ must:
- be at least 16 years old: “A person may not be appointed a director of a company unless he has attained the age of 16 years.” (section 157 Companies Act)
- not be a disqualified director
- not be an undischarged bankrupt
- not be an auditor of the company
There are currently no rules in the Companies Act 2006, or any other UK legislation, requiring a director of a UK company to reside in the UK or make visits here at any time. Similarly, there is nothing to preclude a foreign national from acting as a director of a UK company, whether they live in the UK or elsewhere.
What are the geographical requirements for UK companies?
Registered office address
All UK companies must be registered with Companies House. To do so, they must have a registered office address in either England, Wales, Scotland, or Northern Ireland. The address must be a real, physical postal address where official correspondence (e.g., letters from Companies House) can be received.
In practice, many companies use the address of a company formation agent as their registered office address because it creates an impressive corporate image and helps to protect the privacy of the people who own and run the business.
Business bank accounts
There is no requirement for UK based companies to have a UK bank account to trade. But to facilitate smooth business transactions with British clients and customers – and make access to finance more straightforward – a UK bank account is highly recommended. Using a non-UK bank account to trade in the UK will generally result in various transaction fees and costs for conversion of currency, etc.
A registered office address alone will usually be insufficient for overseas directors to open a UK bank account. Normally at least one of the company directors will need to be UK based to open a UK business bank account, but the policies of different banks may vary in this regard, so it’s worth checking.
Rapid Formations offers a free business banking solution for overseas customers, which is available as part of our exclusive Non-Residents Package. Please see below for more information.
Tax
Any non-UK based company directors may still be liable to pay Income Tax in the UK, even if they only visit the UK for a short period of time. This may be in addition to income tax in their country of residence, subject to double taxation rules. We also advise appointing an accountant for expert advice and guidance on managing your tax affairs.
Our Non-Residents Packages
Rapid Formations provides two Non-Residents Packages from a cost of £159.99, designed for people living overseas who wish to set up a limited company in the UK.
Our exclusive packages includes a full business presence in Central London with a Covent Garden registered office and business address, a service address, free WISE business bank account, VAT registration, and a free domain name. Our Non-Residents Plus Package also includes our Full Company Secretary Service, which provides you with an appointed company secretary to take care of your company, the filing of your first Confirmation Statement, and much more.
