There is no requirement for directors of UK limited companies to live in or be based in the UK – they do not even need to be British nationals.
The same applies for company secretaries and even shareholders. But there are certain eligibility rules for UK company directors, and geographical requirements for UK companies, which we will explore below.
Who can be a company director in the UK?
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 means an individual as opposed to a ‘legal person’ (which can also be a company). To be eligible to be a company director, this ‘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 disqualified from acting as a company director (i.e. their name should not appear on the Companies House disqualified directors register).
- Not be an undischarged bankrupt.
- Not be an auditor of the company.
There is no rule in the Companies Act, or other existing UK legislation, which requires company directors to reside in the UK, or even to visit the UK. Similarly, there is nothing which precludes a non-Brit from acting as a company director – 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.
There is no requirement for UK based companies to have a UK bank account to trade. But to help business in the UK to be conducted smoothly with British clients and customers – and especially to gain any access to finance – a UK bank account will be very helpful. 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 offer a free business banking solution for overseas customers, as part of our Non-Residents Package. Please see below.
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 one day during the tax year. This may be in addition to income tax in their country of residence, subject to double taxation rules.
See GOV.UK for more information on tax liabilities of non-UK residents.
Our Non-Residents Package
Rapid Formations provide a Non-Residents Package at a cost of £124.99, designed for people living overseas, who wish to set up a limited company in the UK.
It includes a full business presence in Central London with a Covent Garden registered office and business address, free TransferWise business bank account, along with VAT registration, the filing of your first confirmation statement, a free domain name and a free consultation with a leading London accountancy firm to discuss financial and tax matters.