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Directors & Secretaries

Officers are the people that management responsibilities are delgated to from the company’s Shareholders / Members, there are two types of Officers and they usually make up the Company’s Board between them – they are Company Directors and Company Secretarys.

Each private limited company must have at least one natural (as opposed to corporate) Director appointed at all times and can have additional Directors if needed, these can be any individual regardless of Nationality, but:
• they must not have been disqualified from acting as a company director (unless the court has given them permission to act for a particular company);
• they must not be an undischarged bankrupt (unless they have been given permission by the court to act for a particular company);
• they must not be under the age of 16.

The Directors are usually responsible for the day-to-day and / or strategic management of the company and in effect, run the business on behalf of the shareholders. External Directors are sometimes brought onto the Board to provide professional advice and guidance, to supplement the talent already appointed, but may not necessarily be around outside of Board meetings.

In the eyes of Companies House, the Directors are legally obliged to deliver all statutory documents to the Registrar including annual returns, accounts and notices of change. Other government departments may also have expectations of the Directors, such as HM Revenue & Customs in addition to Banks who may require Directors to be the signatories on the company’s accounts.

The other type of officer within a company is the Company Secretary, whose duties may include maintaining statutory registers, providing notice of meetings to directors and members, and supplying copies of agreed resolutions to Companies House. The Secretary also has the ability to sign most Companies House forms, but legally holds no power within the company, unless the individual is also a director.