Responsibilities of a Company Directors

Companies Directors Company secretaries, shares and all company guidance can be obtained from Companies House.

http://www.companieshouse.gov.uk/about/pdf/gba1.pdf

1. Can anyone be a director?

Generally it is up to the members to appoint the people they believe will run the company well on their behalf. The only restrictions that prevent anyone becoming a director are:

May 2009- Version 18 As modified by the Companies Act 2006 Page 5 of 17 they must not have been disqualified from acting as a company director (unless the time, set out in the Companies Act 2006 but the relevant provisions are being commenced in two stages. Most of Chapter 2 of Part 10 of the 2006 Act (General duties of directors) was commenced with effect from 1 October 2007, but the sections relating to the duties to avoid conflicts of interest, not to  accept benefits from third parties, and to declare an interest in a proposed transaction or arrangement with the company (and related provisions) will be commenced with effect from 1 October 2008. The general duties of directors were previously contained in case law. See the Department of Business, Enterprise & Regulatory Reform website for further details.

2. What are the directors’ duties to the company?

A director’s general duties to the company are, for the first time, set out in the Companies Act 2006 but the relevant provisions are being commenced in two stages. Most of Chapter 2 of Part 10 of the 2006 Act (General duties of directors) was commenced with effect from 1 October 2007, but the sections relating to the duties to avoid conflicts of interest, not to accept benefits from third parties, and to declare an interest in a proposed transaction or arrangement with the company (and related provisions) will be commenced with effect from 1 October 2008. The general duties of directors were previously contained in case law. See the Department of Business, Enterprise & Regulatory Reform website for further details.

3. What responsibilities does a director have towards Companies House?

Every company director has a personal responsibility to deliver statutory documents to Companies House as and when required by the Companies Acts. These include, in particular:

• accounts;

• annual returns; and

• notice of change of directors or secretaries or in their personal details (Forms 288a,

288b or 288c).

In addition, it is usually the directors who will give notice of a change of registered office (Form 287)

You can notify Companies House of any of the above changes online via Web Filing, using a suitable Software Filing package or by sending paper documents to us by post.

Chapter 4 summarises what a limited company has to send to Companies House.

4. What happens if I do not submit accounts or annual returns to Companies House?

As a director of a company Companies House can prosecute for not submitting these documents on time. This is a criminal offence and upon conviction the court can fine a director up to £5,000 for each offence. There is a separate, civil penalty imposed on the company for the late filing of accounts. May 2009- Version 18 As modified by the Companies Act 2006 Page 6 of 17 If Companies House believes that the company is no longer carrying on business or in operation, we can, after writing to the company to check whether that is true, strike it off the register and dissolve it. If this happens all the assets of the company, including its bank account and property, generally become the property of the Crown. Once a company is dissolved you can only restore it to the register by means of a court order. For further details see our guidance, ‘Strike-off, Dissolution and Restoration’ or ‘Strike-off, Dissolution and Restoration (Scotland)’.

5. Do you really prosecute directors?

The court has given them permission to act for a particular company);

• they must not be an un-discharged bankrupt (unless they have been given permission by the court to act for a particular company).

From 1 October 2008 any person who has not reached the age of 16 will cease to be a director. Companies House will put a notice on the public register to show that the appointment has ceased. The company will have to amend its register of directors to show that the appointment has ceased. Consequently, if the company is left without an eligible director it will be in default and will need to appoint at least one director.

MAVO Says:-

Dear oh dear The TCA get themselves in a fix again by getting all muddled up. I think that they (meaning the TCA) will find that I became a co opted director in 2013 and Emily Collins has always been on the board since I became co opted in 2013 so the dates they have for her are inaccurate too as she was there before me and yet is down as coming after me. The second problem that the TCA seem to have is in reading exactly what is being said. I have never said that I had a vote as a co opted director but I simply relayed what I saw of the voting procedures at the meetings I was present at and I did not miss any until the last one during my tenure which was a meeting that occurred on 14th August 2015.

Below is a transcript account of the filing from Companies house , the entire filing history is obtained by copy and paste . The account is not ours it’s the governments and oght to be accurate. The statements made by Mavo (as far as Companies House is concerned is inaccurate. If it serves Mavo purpose to habitually dispute the TCA Finding on a blog site them that is a matter for him how are sources are real accurate where as he relies upon Harry. I hope the matter is settled. As I have said I hold no malice against this man and do say that his intensions and works is commendable but I will not help consumers if he continually wishes to sledge the accurate information.

In respect to co- opted directors titled directors, (ie Director of Transport for example) Ambassadors and the like:-they in reality are just titles. They-to avoid doubt-are not Company Directors.

Below to avoid doubt are the companies house record

For more information regarding this article or assistance in any other timeshare related issues please contact the TCA on 01908 881058 or email: info@TimeshareConsumerAssociation.org.uk