Guidance Notes: Termination of Appointment of Directors

This guidance note provides an overview of how a director’s appointment may be brought to an end.

Terminating a director’s appointment

It considers termination in the following situations:

• by resignation;
• under the articles of association;
• by operation of law;
• by ordinary resolution under section 168 Companies Act 2006;
• of employment under contract;
• by court order; and
• by death.

ECCTA and identity verification

The introduction of identity verification (IDV) under the Economic Crime & Corporate Transparency Act 2023 (ECCTA) and proposed changes to corporate directors mean that companies need to be more aware than ever as to when directors may and may not continue to act.

There are different rules for new and existing directors, but once IDV provisions go live, existing directors will not be able to continue to act unless ID verified.

The ECCTA gives Companies House new and enhanced powers to help disrupt economic crime and the IDV regime is a key component of this.

Who this guidance is for

This guidance note will be useful for company directors, secretaries and administrators.

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