Appointment of a Director

February 2012
This month we continue our popular series of Company Secretary Factsheets, and tackle a major subject; the Appointment of Directors.

There are various terms used to describe directors, including ‘executive’, ‘non-executive’, ‘shadow’, and ‘associate’. The Factsheet first looks at these terms and what they actually mean. It then runs through the requirements of the Companies Acts in terms of the number / type of directors needed in a private limited company.

There is a checklist of practical issues that need to be addressed on appointment of a new director, including the all-important issue of Directors’ Service Contracts. Attention must be paid to the duration of the contract, as contracts of more than two years need shareholder approval.

Finally there is a very brief look at the tax position of company directors.

Types of directors
Number of directors / sole directors
Appointment of a director New Director – Checklist of practical issues
Directors’ service contracts
Duration of service contracts (and shareholders’ approval)
Tax Status of Directors

Company Secretary Factsheets are easy to use, step-by-step guides to the tasks commonly performed by the company secretary, or the individual acting in that role.

The contents of this Newsletter are for reference purposes only and do not constitute legal advice. Independent legal advice should be sought in relation to any specific legal matter.

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