Any individual aged 16 or over can be appointed a director of a UK company, provided they are not disqualified, are not an undischarged bankrupt or under a similar restriction without the court’s permission, and have verified their identity with Companies House. There is no nationality or UK residence requirement. Companies can still appoint another company as a director for now, but every company must have at least one director who is a natural person.

What is the minimum age for a director?

Section 157 of the Companies Act 2006 says a person may not be appointed a director unless they have reached 16. An appointment that breaks this rule is void (section 157(4)). Two details are easy to miss:

  • An appointment made before the 16th birthday is valid if it is not to take effect until the person reaches 16 (section 157(2)).
  • A void appointment does not shield the young person from liability if they purport to act as a director or act as a shadow director anyway (section 157(5)).

Section 158 lets the Secretary of State make regulations allowing under 16 appointments in specified circumstances. GOV.UK guidance on appointing directors simply states that a director must be 16 or over. Section 159, which dealt with under 16s already in office when the rule began, has since been omitted.

How many directors must a company have, and must any be a person?

A private company must have at least one director and a public company at least two (section 154). Under section 155, every company must have at least one director who is a natural person, meaning a human being rather than a company or other body. That requirement is also met where the office is held by a natural person as a corporation sole or by virtue of another office.

If a company falls below these minimums, section 156 allows the Secretary of State to direct it to make an appointment within a period of between one and three months. Failing to comply is an offence by the company and every officer in default, and a shadow director counts as an officer for that purpose.

Can a company be a director?

At present, yes, as long as the section 155 requirement is met. Section 156A, inserted by the Small Business, Enterprise and Employment Act 2015, says a person may not be appointed a director unless they are a natural person, but it has been brought into force only for specified purposes. The general prohibition will work alongside regulations under section 156B setting out exceptions. Once the prohibition applies, existing corporate directors that do not fall within an exception will cease to hold office 12 months after it comes into force (section 156C).

Companies House’s transition plan for the Economic Crime and Corporate Transparency Act 2023 describes what will follow once restrictions on corporate directors are implemented: a corporate director must itself have a board made up entirely of natural persons, all of its directors must verify their identity, only UK corporate entities with legal personality will be able to act, and overseas companies will be prohibited from acting as corporate directors. No commencement date is given in the plan. Identity verification for corporate directors is also listed by Companies House as something to be introduced at a later date.

Who is barred because of disqualification or bankruptcy?

Since 4 March 2024, section 159A of the Companies Act 2006 has said that a person may not be appointed a director if they are “disqualified under the directors disqualification legislation”, and that an appointment in breach is void. For companies in England, Wales and Scotland that includes anyone who:

  • is subject to a disqualification order or undertaking under the Company Directors Disqualification Act 1986 (CDDA);
  • falls within section 11 of the CDDA, which covers an undischarged bankrupt, a bankruptcy restrictions order or undertaking, a debt relief restrictions order or undertaking, and the moratorium period of a debt relief order;
  • is subject to director disqualification sanctions under section 11A of the CDDA; or
  • is disqualified under section 1184 of the Companies Act 2006, which deals with overseas disqualification.

The bar does not apply where the person has the permission of the court, or the authority of a licence in a sanctions case. The Companies House transition plan confirms that since 4 March 2024 it has rejected documents notifying the appointment of a new director to an existing company where the individual is a disqualified director.

Acting while disqualified, or while within section 11, is a criminal offence. Under section 13 of the CDDA the maximum penalty on indictment is 2 years’ imprisonment, a fine or both. More detail is in director disqualification.

Does a director have to verify their identity?

Yes. Section 167M, in force since 18 November 2025, says an individual must not act as a director unless their identity is verified, and the company must make sure no unverified individual acts as a director. Breach is an offence for the individual and for the company and its officers in default. Section 167M(6) makes clear that the offences are the only consequence, so the director’s acts remain valid.

Under section 1110A, identity is verified either by Companies House directly or through an authorised corporate service provider. Companies House guidance says verifying through GOV.UK One Login is free, while an authorised agent may charge a fee. The person then receives a Companies House personal code, and a new director cannot be appointed to an existing company without giving that code in the appointment filing. Existing directors give their code with the company’s next confirmation statement. See Companies House identity verification and the confirmation statement.

Does a director need to live in the UK or be a British citizen?

No. GOV.UK guidance says directors do not have to live in the UK, although the company must have a UK registered office address. The register does record each individual director’s nationality and the country or part of the UK where they usually live, along with name, date of birth, a service address and a usual residential address (section 167J). The service address is public; GOV.UK guidance explains that a director who uses their home address can ask Companies House to remove it from the public register.

Can the company’s articles add their own conditions?

Yes. Article 17 of the model articles for private companies allows appointment of “any person who is willing to act as a director, and is permitted by law to do so”. A company’s own articles or a shareholders’ agreement can add requirements, such as a shareholding or approval by a particular investor. Article 18 of the model articles also ends a director’s office automatically if, for example, a bankruptcy order is made against them or a registered medical practitioner treating them gives a written opinion that they have become physically or mentally incapable of acting and may remain so for more than three months.

What are the common mistakes?

  • Appointing a 15 year old with immediate effect. Illustration only. A family company wants to appoint a child who turns 16 on 1 March 2027. A board decision in December 2026 stating that the appointment takes effect on 1 March 2027 is valid under section 157(2). The same decision taking effect immediately is void.
  • Using a “front” director. Putting a relative on the register while a disqualified or bankrupt person runs the business exposes the relative to personal liability for company debts under section 15 of the CDDA. See shadow and de facto directors.
  • Leaving the company with only a corporate director. This breaches section 155 now, before any wider ban.
  • Treating identity verification as optional. An unverified director cannot be appointed through the filing and commits an offence by acting.

The practical steps for making an appointment are covered in how to appoint a company director.

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Sources

Reviewed by Christine Anderson, Broker, Solar Protect. Last reviewed 8 October 2026. Part of Accountapedia, the Solar Protect guide to UK tax and accounting. This page is general information, not personalised advice.