Appointing a director
- Check the company’s articles of association allow the appointment and any procedure in them
- Get the person’s consent to act (they must be a natural person aged 16+)
- Pass the board (or shareholder) decision as the articles require
- File form AP01 at Companies House within 14 days
- Ensure the new director verifies their identity with Companies House
- Update the company’s statutory register of directors
Removing a director who resigns or agrees
The straightforward case: the director resigns, or the board and director agree they should step down. You file form TM01 at Companies House within 14 days and update the register. That’s it — no drama, no resolution needed.
Removing a director against their will
Forcing out a director who won’t go is a formal process under section 168 of the Companies Act 2006: the shareholders pass an ordinary resolution, with special notice (28 days) given to the company, and the director has the right to be heard and make written representations. There can also be knock-on issues — a shareholders’ agreement, an employment contract, or unfair-prejudice claims. This is the point to take professional advice, not to DIY.
Keep the public record right
Whoever your directors are, Companies House and your confirmation statement must reflect it. Changes flow through to the annual confirmation statement, so getting them filed promptly keeps everything consistent. We handle director changes for client companies — call 0114 327 1480.