Appointment and removal of company directors
This article explains how to appoint and remove company directors from office. It will be useful reading for directors
and shareholders of any private limited company across the UK.
We deal with the appointment of new directors in the first part of the article and in the second part, with the removal
of directors from office.
Appointing new directors
Every limited company must have at least one director. If a limited company only has one director, that director
must be an actual person - as opposed to another company. A public limited company or plc must have at least two
In general, it's up to shareholders to appoint whom they want as director, however, there are restrictions:
You must not have been disqualified by a court from being a director - if you have, you need; the court’s
You must not be an undercharged bankrupt - if you are, you need the court's permission;
You must not be under the age of 16.
The appointment of a new director must comply with the company's Articles of Association which may specify:
How many directors there should be;
How long they can serve;
What happens at the end of their term?
You must tell Companies House within 14 days when:
You appoint a new director - using form 288a;
Someone stops being a director - using form 288b;
There’s a change in a director's details - name or address, for instance - using form 288c.
These forms are available from Net Lawman along with completed examples and drafting notes to help you with the
easy filing of the forms.
Removal of company directors from office
A director of a company can be removed from office by the following methods:
Retirement by rotation
At each subsequent annual general meeting of the company, one-third of the total number of directors must retire
from office and be subject to re-election. It is thus open to the members of the company to remove a director from
the board when they are subject to re-election. Execu