UK Company Formation...

Everything you need to know about setting up in the UK.

UK Company Formation Wizard

Use our helpful tool to see what's required to set up your company in the UK.

Setting Up in The UK

A practical guide to what’s involved, and what you can expect to happen during this process.

FAQs

Get answers to commonly asked questions about company formation, accounting and taxes.

Our Services...

From accounting to personalised telephone answering – everything your company needs to thrive in the UK.

UK Company Formation

Company formation, memorandum and articles registration and appointing Directors and Shareholders.

Legal Compliance

Covering various business operations such as company secretary, registered office, handling post and more.

Outsourced Finance Office

Complete administrative support for your UK company designed especially for foreign businesses.

Bank Account Opening

Operate from day one with a virtual Bank account that can be opened immediately.

Virtual Office Service

UK business address, personalised phone answering service, mail handling, access to the meeting room.

Advisory Services

Advice on formation, directorship and other relevant rules and regulations related to setting up in the UK.

Brokerage Services

A single entry point to services frequently required in the early stages of company development.

About EBS...

Find out more about EBS, how we operate and what we stand for – or simply get in touch with us.

Who we are and how we work

We work exclusively with foreign-owned businesses in the UK and understand the problems they face.

Our Team

Behind every successful business is a great team - meet the team that makes up EBS.

Contact Details

Our address and contact details. If you need to get in touch with us, you can email us here.

Who we work with...

Explore our case studies and see how we work with foreign companies, helping them set up in the UK.

What's happening in the Industry

We’ve created and curated some helpful news articles relating to EBS and the industry in general.

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Helpful Guides and Documents

We’ve created some helpful guides and documents covering topics such as Britain’s History and Geography, The Legal System, Formalities and more. 

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Get in touch with us...

We’d love to hear from you! – if you have any questions, please get in touch with us on phone, email or social media, and our friendly team will be pleased to help.

Head Office

EBS Ltd, Innovation Centre, Gallows Hill, Warwick, CV34 6UW

London Office

EBS Ltd, 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ

woman at desk

Directors’ Duties and Responsibilities

These notes are intended to give a summary of the duties and responsibilities which a person has as a result of position as a Director of a UK Limited Company.

Directors are responsible for carrying on the business of the company and exercising its powers. Their primary responsibility is to the company (that is, its shareholders), but they also have obligations to their fellow directors, the employees and any creditors of the company.

Directors’ duties include:

A duty to promote the success of the company.
Directors must act in the way that they consider, in good faith, is most likely to promote the success of the company for the benefit of its shareholders as a whole.

A duty to act within your powers.
Directors must act in accordance with the company’s constitution and must only exercise their powers for their proper purpose.

A duty to exercise independent judgement.
This duty does not prevent directors relying on advice, as long as they exercise their own judgement in deciding whether to follow the advice.

A duty to exercise reasonable care, skill and diligence.

A duty to avoid conflicts of interest.
In certain circumstances, a conflict of interest may be authorised by the other shareholders or the board, if they have no interest in the relevant transaction.

A duty not to accept benefits from third parties.
Duties to declare any interest in proposed or existing transactions or arrangements with the company.

Directors who have any doubts as to whether or not they should declare an interest should declare it, or seek professional advice.

A duty of confidentiality.
This common law duty overlaps with the duties on directors to promote the success of the company, to avoid conflicts of interest and not to exploit their position for personal benefit.

Duties that arise in an insolvency situation.
There are a number of duties that arise when the company is in an insolvency situation. Directors in this situation should therefore take professional advice.

Duty to inform.
Directors have a duty to Companies House (through the Company Secretary) of:-

  • Any change in the home address of a Director
  • Any change in the name of a Director
  • Any change in the Person or Persons with Significant Control (PSC) over the company. In short, a PSC is a person who ultimately controls 25% or more of the company or its ultimate mother company.

This advice is only intended to highlight the key duties and responsibilities that the Directors have as a result of holding their role within the UK company. They should always take advice on any specific matters of concern.

The information contained in this article was correct at the time of writing. However, they should be considered as general information only and specific advice should be obtained before any actions are taken.

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Warwick Office

EBS Ltd, Innovation Centre, Gallows Hill, Warwick, CV34 6UW

London Office

EBS Ltd, 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ

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