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Section 156C Existing director who is not a natural personF1

(1)

In this section “the relevant day” is the day after the end of the period of 12 months beginning with the day on which section 156A comes into force.

(2)

Where—

(a)

a person appointed a director of a company before section 156A comes into force is not a natural person, and

(b)

the case is not one excepted from that section by regulations under section 156B,

that person ceases to F2hold office by virtue of that appointment on the relevant day.

(F32A)

Nothing in this section affects any liability of a person under any provision of the Companies Acts or any other enactment, if, having ceased to hold office by virtue of subsection (2), the person—

(a)

purports to act as director, or

(b)

acts as shadow director.

(F43)

If it appears to the registrar that, as a result of subsection (2), a company should have given notice under section 167G of a person having ceased to be a director but has failed to do so, the registrar must include a note in the register recording that fact.

Annotations

Textual amendments

F1

Ss. 156A-156C inserted (4.3.2024 for specified purposes) by Small Business, Enterprise and Employment Act 2015 (c. 26), ss. 87(4), 164(1); S.I. 2024/270, reg. 2

F2

Words in s. 156C(2) substituted (4.3.2024) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 41(2)(a), 219(1)(2)(b); S.I. 2024/269, reg. 2(z5)

F3

S. 156C(2A) inserted (4.3.2024) by Economic Crime and Corporate Transparency Act 2023 (c. 56), ss. 41(2)(b), 219(1)(2)(b); S.I. 2024/269, reg. 2(z5)

F4

S. 156C(3) substituted for s. 156C(3)-(5) (18.11.2025) by Economic Crime and Corporate Transparency Act 2023 (c. 56), s. 219(1)(2)(b), Sch. 2 para. 27; S.I. 2025/1118, reg. 2(1)(i)(4)

Notes on Part 10

Modifications

C1

Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))

C2

Pts. 1-39 (except for Pt. 7 and ss. 662-669), 45-47 extended (12.5.2011) by The Companies Act 2006 (Consequential Amendments and Transitional Provisions) Order 2011 (S.I. 2011/1265), art. 5(1), Sch. 1 para. 2

Notes on Chapter 1

Modifications

C1

Pts. 1-39 modified (31.12.2020) by Regulation (EC) No. 2157/2001, Art. AAA1(3) (as inserted by The European Public Limited-Liability Company (Amendment etc.) (EU Exit) Regulations 2018 (S.I. 2018/1298), regs. 1, 97 (with regs. 140-145) (as amended by S.I. 2020/523, regs. 1(2), 5(a)-(f)); 2020 c. 1, Sch. 5 para. 1(1))