To add a new director, hold a board resolution (or pass a written resolution under the articles), have the proposed director sign their consent, file Form AP01 with Companies House within 14 days, and update your statutory register of directors. Under the Economic Crime and Corporate Transparency Act 2023, the new director must also complete identity verification with Companies House or an Authorised Corporate Service Provider.
This guide covers the eligibility check, the resolution mechanics, the AP01 filing, and the practical first-day items every new director should sort out.
Before you appoint
Before going through the formal process, run three checks.
Director eligibility
To be appointed a director of a UK company, a person must be:
- At least 16 years old (Companies Act 2006 section 157)
- Not currently disqualified under the Company Directors Disqualification Act 1986
- Not an undischarged bankrupt (subject to court permission for limited cases)
- Not the company’s auditor
Beyond statutory eligibility, regulated sectors may impose further fitness checks (financial services under FCA rules, education under Ofsted requirements, care under CQC rules). Run the relevant background checks before appointment.
Identity verification under ECCT 2023
The Economic Crime and Corporate Transparency Act 2023 introduced compulsory identity verification for new and existing directors. From the rollout phase that began in late 2025 and continues through 2026, a new director must verify their identity either:
- Direct with Companies House via the GOV.UK ID Check service, or
- Through an Authorised Corporate Service Provider (an accountant, formation agent, or law firm registered as an ACSP)
ID verification is once per individual. Once verified, you do not have to repeat the process for further directorships.
Articles of association
The articles will tell you who can appoint a new director and how. Most modern model articles allow appointment by an ordinary resolution of shareholders or a decision of the board. Bespoke articles may require a special resolution, shareholder consent, or appointment under a shareholders’ agreement.
The board resolution
Most appointments proceed by a directors’ resolution rather than a shareholder vote. The board must:
- Convene a board meeting (or use a written resolution if the articles allow) specifically to consider the appointment
- Discuss and resolve to appoint the proposed director, effective from a stated date
- Record the decision in board meeting minutes or written resolution
- Obtain signed consent from the proposed director (most accountants and formation agents use a standard consent letter)
If the articles require shareholder approval, hold a general meeting or pass a written resolution. Ordinary resolutions need a simple majority of voting shares; check your articles for any unusual quorum or supermajority requirements.
Filing Form AP01
Once appointed, the company must notify Companies House within 14 days using Form AP01.
Required details on the form:
- Full name and any previous names within the last 20 years
- Date of birth
- Nationality
- Country of residence
- Service address (the address used for company correspondence — does not have to be the residential address)
- Residential address (kept on a separate, restricted file at Companies House and not made public unless court-ordered)
- Occupation
File via WebFiling using your authentication code, via the Companies House API through your accounting platform, or by paper. The 14-day deadline runs from the date of appointment, not from the date of the board resolution. Late filing risks penalties for the company and personal liability for the existing officers.
For broader governance considerations including types of director and service contracts, see our companion guide on how to appoint a director UK.
Updating the register of directors
The company must maintain a register of directors as a statutory book. After appointment:
- Add the new director’s full name, service and residential addresses, date of birth, nationality, occupation
- Record the date of appointment
- If your company has elected to keep the register at Companies House (the central register option) rather than as a private statutory book, the AP01 filing also updates the public register
PSC review is the other governance task at this point. A new director who also acquires shares above 25% triggers Persons of Significant Control notification.
Practical first-day items
When the appointment is formally complete, run through the following:
- Director’s service contract. If the new director is also an employee, draft a service contract setting out salary, duties, notice, restrictive covenants, and termination provisions. Service contracts longer than two years require shareholder approval under section 188.
- Bank mandate update. Notify the company’s bank to add the new director as a signatory if needed. Banks typically require board minutes evidencing the appointment.
- Insurance review. Update Directors’ and Officers’ (D&O) liability insurance to cover the new appointee. Premium impact is usually small for an additional named director on an existing policy.
- HMRC notification if salaried. If the new director will receive a salary or director’s fee, set them up on PAYE through your payroll software and obtain a starter checklist or P45 if joining from another employment.
- Brief the new director. Provide a directors’ duty briefing pack covering the seven statutory duties under Companies Act 2006 ss.171 to 177.
What changes after appointment
The new director takes on the full statutory and fiduciary duties immediately. There is no probationary period in law, and they are personally exposed to liability for filings, decisions, and failures from their date of appointment. Backdating an appointment is not allowed and risks invalidating filings.
Key takeaways
- New directors must be at least 16, not disqualified, and not an undischarged bankrupt
- Identity verification under ECCT 2023 is compulsory for new directors during the 2026 rollout
- File Form AP01 within 14 days of appointment
- Update the register of directors and review PSC position
- Service contracts longer than two years need shareholder approval (s.188)
- Statutory and fiduciary duties apply from the date of appointment
Frequently asked questions
How long do I have to file Form AP01 after appointing a director? 14 days from the date of appointment, under Companies Act 2006. Late filing is a recognised compliance failure and can lead to penalties for the company and the existing officers in default.
Does a new director need to verify their identity? Yes, under the Economic Crime and Corporate Transparency Act 2023. ID verification is done either direct with Companies House or through an Authorised Corporate Service Provider. The rollout began in late 2025 and continues through 2026.
Can I appoint someone under 16 as a director? No. Companies Act 2006 section 157 sets a minimum age of 16. There are no age-cap restrictions at the upper end.
Does the new director need a service contract? A service contract is needed only if the director is also an employee. Non-executive directors typically have a letter of appointment instead. Service contracts longer than two years need shareholder approval.
When does the new director’s responsibility start? On the date of appointment. Statutory duties under Companies Act 2006 ss.171 to 177 apply immediately, and the new director is personally responsible for board decisions taken from that point.
(ID verification rollout dates and ACSP processes are evolving — verify current rollout status with Companies House at the time of filing.)
Useful resources
Companies House — File AP01 https://www.gov.uk/government/publications/appoint-a-director-using-companies-house-webfiling
GOV.UK — Becoming a director https://www.gov.uk/become-director
Companies Act 2006 section 157 https://www.legislation.gov.uk/ukpga/2006/46/section/157