Key takeaways
- To resign as a company director you give written notice to the company, and the company tells Companies House on form TM01.
- The company must tell Companies House within 14 days of a person ceasing to be a director.
- Filing the TM01 online through Companies House is quicker than the paper form, which takes longer to process.
- A private company must have at least one director under section 154 of the Companies Act 2006, so a sole director cannot simply walk away.
- Resigning as a director does not end your shareholding, a director's loan, or a personal guarantee you signed for the company.
- You stay responsible for decisions you took while you were a director, even after you resign.
You resign as a company director by giving the company written notice, and the company then files form TM01 with Companies House within 14 days. Your resignation takes effect on the date in your notice, not the date Companies House updates the register. Before you go, deal with anything that stays attached to you personally: shares, loans and guarantees.
Can you resign as a director at any time?
Yes, in most cases you can resign whenever you choose by giving written notice. Check the company’s articles of association and any service agreement first, because they may set a notice period or a required form of notice.
There is one limit. Under section 154 of the Companies Act 2006, a private company must have at least one director and a public company at least two. If you are the only director, the company needs a replacement appointed, or a plan to close the company, before you leave.
How to resign as a company director: step by step
The process takes five steps, and the company (not you) files with Companies House.
- Read the articles and your contract. Note any notice period, and whether your service agreement as an employee needs a separate resignation.
- Write a resignation letter. Address it to the board, give your full name, the company name and number, and the date your resignation takes effect. Sign and date it, and keep a copy.
- Get the resignation recorded. The remaining directors should note it in board minutes. If you are the sole director, appoint a new director first. See how to appoint a director.
- The company files form TM01. Companies House calls it “Terminate an appointment of a director”. The TM01 page links to an online service, and says paper forms take longer to process.
- Check the public register. Search the company on Companies House a couple of weeks later and confirm your appointment shows as resigned with the right date.
What is the deadline for telling Companies House?
The company must tell Companies House within 14 days of a person ceasing to be a director. Since 18 November 2025, companies no longer keep their own register of directors, so the Companies House record is the authoritative one. Companies House updated the TM01 guidance on 18 November 2025 for these register changes and the launch of identity verification.
| Task | Who does it | When |
|---|---|---|
| Written resignation | The director | Any time, subject to the articles |
| Board minute | Remaining directors | At the next board meeting |
| Form TM01 | The company | Within 14 days |
What if the company does not file the TM01?
If the company fails to file, write to the company again and ask for proof the TM01 has gone in. Keep your dated resignation letter and any acknowledgement, because they show when you stopped being a director.
We could not find current GOV.UK guidance that sets out a process for a former director to file their own notice. If the register is still wrong after you have chased the company, contact Companies House with your evidence and take legal advice. Do not file a form on the company’s behalf without authority.
What stays with you after you resign?
Resigning ends your office as a director, but it does not end your other links with the company. Work through this checklist.
- Shares. You remain a shareholder until you sell or transfer your shares. See how to transfer shares.
- Director’s loan account. Money you owe the company, or the company owes you, is still due. Agree how it will be repaid. Our guide to the director’s loan account covers the tax.
- Personal guarantees. A guarantee you signed for a bank loan, lease or supplier usually survives your resignation. Ask the lender in writing to release you. See personal guarantees.
- Past decisions. GOV.UK says directors can face fines, prosecution or disqualification for failing their duties, and resigning does not wipe out what happened while you were in office.
- Payroll. If you were paid a salary through PAYE, the company should give you a P45.
- Self Assessment. If HMRC asked you to file a tax return only because of your directorship, contact HMRC and explain why you no longer need to send one.
Which applies to you?
The right route depends on your position in the company.
- If you are one of several directors, resign in writing and ask the company secretary or another director to file the TM01.
- If you are the sole director and the company will carry on, appoint a new director first, then resign.
- If you are the sole director and the business is ending, consider closing the company instead. See what a dormant company is for the option of pausing it.
- If the company is in financial difficulty, take advice from an insolvency practitioner before resigning. Leaving does not remove your responsibility for earlier decisions.
- If you are being pushed out, the shareholders can remove a director by ordinary resolution. Read how to remove a director.
What to do now
Write and date your letter, send it to the board, and diary a check of the Companies House register for 14 days later. In the same week, list your shares, loans and guarantees and deal with each one. Our guide to directors’ responsibilities explains what you are accountable for until your resignation date.
Frequently asked questions
Can I file the TM01 myself after resigning?
The TM01 is a company filing, so the company should file it. If it refuses, keep your evidence, chase the company in writing and contact Companies House.
How long does the company have to tell Companies House?
The company must notify Companies House within 14 days of a person ceasing to be a director.
Can a sole director resign?
A private company must have at least one director, so a sole director should appoint a replacement first or close the company.
Do I need to verify my identity to resign?
Companies House requires directors to verify their identity, but its guidance does not say a departing director must verify to be removed. Check the current TM01 guidance when you file.
Am I still liable for the company’s debts after resigning?
A limited company’s debts belong to the company. You may still be liable under any personal guarantee you signed, and for your conduct while you were a director.
Sources
Rates, thresholds and rules in this guide were checked against HMRC and GOV.UK guidance on 6 November 2026. Tax rules change, so check the current position on GOV.UK or with a qualified adviser before acting. This guide is general information, not personal advice.
- Terminate an appointment of a director (TM01) (Companies House)
- Companies Act 2006, section 154: companies required to have directors (legislation.gov.uk)
- Directors and company secretaries: make changes to your company (GOV.UK)
- Directors' responsibilities (GOV.UK)
- Verifying your identity for Companies House (Companies House)