The Companies Act 2006 (the "Act") sees the introduction of many new rules relating to directors. One of the most welcome, from the perspective of those considering taking on a directorship in a company in the life sciences sphere, is a new provision that permits directors to have the option of filing a service address on the public record with the Registrar of Companies, rather than their private home address. This provision will come into force on 1 October 2008, and replaces the current system under which only directors under serious risk of violence and intimidation can have their home address kept off the public record by applying for a confidentiality order.
New Appointments
Under the Act, a company’s register of directors will be required to include details of a director’s service address, which can simply be stated as the "company’s registered office". The company will also be required to keep a separate register of the directors’ residential addresses. Both the service and residential addresses will need to be supplied to the Registrar of Companies, but the residential address will generally remain confidential to the company and the Registrar of Companies. This means that all directors appointed after 1 October 2008 will be able to keep their home address confidential.
What About Existing Records?
Regulations that deal with the removal of directors’ home addresses that are already on the public register are under consideration. These regulations have yet to be finalised, but the DTI has outlined proposals indicating that directors’ addresses filed before January 2003 will be excluded from such regulations. This is because pre-2003 company information is held by the Registrar of Companies on microfiche rather than electronically and so is difficult to remove. It proposed that the power will only be exercised in limited circumstances where an individual is deemed to be at risk of violence or intimidation.
At the end of June, Margaret Hodge (then Minister for Industry and the Regions) announced that these regulations will be extended to include procedures for removal of former directors’ residential addresses from the existing record.
The provisions of the Act should provide directors appointed after 1 October 2008 with some comfort that their home addresses will not be so easily accessible. However, the new Act will not prevent directors’ home addresses being available through other means and the new provisions do not provide a great deal of additional comfort to directors appointed before 1 October 2008.
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