How to appoint a director in a UK limited company: the AP01 playbook for 2026

Appointing your first new director is one of those quietly emotional moments in a founder's journey. Maybe it's the co-founder who's finally ready to go on the register. Maybe it's the COO you just hired to take operations off your plate. Maybe it's a non-executive lending credibility to your next funding round. The conversation is the fun bit. The paperwork is where founders trip up.

Since 18 November 2025, when Companies House switched on mandatory identity verification under the Economic Crime and Corporate Transparency Act (ECCTA), the process has teeth it didn't have before. You can no longer just file form AP01 and have a new director live on the register by lunchtime — not unless that person has first verified their identity with Companies House or through an Authorised Corporate Service Provider (ACSP). Get the sequence wrong and the appointment sits in limbo while you're trying to sign a contract, update a bank mandate, or close a round.

This is the plain-English playbook we give every UK founder who asks us to add a director to a limited company. It covers the legal eligibility rules, the internal approval process, identity verification, the AP01 form itself, statutory registers, director duties under the Companies Act 2006, and the five mistakes we spend our week unpicking at Companies House.

How to appoint a director in a UK limited company: the six-step process

Every director appointment — whether it's a co-founder, a new hire, or a non-executive — follows the same six legal steps. Skip one and the appointment is either invalid, late, or rejected by Companies House.

1. Check legal eligibility. Confirm the proposed director meets the statutory criteria (age, no disqualification, no bankruptcy order in force).
2. Get the right internal approval. A resolution by the board or the shareholders — whichever your Articles of Association specify.
3. Obtain written consent to act. The incoming director must agree, in writing, to take on the role.
4. Complete identity verification. Mandatory since 18 November 2025, either direct via GOV.UK One Login or through an ACSP.
5. File form AP01 with Companies House within 14 days of the effective appointment date.
6. Update the statutory register of directors and any related records (PSC, bank mandate, signatories).

The rest of this guide walks through each step in detail.

Who can be a director of a UK limited company?

UK company law is deliberately light-touch on who can be a director, but there are hard stops. To be lawfully appointed, a person must:

• Be at least 16 years old (Companies Act 2006, s. 157)
• Not be disqualified under the Company Directors Disqualification Act 1986
• Not be an undischarged bankrupt (unless they have leave of the court)
• Not be subject to any other court order or restriction prohibiting company directorship
• Not be the company's current auditor

You do not need to be UK-resident

There is no UK residency requirement for directors. Nationality is also irrelevant — a director can be resident anywhere in the world, and hold any passport. Many UK companies have international founders on the register, and Companies House has no problem with that as long as the identity verification and appointment paperwork is in order.

At least one director must be a natural person

Every UK company must have at least one director who is a natural person — that is, an individual human being, not another company. You may have corporate directors alongside, but you cannot run a limited company with only corporate directors on the board. If the incoming appointment is an individual, you file form AP01; if it is a company, you file AP02. Most founders never touch the AP02.

Directors do not need to be shareholders

Directors and shareholders are two separate roles. A director can hold no shares at all (a classic non-executive setup), and a shareholder can have no seat on the board. Many founders confuse the two because, in the earliest days of a company, the same person is usually both. When you start bringing in a COO, a CFO, or a non-exec, the distinction matters.

Step 1: Confirm who needs to approve the appointment

Filing the AP01 does not create the legal appointment by itself. The legal appointment happens through your company's internal process, governed by your Articles of Association. The AP01 is simply the public notification to Companies House.

For most UK private limited companies using the Model Articles, the appointment is made by the existing directors passing a board resolution (Model Articles, art. 17). Bespoke or investor-drafted Articles sometimes require a shareholder resolution instead — or a mix, with shareholder approval triggered at a threshold (for example, when appointing a director who will hold specific rights). Always check your Articles before drafting the resolution.

Whichever route applies, document it in writing — a signed, dated written resolution is what Companies House and, more importantly, any future investor, auditor, or litigator will ask to see.

Step 2: Get the director's written consent to act

This is the step founders most often forget. Before the AP01 is filed, the incoming director must give written consent to act as a director. The AP01 form itself contains a statement that the person has consented, signed by someone authorised to sign on the company's behalf — so filing without a signed consent on file is, technically, a false statement to the registrar.

Consent to act is usually captured in a simple one-page letter or email confirmation from the director. Keep it in your statutory books. It protects the company if the appointment is ever challenged, and it is one of the documents investors routinely ask for during due diligence.

Step 3: Complete identity verification (the big 2026 change)

This is the biggest change to the director appointment process in a generation, and it catches founders out daily. From 18 November 2025, every new director must have a verified identity at Companies House before they can be lawfully appointed. The AP01 captures the person's verification reference, and if it is missing or invalid the appointment is treated as unauthorised.

There are two lawful routes to verification:

1. Direct with Companies House via GOV.UK One Login — a free, self-service route. The director uploads a government-issued photo ID, completes a liveness check with their phone camera, and receives a personal verification code.
2. Through an Authorised Corporate Service Provider (ACSP) — a firm (formation agent, law firm, or accountant) registered with Companies House to verify identities to the same standard. Often faster, and the verification record is kept on file for future investor or audit queries.

Verification is a one-off — the director does not need to repeat it for future appointments — but it must be completed before the AP01 is filed. If you skip ahead, Companies House will reject the form, your 14-day clock keeps running, and you'll be scrambling. Filing HQ's identity verification service handles verification end-to-end so the AP01 and the ID check are sequenced as a single workflow.

Step 4: File Companies House form AP01 within 14 days

The AP01 (or AP02 for a corporate director) is the statutory notification to Companies House that a new director has been appointed. You have 14 days from the date of appointment to file it — section 167 of the Companies Act 2006. Miss that window and you are technically in breach: in serious or repeated cases this can attract criminal liability for the company and its existing directors. Even when it doesn't, banks and investors doing due diligence notice when the gap between the resolution and the filing runs into weeks or months.

Information you need to gather before filing

Ask for all of this from the incoming director in a single request — drip-feeding over three emails is the biggest time-waster in the whole process:

• Full legal name, including any former names used in the last 20 years
• Date of birth (the day is redacted on the public register; month and year are visible)
• Nationality
• Country of residence
• Business occupation (optional but commonly completed)
• Usual residential address — kept confidential on the register, but required on the form
• Service address — the public address used for official correspondence (see below)
• Date of appointment — must match the resolution or consent to act
• Identity verification reference — issued by Companies House or the ACSP once verification is complete

The residential address is always required on the AP01, but it is not published. What the public sees is the service address. That split is deliberate — directors rightly do not want their home addresses drifting around the internet — but it means a sloppy form can accidentally put a home on the public record when the service address field is left blank.

Service addresses: the detail most founders get wrong

If you take nothing else from this article, take this: do not use a residential address as a service address unless you genuinely do not mind it being public, searchable, and indexed by data brokers forever.

Every director appointed in the UK has a public service address attached to their name on Companies House. That address is:

• Visible on every company the director is attached to, retroactively
• Scraped by dozens of corporate-data aggregators within weeks
• Used by HMRC, the Insolvency Service, and process servers for official service of documents
• Almost impossible to truly remove once it has been published, even if you change it later

We covered the broader issue in our post on why using your home as a registered office is a bad idea — and the same logic applies to director service addresses, arguably more so because a service address follows the person across every company they direct. A proper London-based service address costs less per year than a single night in a mid-range hotel and keeps your new director's home life private from day one.

Step 5: Update the statutory register of directors

Once Companies House accepts the AP01, three things happen almost simultaneously:

1. The new director appears on the public register, usually within minutes for online filings and a few working days for paper.
2. Your company's statutory register of directors must be updated — this is a legal requirement under the Companies Act 2006, and your internal register is what is legally authoritative, not the public one.
3. Your bank, payment processors, and any investors with information rights typically spot the change via automated register monitoring within 24–72 hours and may request a copy of the resolution.

Be ready for the bank conversation. Most UK banks will require the new director to be added to the mandate, and many will ask for certified ID, proof of address, and the board resolution before granting signing authority. If you are planning a contract signing, funding close, or supplier negotiation involving the new director, give the bank at least two weeks after the AP01 is filed before assuming they can sign.

Director duties and potential liabilities under the Companies Act 2006

A new director is not simply taking on a title. The role comes with legally enforceable duties, codified in sections 171 to 177 of the Companies Act 2006. Make sure the person you are appointing understands what they are signing up to — and that the company has a brief induction covering it.

The seven statutory duties are:

• s. 171 — Act within powers granted by the Articles
• s. 172 — Promote the success of the company for the benefit of its members as a whole
• s. 173 — Exercise independent judgement
• s. 174 — Exercise reasonable care, skill and diligence
• s. 175 — Avoid conflicts of interest
• s. 176 — Not accept benefits from third parties
• s. 177 — Declare any interest in a proposed transaction

Breaches of these duties can result in personal liability — damages payable to the company, disgorgement of profits, and, in the worst cases, disqualification as a director for up to 15 years. In insolvency, directors can additionally face personal liability for wrongful trading (s. 214 Insolvency Act 1986) or fraudulent trading (s. 213). Statutory compliance failures — late accounts, missed confirmation statements, unfiled changes — sit on top of those duties and expose directors to their own set of fines and strike-off consequences.

None of this is meant to scare a good director. It is meant to make sure the induction conversation happens before the AP01 is filed, not after something goes wrong.

The five most common mistakes we fix every week

1. Filing the AP01 before identity verification is complete. The form is rejected and the 14-day clock keeps ticking. Verify first, file second — always.
2. Using the residential address as the service address. Once it's on the public register, it's on the public register. No amount of later editing removes historical scrapes.
3. Back-dating the appointment to tidy up a late filing. Companies House will not check it on the day, but an auditor, investor, or HMRC inspector absolutely will — and a date on the AP01 that doesn't match the resolution or consent is an accounting-records problem waiting to happen.
4. Forgetting to update the statutory register of directors. The public register is not the legal record — your internal statutory register is. If a dispute reaches court, the statutory register is what's evidenced, and an outdated one is a governance red flag.
5. Not thinking about the knock-on filings. A new director may also be a new PSC, a new signatory, and a new shareholder if shares have been issued to them. Each is a separate filing (PSC01, stock transfer form, SH01 for new share issues). Filing HQ's PSC notification service and share issuance service make sure the whole package lands cleanly.

What it costs to appoint a new director

Filing form AP01 is free through Companies House's online service — there is no filing fee, and paper filings are also free (but much slower). The cost, such as it is, sits around the form:

• Identity verification — free direct with Companies House via GOV.UK One Login, or a modest fee via an ACSP for the supported route.
• Service address — a small annual fee for a proper business address, instead of exposing a home on the public record.
• Legal and operational updates — a new director means updated bank mandates, payment-platform authority, and an entry in the statutory registers.

The money is rarely the issue for founders. The time is. A "quick" director appointment done properly tends to eat two to three hours of coordination between the existing directors, the new director, the bank, and Companies House — especially when identity verification has not been lined up in advance.

Frequently asked questions

Is there a Companies House fee to file the AP01?

No. Filing form AP01 to appoint a new director is free, whether you file online or on paper. Online is faster (minutes versus days) and the strongly recommended route.

Does a UK limited company need a company secretary?

No. Since the Companies Act 2006 came into force, private limited companies are not required to appoint a company secretary. You can voluntarily appoint one if it suits your governance — and some investor-backed companies do — but there is no legal obligation. Public limited companies (PLCs) are different and must have one.

Can a non-UK resident be a director of a UK limited company?

Yes. There is no UK residency requirement and no nationality requirement for directors. The only practical constraint is identity verification, which can be completed from anywhere in the world using GOV.UK One Login or via an ACSP.

How long does it take for a new director to appear on Companies House?

Online AP01 filings are typically processed within minutes to a few hours. Paper filings take several working days. Identity verification, if it has not already been completed, can add anywhere from a few minutes (GOV.UK One Login) to a day or two (ACSP-supported route).

What happens if we miss the 14-day filing deadline?

Filing an AP01 late is a breach of section 167 of the Companies Act 2006. In serious or repeated cases it can attract criminal liability for the company and its existing directors. In practice, Companies House rarely prosecutes short slips — but banks, investors, and auditors do notice gaps between resolutions and filings, and a pattern of late filings is a red flag during due diligence.

The Filing HQ way

We built Filing HQ for founders who would rather not spend a Friday afternoon reading Companies Act guidance. Our director appointment service runs the whole sequence as a single workflow: resolution template, consent to act, identity verification (direct or ACSP route), AP01 preparation and filing, service-address setup, and statutory-register update. Most appointments are live on the register within 24 hours of us receiving the new director's details.

And because appointing a director almost always sits next to other filings — a PSC notification, a share issue, an updated confirmation statement — our packages bundle a full year of Companies House activity into a single annual cost, so the compliance calendar is our problem and you can get back to building the business.