Small Business, Enterprise and Employment Act 2015

89 Application of directors’ general duties to shadow directors

(1) In section 170 of the Companies Act 2006 (scope and nature of general duties of directors) for subsection (5) substitute—

“(5) The general duties apply to a shadow director of a company where and to the extent that they are capable of so applying.”

(2) The Secretary of State may by regulations make provision about the application of the general duties of directors to shadow directors.

(3) The regulations may, in particular, make provision—

(a) for prescribed general duties of directors to apply to shadow directors with such adaptations as may be prescribed;

(b) for prescribed general duties of directors not to apply to shadow directors.

(4) In this section—

• “director” and “shadow director” have the same meanings as in the Companies Act 2006;

• “general duties of directors” means the duties specified in sections 171 to 177 of that Act;

• “prescribed” means prescribed in regulations.

(5) Regulations under this section are subject to affirmative resolution procedure.