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Corporate and commercial

Company law and company secretarial advice

Clear, practical support for directors, shareholders and business owners, from directors' duties and shareholder rights to Companies House filings and statutory registers.

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In short

Company law governs how companies are formed, managed and dissolved. The Companies Act 2006 sets out seven statutory duties that every director must follow, and breaches can lead to personal liability or disqualification. Ansons Law advises directors, shareholders and SMEs on their duties and rights and can act as your company secretary, keeping your statutory registers and Companies House filings up to date.

Directors' statutory duties
Seven, under the Companies Act 2006
Company secretary
Not required for a private company, but the work still has to be done
Company secretarial support
We can act as your company secretary on a retained basis
Joint heads of department
Neil Jones and Jamie Gill

Your duties as a director are not optional

As a director, you are legally required to act in good faith in the interests of the company, exercise independent judgment, avoid conflicts of interest and declare any personal interest in a transaction. Breaches can lead to personal liability, compensation claims, disqualification or, in serious cases, criminal penalties.

Being a shareholder as well does not remove your duties as a director.

What does company law mean for you as a director?

Company law is the body of legislation that governs how companies are formed, managed and dissolved in the UK. Its cornerstone is the Companies Act 2006, which sets out the duties every director must follow and the rights every shareholder is entitled to expect.

Running a limited company means taking on legal responsibilities that go well beyond running the business day to day: statutory duties as a director, obligations to shareholders and ongoing compliance requirements with Companies House. Getting those right matters, and the consequences of getting them wrong can be serious.

For directors of owner-managed businesses in particular, it is easy to underestimate how much these obligations apply to you. Taking advice early, and keeping proper records of decisions, is the most effective way to protect yourself and your business.

What does a company secretary do, and do you need one?

A company secretary is responsible for making sure a company meets its statutory obligations: maintaining accurate registers, filing documents with Companies House on time, preparing board and shareholder meeting documentation and keeping the company's governance in good order.

Private limited companies are not legally required to appoint a company secretary, but someone still needs to carry out those functions. For many SME directors, that responsibility falls to them by default, alongside everything else they are managing. Missed filings, inaccurate registers and undocumented decisions can create real problems later, particularly when it comes to selling the business or bringing in new investors.

If you outsource your company secretarial function to Ansons, we keep your records accurate, your filings on time and your governance in the kind of shape that stands up to scrutiny when it matters.

Why does good governance matter for a smaller company?

Good governance is not just for large corporations. Getting the basics right in an SME protects shareholders, supports better decision-making and builds a stronger foundation for growth.

Well-maintained registers, properly documented decisions and up-to-date filings make due diligence faster and cleaner, whether you are selling, seeking investment or bringing in a new partner.

When company law questions touch on employment, property or disputes, you have access to the wider Ansons team without having to start again with a new firm.

At work in the Ansons Law office in Cannock
What we do

What we can help with

Clear, practical support across company law and company secretarial compliance.
  • Directors' duties and personal liability under the Companies Act 2006
  • Drafting and amending articles of association
  • Share allotments, transfers and the creation of new share classes
  • Shareholder agreements and protection of minority shareholder rights
  • Board and shareholder resolutions and meeting documentation
  • Maintenance of statutory registers and company books
  • Confirmation statements and Companies House filings
  • Appointment and removal of directors and company secretaries
  • Dividend declarations and distribution advice
Questions

Company law and company secretarial questions

What does a company solicitor actually do?

A company solicitor advises directors, shareholders and business owners on their legal rights and obligations under company law. That includes directors' duties, shareholder rights, corporate governance, share allotments and transfers, articles of association, board resolutions and Companies House compliance. We are the people you call when something needs doing properly or when something has gone wrong and needs sorting out.

Do I need a company secretary?

Private companies are not legally required to appoint a company secretary under the Companies Act 2006, but someone must still carry out those functions. Many SME directors manage this themselves, but it is time-consuming and easy to get wrong. Outsourcing to a solicitor reduces the risk of missed filings, penalties and governance gaps. It also frees you up to focus on running the business.

What are my duties as a director?

The Companies Act 2006 sets out seven statutory duties for directors. They include acting within your powers, promoting the success of the company, exercising independent judgment, avoiding conflicts of interest and declaring any personal interest in a transaction. These apply to all directors, including non-executive and shadow directors. Breaches can result in personal liability, fines or disqualification.

What happens if we miss a Companies House filing deadline?

Late or missed filings can result in automatic financial penalties, and persistent non-compliance can lead to the company being struck off the register. Directors can also face personal fines. We can help you get back on track and put arrangements in place so deadlines are not missed in future.

Can you act as our company secretary?

Yes. We can act as your company secretary or provide ongoing secretarial support on a retained basis. This covers confirmation statements, statutory register maintenance, Companies House filings, board minutes and resolutions and general day-to-day governance support. We tailor the level of involvement to what your business actually needs.

Can you help with share allotments and new share classes?

Yes. We advise on share allotments, share transfers and the creation of new share classes, and we manage the resolutions and Companies House filings so they are done on time and done correctly.

We are a small business. Is this relevant to us?

Very much so. Company law applies to businesses of all sizes. Smaller owner-managed businesses are often more exposed to governance risk because they tend to operate with less formal structure. Getting the basics right early protects the company, protects the directors personally and puts you in a much stronger position when the business grows or changes hands.

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Our corporate and commercial team works from our offices across the Midlands. Every office can take your enquiry.
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