De-Facto ( De Facto) Director - The definition

De Facto is Latin for "in fact"

 

The definition of De Facto Director is important for Company Director Disqualification Act purposes as it is not only "registered" directors who are subject to the Act but also De Facto directors.

 

A de-facto (de facto) director is a person who whilst not registered as a director at Companies House nonetheless performs the functions of a director - and is treated as being a director "in fact".

 

If you are classed as a De Facto Director you are also subject to legal actions (for misfeasance, preferences, undervalue transactions and wrongful trading) under The Insolvency Act 1986 just the same as a registered director.

 

In other words if you pretend not to be a director (but act as a director and undertake the duties of a director) when you really are the Court will treat you as if you were a registered director. Your conduct will then be the subject of enquiry to determine whether you were fit or unfit for disqualification purposes. De Facto directors beware.