Senserity Help

All-corporate board: what the check means

Why it matters when every director of a company is another company rather than a person, what the law requires, and what to ask before you rely on it.

Severity
High
Category
Governance
Plan
Free and above
Test code
GOV-014

What this test checks

Checks whether every active director of the company is a corporate body rather than an individual.

Every company must have at least one director who is a person, so a board made up only of corporate directors does not meet that requirement, and it leaves no individual on the register who is directly accountable for the company. A wider rule that every director must be a person has been legislated but is not yet fully in force.

What a fail looks like

All of the company's directors are companies. You cannot see from the register who actually makes its decisions.

Harmless explanations

  • Some group structures use corporate directors for administrative convenience, though they should still have a person on the board.
  • An individual director's appointment may be pending on the register.

What to do

  • Ask who the individuals behind the corporate directors are, and check those companies' own officers.
  • Check the persons with significant control register to see who owns and controls the company.

Part of the test catalogue. Every check Senserity runs, with its severity and the plan it is available on.

Last reviewed .

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