Corporation Tax Act 2010 section 452

"Director"

Section 452 defines who counts as a "director" of a company for the purposes of the close companies rules in Part 10 of the Corporation Tax Act 2010.

• The term "director" includes anyone occupying the position of director, regardless of their actual job title.
• A shadow director — someone whose directions or instructions the board of directors habitually follows — is also treated as a director.
• A manager or person involved in running the company's trade or business who beneficially owns, or can directly or indirectly control, at least 20% of the company's ordinary share capital is treated as a director.
• When assessing the 20% share capital threshold, a person is treated as owning or controlling whatever any associate of theirs owns or controls.