Directors’ service contracts—retention, copying and inspection
Directors’ service contracts—retention, copying and inspection

The following Corporate practice note provides comprehensive and up to date legal information covering:

  • Directors’ service contracts—retention, copying and inspection
  • Meaning of ‘service contract’
  • Retention, copying and inspection of directors’ service contracts
  • Consequences of a failure to retain, copy or allow inspection of a director’s service contract

The Companies Act 2006 (CA 2006) requires a company to:

  1. retain copies of directors’ service contracts

  2. make copies of directors’ service contracts available for inspection, and

  3. provide copies of directors’ service contracts to any member of the company, upon request

The term ‘director’, for the purpose of these provisions, includes any person occupying the position of director, by whatever name called (ie whatever the official title used), and a shadow director.

In relation to other obligations that a company may have in relation to directors’ service contracts, see Practice Note: Directors’ long term service contracts.

Companies with a premium listing on the London Stock Exchange are subject to additional regulation in relation to directors’ service contracts; for further details see Practice Note: Directors’ service contracts—listed companies.

The Chartered Governance Institute (formerly known as ICSA: The Governance Institute) has produced guidance on directors' service contracts which covers, among other things, the regulatory framework governing service agreements between companies and their directors and key provisions to be set out in the contract. See further: The Chartered Governance Institute guidance on directors' service contracts.

Meaning of ‘service contract’

A director’s ‘service contract’ for these purposes is a contract with the company or with a subsidiary of the company under which:

  1. a director of a company undertakes personally to perform services (as director or otherwise) for the company or one of its

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