The following Private Client practice note produced in partnership with Stephen Parnham provides comprehensive and up to date legal information covering:
This Practice Note considers shadow directors of offshore companies and the extent to which such directors may be subject to benefit in kind charges arising under the benefits code in Income Tax (Earnings and Pensions) Act 2003 (ITEPA 2003). For more guidance on de facto and shadow directors and their duties and responsibilities pursuant to the Companies Act 2006 and common law, see the De facto and shadow directors Practice Note (subject to subscription to Lexis®PSLCorporate).
A shadow director is a person in accordance with whose directions or instructions the de jure directors are accustomed to act. A shadow director is effectively a person who occupies the position of a director, regardless of whether officially named or identified as such.
The statutory definition of a shadow director is essentially the same throughout the legislation and is most likely to be encountered in the Insolvency Act 1986, s 251, Company Directors Disqualification Act 1986, s 22(5), ITEPA 2003, s 67(1) and Companies Act 2006, s 251(1). The definition specifically excludes professional advisers.
The definition within the legislation is intended to be broad and should not be strictly construed. The courts have historically considered that a person must exercise real influence over the company’s affairs to satisfy the definition.
UK resident individuals may be exposed to liabilities as directors of
**Trials are provided to all LexisPSL and LexisLibrary content, excluding Practice Compliance, Practice Management and Risk and Compliance, subscription packages are tailored to your specific needs. To discuss trialling these LexisPSL services please email customer service via our online form. Free trials are only available to individuals based in the UK. We may terminate this trial at any time or decide not to give a trial, for any reason. Trial includes one question to LexisAsk during the length of the trial.
To view the latest version of this document and thousands of others like it, sign-in to LexisPSL or register for a free trial.
Existing user? Sign-in
Take a free trial
The primary function of office-holders in personal and corporate insolvency is to collect in the assets belonging to a company or individual and to distribute these to the company's or individual's creditors. Office-holders have various duties and powers in order to ensure that they do this. For
This Practice Note covers the legal framework and regulatory guidance to be considered in determining whether an arrangement constitutes a contract of insurance and the possible consequences of carrying on activities relating to a contract of insurance without the requisite regulatory permissionsThe
This Practice Note provides guidance on the interpretation and application of the relevant provisions of the CPR. Depending on the court in which your matter is proceeding, you may also need to be mindful of additional provisions—see further below.Note: this Practice Note does not deal with the
A certificate of title (also known as a certificate on title) is a particular species of report on title.When solicitors are instructed to investigate title to land (for instance, when land is being acquired or offered up as security), they will write a report on title for their client, which sets
0330 161 1234
To view our latest legal guidance content,sign-in to Lexis®PSL or register for a free trial.