Directors

In law, directors are office holders but not all directors are also employees of a company.

For a director to be an employee there has to be an extra legal arrangement between them and the employer, which involves obligations on both sides. Where a director is also an employee, their directorship and their rights in respect of that are quite separate from their rights as an employee. 

All directors, regardless of whether or not they are employees, have a duty to carry out their work with the skill and care of a person with their knowledge, qualifications and experience. In addition, they owe fiduciary duties to the company, and now have core statutory fiduciary duties, in accordance with the Companies Act 2006. 

As an employee, directors are still entitled to receive the minimum statutory written statement of particulars. However, given their senior status, the complexity of their remuneration package and the extra fiduciary duties they owe, it is likely that a more comprehensive document will be required, which usually takes the form of a service agreement. 

We can highlight common pitfalls, identify areas of conflict and draft suitable terms that leaves both parties clear as to the basis of their arrangement and what has been agreed between them. Importantly, we also advise on issues of post-employment restrictions and tailor clauses to provide the best protection of your legitimate business interests.