What a residents’ management company director is responsible for

Your duties as a director

The Companies Act 2006 sets out the general duties every director owes the company:

• act within the company’s constitution, its articles;
• act in the way most likely to promote the success of the company for its members;
• exercise independent judgement;
• exercise reasonable care, skill and diligence;
• avoid conflicts of interest, and declare an interest in any proposed transaction;
• not accept benefits from third parties because of being a director.

Companies House

• A confirmation statement at least once every 12 months.
• Annual accounts, due nine months after the end of the company’s financial year. Many RMCs file small or dormant company accounts, because the service charge is held on trust for the leaseholders rather than as the company’s own money; take an accountant’s advice on which applies.
• Changes of director, registered office or members reported, and the registers kept up to date.
• Identity verification: since 18 November 2025 every director must verify their identity with Companies House; directors already in post do so when the company files its next confirmation statement.

The building

The leases say what the company must do: typically repair the structure and common parts, insure the building, and collect and account for the service charge. The law adds duties for the common parts:

• a fire risk assessment (Regulatory Reform (Fire Safety) Order 2005);
• health and safety for anyone working in the building (Health and Safety at Work etc. Act 1974);
• managing asbestos in the common parts of buildings built before 2000 (Control of Asbestos Regulations 2012);
• assessing the risk of legionella in communal water systems;
• safe communal electrics, usually shown by an electrical installation condition report every five years;
• gas safety for communal appliances, and thorough examination of lifts, usually every six months;
• the Building Safety Act’s duties, if the block is at least 18 metres or 7 storeys tall.

The service charge

Service charge money is held on trust for the leaseholders (section 42 of the Landlord and Tenant Act 1987). In practice: set a budget, send demands with the summary of rights, consult under section 20 before major works, demand costs within 18 months, and produce accounts each year. Leaseholders have rights to information about the service charge and to inspect the invoices behind it (sections 21 and 22 of the 1985 Act, which the Leasehold and Freehold Reform Act 2024 is reforming).

Personal liability

Directors are not normally liable for the company’s debts. They can be liable to the company for breaching their duties, and can be prosecuted personally where the company commits an offence, under fire safety or health and safety law for example, with their consent or connivance or through their neglect. Many RMCs take out directors’ and officers’ insurance.