Companies Act 2014 section 222

De facto director

Section 222 defines and establishes the legal treatment of "de facto directors" — individuals who act as directors of a company without having been formally appointed to that role.

• A person who occupies the position of director without formal appointment is treated as a director for the purposes of Part 5 of the Act
• De facto directors are subject to the same duties as formally appointed directors, including the obligation to disclose interests in company contracts
• The term "de facto director" is the statutory label used throughout the Act to describe such persons
• A person is not a de facto director merely because they provide professional advice to the company or its directors