The recent case of Farrer & Co LLP v Meyer caught our eye this week.
This was where the High Court confirmed that section 1140 of the Companies Act 2006 (“section 1140”) enables documents to be served on a director at the address registered for them at Companies House despite the director residing out of the jurisdiction and even if the court proceedings are unconnected with the company of which they are a director.
This concerned proceedings for unpaid fees against a defendant director who lived overseas but where service was affected at two London addresses registered at Companies House for other companies for which they were also then a director. Interestingly, the High Court decided that service of the proceedings at the registered addresses for the other unconnected companies where the defendant was a director was valid.
In section 1140 of the 2006 Companies Act, service is allowed on a director, secretary, and other officers of a company at the companies registered address, even if they are not within the jurisdiction at the time of service.
More significantly, this also applies if the matter is a personal matter to the officer of the company and does not relate to their role as an officer or to the company.
Section 1140 also states that even if a notice of a change of that address is given to the registrar, documents can still be validly served at the address previously registered until the end of the period of 14 days beginning with the date on which notice of the change is registered.
In conclusion, directors need to be alert to documents being delivered to their registered address and must have a mechanism in place to bring those documents to their attention.
For those wishing to pursue a defendant director who is an individual, they can take advantage of section 1140 by completing a search on Companies House to see if that person has a registered address in the jurisdiction.
Regards to all,
Roger
