A recent case has held that valid service of any document (including documents unconnected to their directorship) can be effected on directors at any address for service they have included in a register of directors and, as a consequence, they should be mindful to keep any such addresses up-to-date.
In this case, (Key Homes Bradford Ltd v Patel  EWHC B1 (Ch.)) the High Court considered for the first time the effect of section 1140 of the Companies Act 2006 ("CA 2006") and held that the section provides an alternative way of serving a director to the method set out in the Civil Procedure Rules. Section 1140 provides that a document may be served on a director of a company by leaving it or sending it by post to his registered address. Section 163 of the CA 2006 provides, among other things, that a register of directors must, for each director, contain a 'service address' (which can be the company's registered office). The register must also specify the country in which the director is usually resident.
In this case, the claimant had issued proceedings against the defendant and had delivered the claim documents to a residential address and a business premises, both in London. The defendant had registered both addresses as "addresses for service" for a number of the companies of which he was a director. The defendant, seeking an order to set aside the purported service of the claim form, claimed that he was resident in the United Arab Emirates and that, therefore, effective service had not taken place. The claimant argued, inter alia, that service had been validly effected under section 1140 CA 2006.
Master Marsh, sitting in the Chancery division of the High Court preferred the claimant's arguments and, dismissing the application held that:
- section 1140 CA 2006 provides a method by which a company director may be served with any document, including a claim form, at the registered address
- a director of an English company who is resident abroad is at liberty to specify an address, business or residential, that is outside the jurisdiction
- if a director of an English company who is resident abroad provides an address that is outside of the jurisdiction, permission to serve outside of the jurisdiction must be obtained before service can be effected
- if a director of an English company who is resident abroad provides an address that is within the jurisdiction then he may be served at that address.
The case highlights the importance of maintaining accurate company books and, in particular, reminds both directors and company secretaries to check that any addresses recorded in the register of directors and/or registered with Companies House are kept up-to-date.