Jurisdiction(s):
United Kingdom

Key definition

Officer of a company definition

What does Officer of a company mean? In practice, the individuals who hold formal management or governance roles in a company and act on its behalf. In UK company law, “officer” is a statutory expression used across multiple Acts, with the operative definition varying by context; it commonly includes a director and the company secretary, and often a manager or a person purporting to act in such a role. The term is used to allocate duties, regulatory obligations and personal liability (for example, where a corporate offence is committed with an officer’s consent or connivance), to permit service of documents, and to identify who may sign...

Insolvency Act 1986 s207: Transactions in Fraud of Creditors by Company Officers—Offence, Defences (burdens and time limits), Alternative Charge (s206) and Sentencing

Published by a LexisNexis Corporate Crime expert

Practice notes

Offence of making transactions in fraud of creditors

Any current or former officer of a company that is being wound up by court order, or has resolved to wind up voluntarily, is regarded as having committed an offence if, whilst in office, they:

made, or procured to be made, any gift, transfer, or charge over the company’s property, or caused or connived in the levying of any execution against the company’s property; or
concealed or removed any part of the company’s property after, or within two months before, the date an unsatisfied judgment or order for the payment of money was obtained against the company.

The case may be heard in the magistrates’ court or the Crown Court. A shadow director is not treated as an officer for the purposes of this offence. A person ‘causes’ something to be done when they instruct or direct that it be done.

Statutory defence for transactions in fraud of creditors

There is a statutory defence available to a defendant who proves...

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Adam Craggs

RPC

Adam Craggs is a partner and head of RPC's Tax, Investigations and Financial Crime Team. He has been advising clients for over thirty-five years on contentious tax and financial crime matters. Adam typically acts for high-net-worth individuals, family offices, trustees and corporates. He assists his clients on a wide range of contentious tax and financial crime issues, including investigations conducted by UK regulatory bodies. He advises those facing criminal fraud investigations and prosecutions and assists those facing urgent crisis situations, such as a 'dawn raid'. During his long career, Adam has led many cases through the civil and criminal courts, including several before the Supreme Court and the Court of Justice of the European Union.He is experienced in managing complex cross-border international investigations, both civil and criminal....

Thomas Jenkins

RPC

Tom is Of Counsel in RPC's Tax, Investigations and Financial Crime team. He has extensive experience in conducting anti-corruption investigations and advising on the implementation and enhancement of compliance programmes. He advises individual and corporate clients facing a wide range of financial crime and regulatory defence challenges, including multi-jurisdictional investigations and prosecutions involving bribery, corruption, fraud, money laundering and market abuse.Tom acts for clients in a broad range of sectors with particular experience in engineering, heavy industry, construction, aviation, oil and gas, finance, commodities trading and healthcare. ...

Web page updated on 21/05/2026

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