RMC director duties under Companies Act 2006
All 7 CA 2006 director duties apply: act within powers (s.171); promote success (s.172 — benefit all leaseholder-shareholders); independent judgment (s.173); reasonable care, skill and diligence (s.174); avoid conflicts (s.175 — declare contractor relationships); no third-party benefits (s.176); declare interests in transactions (s.177/182). Personal liability for breach; D&O insurance recommended (typically £150-£500/year for a small block).
Companies Act filings and LTA 1985 service charge governance
Companies House: CS01 annual confirmation statement (within 14 days; £34); annual accounts (abridged or dormant); director changes within 14 days (AP01/TM01/CH01); PSC register maintained. Service charge LTA 1985: charges must be reasonable; Section 20 consultation before qualifying works over £250/leaseholder (or cap at £250/leaseholder); service charges held in separate designated trust account (s.42); demand must include s.21 summary of rights and obligations leaflet.
RTM vs RMC, Right of First Refusal and managing agents
RTM (CLRA 2002): statutory right to take over management without buying freehold; freeholder retains freehold; no consent required. RMC: contractual/private; may hold freehold. LTA 1987 right of first refusal: if RMC holds freehold and wishes to sell — must first offer to qualifying tenants (leaseholders) at same price; failure is a criminal offence. Appoint ARMA/RICS-regulated managing agent for day-to-day management; directors retain overall governance.