A de facto director assumes responsibility for acting as a company director despite never receiving an appointment or registering at Companies House. However, because they identify as directors and act officially, they are equally liable as de jure directors.
While a de facto director is sometimes referred to as a shadow director, there’s a slight difference. A shadow director acts behind the scenes, whereas a de facto director typically uses the title of director and acts publicly. Under the Companies Act, both de facto and shadow directors can be held liable for breaches of directors’ duties.