Director liability for corporate offences: EPA 1990 s. 157
If a company commits an offence under EPA 1990, directors/officers who consented, connived, or neglected are also guilty. Applies to member-managed bodies.
Where an offence under any provision of this Act committed by a body corporate is proved to have been committed with the consent or connivance of, or to have been attributable to any neglect on the part of, any director, manager, secretary or other similar officer of the body corporate or a person who was purporting to act in any such capacity, he as well as the body corporate shall be guilty of that offence and shall be liable to be proceeded against and punished accordingly. Where the affairs of a body corporate are managed by its members, subsection (1) above shall apply in relation to the acts or defaults of a member in connection with his functions of management as if he were a director of the body corporate.
Text in force at .
Source: legislation.gov.uk — The National Archives (legislation.gov.uk), reproduced under licence Open Government Licence v3.0.
What it actually says
This section makes directors, managers, secretaries, and similar officers of a company personally guilty of an offence under the EPA 1990 if the company committed it and the officer either agreed to it (consent), turned a blind eye (connivance), or failed to prevent it through lack of supervision (neglect). It applies even if the person was only purporting to act in that capacity—for example, someone who held themselves out as a director without being formally appointed.
Where a company's affairs are run by its members (common in small companies), those members are treated as directors for the purpose of this section when they act in a management role. The section does not create a new offence; it extends liability for an existing offence under any provision of the Act to the individual officer as well as the company.
When it applies
- A director authorises the illegal dumping of waste on company land.
- A manager knows that a factory is discharging pollutants into a river but does nothing to stop it.
- A secretary signs off on a false environmental compliance report, knowing it is inaccurate.
- A member of a member-managed company neglects to check that a waste storage licence is in place, leading to an offence.
- Someone who is not a formal director but acts as one (e.g., a de facto manager) gives instructions that cause a breach of the Act.
What this section does not say
- This section does not impose liability on ordinary employees who are not officers or managers.
- It does not cover offences under other Acts, only those under the Environmental Protection Act 1990.
- It does not apply to sole traders or partnerships that are not bodies corporate.
- It does not make the company itself any less liable; the officer is liable in addition to the company.
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This page reproduces the text of EPA 1990 s. 157 in force at the date shown and explains it in general terms. It is not legal advice and takes no account of the circumstances of your case, which can change the answer completely. For a live dispute, for limitation periods, and before taking any step in court, consult a qualified lawyer in England and Wales.