The phrase “next of kin” is not defined under Companies Act 2016, but the intention of the law is to cover persons who are to make decision as to whom to be appointed as a director in place of the deceased sole-director. According to the Oxford’s Dictionary, the term “next of kin” means “a person's closest living relative or relatives”.
What is the purpose of appointing a Next-Of-Kin?
The Companies Act 2016 (the “2016 Act”) introduced the option for private companies to have a minimum of one director. In doing so, it also recognised the role of the “next of kin” in situations where the sole director is no longer able to perform their duties—such as in the event of disqualification, mental incapacity, death, or resignation in accordance with the company’s constitution.
In such circumstances, the company secretary is required, as soon as practicable, to convene a meeting of the next of kin, personal representatives, or the company’s members for the purpose of appointing a new director.
If a replacement director is not appointed within six months, the Registrar may proceed to strike the company off the register.
Common Interpretation of Next of Kin (for natural persons):
- Spouse
- Children
- Parents
- Siblings
- Other immediate family members (e.g., grandparents, grandchildren, uncles/aunts)
US 17495 
GB 11264 
CA 10119 
AU 9628 
BR 6324 
IE 6240 
NZ 3850 
VN 1334 
