The Companies Act definition of director includes 'a person in accordance with whose directions or instructions the board of the company may be required or is accustomed to act'.  This is what is commonly known as a 'shadow' or 'defacto' director.  The definition goes on to state that this does not apply to a person to the extent that they act only in a professional capacity.

It is therefore essential that professional advisors provide advice only, and do not cross a line whereby they are instructing or directing a company's directors.  If a professional advisor becomes involved in making management decisions, they run the risk of being held liable along with the named directors in the event of insolvency.  If you have any concerns in this area we recommend taking legal advice.