DIRECTORS DECISIONS ALONE
General Admin for any BM:
→ Keep written record of every directors decision - MA 15
→ Keep minutes of every BM for 10 years at company’s registered office or SAIL – s.248
→ Any decisions involving a contract:
o Approve draft contract
o Enter into contract
o Authorise D to execute contract (deed?)
Decision Authority Type of Res? External Filing Internal Filing Other Matters
Moving the s.87 CA 2006 BR Form AD01 – change of registered Change any internal documentation s.87(1) - Takes effect upon notice to
Registered office. and stationery to reflect new the registrar.
Office s.87(4)(b) – within 14 days after address.
moving address.
Appointing a MA 17 BR; or Form AP01 (individual) / Form AP02 Update register of directors – s.162. Can pass the resolution to take
New Director Can be GM Ordinary (company) – within 14 days Update register of directors effect either immediately or from
Directors or Resolution (s.167(2)). residential addresses – s.165(1). the end of the meeting, depending
Shareholders Change stationary if relevant. upon whether you want new
director to vote in current meeting.
Calling a s.302 BR Notice to all SH and D (s.310) +
general auditors (s.502).
meeting Contents = date, time, place,
Propose a general business (s.311)…
written s.291(1) BR
resolution s.288(3)
Allotting s.550 / by BR Form SH01 – to allot shares (within Update register of directors, Likely will still need to call GM to
shares special article 1 month) (s.555). directors residential addresses, disapply pre-emption rights by SR
(company See below for Register forms. register of members, PSC register. (s.561/s.569)
with only one Issue share certificates within 2
class of months (s.769).
shares)
Resignation of MA 18(f) Notice of Form TM01 within 14 days (s.167) Update register of directors (s.162);
a Director resignation register of addresses (s.165(1)).
General Admin for any BM:
→ Keep written record of every directors decision - MA 15
→ Keep minutes of every BM for 10 years at company’s registered office or SAIL – s.248
→ Any decisions involving a contract:
o Approve draft contract
o Enter into contract
o Authorise D to execute contract (deed?)
Decision Authority Type of Res? External Filing Internal Filing Other Matters
Moving the s.87 CA 2006 BR Form AD01 – change of registered Change any internal documentation s.87(1) - Takes effect upon notice to
Registered office. and stationery to reflect new the registrar.
Office s.87(4)(b) – within 14 days after address.
moving address.
Appointing a MA 17 BR; or Form AP01 (individual) / Form AP02 Update register of directors – s.162. Can pass the resolution to take
New Director Can be GM Ordinary (company) – within 14 days Update register of directors effect either immediately or from
Directors or Resolution (s.167(2)). residential addresses – s.165(1). the end of the meeting, depending
Shareholders Change stationary if relevant. upon whether you want new
director to vote in current meeting.
Calling a s.302 BR Notice to all SH and D (s.310) +
general auditors (s.502).
meeting Contents = date, time, place,
Propose a general business (s.311)…
written s.291(1) BR
resolution s.288(3)
Allotting s.550 / by BR Form SH01 – to allot shares (within Update register of directors, Likely will still need to call GM to
shares special article 1 month) (s.555). directors residential addresses, disapply pre-emption rights by SR
(company See below for Register forms. register of members, PSC register. (s.561/s.569)
with only one Issue share certificates within 2
class of months (s.769).
shares)
Resignation of MA 18(f) Notice of Form TM01 within 14 days (s.167) Update register of directors (s.162);
a Director resignation register of addresses (s.165(1)).
