Summary Key decision-making processes in Business Law and Practice (LPC)

Decision Director/Member Type of Admin
resolution
Appointing a director Director Board  Update internal register of
Member resolution directors [CA s 162]
[MA17(1)] Ordinary  CH register updated within 14
resolution days [CA s 167]
 Register of directors’
residential addresses [CA s
165]
 Update PSC register [CA s
790VA]
Changing registered Director [MA3] Board  Update CH register [CA s 87]
office resolution
Changing accounting Director [MA3 / Board  Update CH [CA s 392] – specify
period CA s 392] resolution if to be extended or shortened
 Can only be done once every 5
years [CA s 392(3)]
 Cannot be extended more
than 18 months after the last
accounting date
Entering into a new Director [MA3] Board
contract resolution
Grant of service Less than 2 years Board  Copy of contract to be
contract to director – Director resolution (with available to members for
[MA3/19] director in inspection for a year after the
Over 2 years – question not contract expires [CA s 228]
Member [CA s counting for
188] quorum or
voting
purposes)
[MA14]
Change of registered Members [CA s Special  Notice given to CH [CA s 78]
name 77(1)(a)] resolution  Change has effect from the
date on which the new
certificate of incorporation is
issued [CA s 81]
 Submit Form NM01 and a copy
of the special resolution [CA s
29]
 Fee paid
 Keep a copy of the special
resolution and minutes for ten
years [CA ss 248 and 355]
 Ensure new name is correctly
displayed at the registered
office address, letterheads,
and website [CA ss 82-5]
Change of company Members [CA s Special  Copy of amended articles sent
articles 21(1)] resolution to CH [CA s 26(1)] no later
than 15 days after the
amendment either takes effect