Appoint director - Procedure plan PDF

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Appoint director Directors can appoint a new director MA 17(1)(b). The company must update its register of directors s162 and register of directors’ residential addresses s165, and must notify the registrar within 14 days s167(1)(a) using AP01. Board Meeting Always check the company’s articles to see if any provisions of the Model Articles have been changed. Notice Any director can call a board meeting MA 9(1) by 1. 2. 3. 4.

giving reasonable notice Re Homer to all directors MA 9(3) in writing or otherwise MA 9(3) with the date, time and place of the meeting and the means of communication MA 9(2)

Declaration of interests Directors must declare any interests in proposed transactions s177 unless 1. the interest cannot reasonably be regarded as likely to give rise to a conflict of interest; 2. the other directors are already aware of the nature and extent of the interest; or 3. the interest concerns the director’s service contract s177(6) Quorum The minimum quorum is 2 directors MA 11(2). Directors who have declared an interest cannot vote and do not count towards the quorum MA 14(1). This restriction can be disapplied by OR MA 14(3)(a). Voting Each director has one vote and decisions are by simple majority MA 7(1). The Chairman has the deciding vote MA 13(1). Resolutions The board will resolve to 1. Appoint new director MA 17(1)(b) Administration File with Companies House 

AP01 Appointment of individual director s167(1)(a) within 14 days

Update company registers 

Register of directors s162

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Register of directors’ addresses s165

Keep records 

Minutes of board meetings for 10 years s248(2), MA 15...