Company resolutions examples

This single document contains template wording for the most frequently used company resolutions as required by the Companies Act 2006. They can be proposed as ordinary or special resolutions, at a members’ meeting or through the procedure of a written resolution. The wording is in plain English and will be accepted by Companies House.

Suitable for use in: England & Wales and Scotland
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About this document

This is a collection of fourteen example texts for the company resolutions that you will most likely need when operating a private limited UK company. Each is ready to slot into your notices and minutes to comply with the Companies Act 2006.

The company may be limited by shares or limited by guarantee.

Using these resolutions

The CA 2006 allows you to pass a resolution in one of two ways: in members’ general meeting or by way of written resolution. You can use these templates in either case.

Include the complete text of the proposed resolution in the notices and meeting minutes so that every member or shareholder is in no doubt as to what he or she will be asked to vote for or against.

The wording is formal but uncomplicated. It can be added to or edited easily. The layouts will be accepted at Companies House.

Note: These are the resolutions only. If you want the full set of notices, minutes and so on to achieve a particular aim, choose one of the packs for company administration. For example, if you want to hold a general meeting for a private company limited by shares, use this set of notices and minutes to pass any resolution.

Resolutions provided in this document

Example ordinary resolutions

  • Appointment of an auditor
  • Appointment of a director
  • Removal of an auditor
  • Removal of a director
  • Change of registered office address
  • Loan to a director

Example special resolutions

  • Amend articles of association
  • Adopt new articles of association
  • Change company name
  • Reduction of share capital
  • Loan to a director
  • Allotment of shares
  • Dis-application of pre-emption rights
Draftsman

This document was written by a solicitor for Net Lawman. It complies with current English law.

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