Ready-Made Company Minutes and Resolutions

Legal Changes: The Ready-made Company Minutes & Company Resolutions eBook has been updated to include the Companies Act law changes which occurred on 1st October 2009. 

Ready-made Company Minutes & Company Resolutions is what every busy company secretary or company record-keeper needs. This book contains all of the most important legal forms and documents that you need to keep the legally required records of company minutes and company resolutions.

Crucial company legal forms are brought to your fingertips, giving you the protection you need without the inconvenience or cost of hiring a solicitor for simple company matters you can easily handle yourself.

Maintaining good, up-to-date records of company meetings, company minutes and company resolutions is not only sensible business practice but also a legal requirement. This book makes keeping legal company records of minutes and resolutions a quick and straightforward process.

Ready-made Company Minutes & Company Resolutions includes ready-to-use board and shareholder resolutions and minutes to help you run your company without the need for expensive legal advice. It will also ensure you understand and can easily comply with the filing requirements of Companies House.

Ready-made Company Minutes & Company Resolutions covers the following areas:

• Guidance on running a company
• Guidance on shareholder’s rights and shareholder’s meetings
• Guidance on company decision processes
• Essential legal forms for Board Meetings (or Company Meetings) and Minutes
• Essential legal forms for Board Resolutions (or Company Resolutions)
• Essential legal forms for General Meetings and Extraordinary General Meetings
• Essential legal forms for Shareholder Resolutions

Lawpack's Ready-made Company Minutes & Company Resolutions is the ideal way to 'get it in writing' with minimal fuss. It is an invaluable source of legal forms and documents that no company secretary or record-keeper should be without.

Ready-Made Company Minutes and Company Resolutions Contents: 

Areas covered include:

• How Ready-Made Company Minutes & Company Resolutions can help you
• Board meetings
• Board resolutions
• General meetings
• Shareholders' resolutions
• And many more...

List of business forms in Ready-Made Company Minutes and Company Resolutions:

How Ready-Made Company Minutes and Company Resolutions can help you

• Why good company records are essential
• Forming a company
• Running a company
• Rules affecting a director
• Conduct of board meetings
• Shareholders’ rights
• Notice of shareholder meetings
• How to use Ready-Made Company Minutes and Company Resolutions
• Company decision-making process flowchart 

Board meetings

• Notice of board meeting 
• Notice of appointment of alternate director 
• Minutes of first board meeting
• Example minutes of first board meeting
• Standard board minutes 
• Example board minutes 

Board resolutions

• Appointment of director 
• Proposal to remove director 
• Appointment of chairman 
• Removal of chairman 
• Appointment of secretary 
• Removal of secretary 
• Appointment of auditors 
• Proposal to remove auditors 
• Notice to auditors of proposed removal 
• Appointment of bankers

Directors

• Approval of alternate director
• Proposal of variation of maximum number of directors 
• Proposal of compensation payment 
• Approval of directors’ report and accounts 
• Approval of director’s service contract
• Proposal of approval of director’s service contract of more than two years’ duration 
• Proposal of director’s remuneration 
• Proposal to allow director to vote on contracts where he has a personal interest 
• Proposal that members ratify acts of directors beyond the powers delegated to them 

Shares

• Proposal of bonus issue 
• Proposal of increase in authorised share capital 
• Proposal of reduction in share capital 
• Allotment of shares 
• Proposal of dividend 
• Proposal of purchase of own shares
• Proposal of purchase of own shares from capital
• Approval and registration of transfer of shares
• Proposal that directors be given authority to make a specific allotment of shares for a specified purpose
• Proposal that directors be given authority to allot shares generally
• Proposal of revocation of directors’ authority to allot shares
• Proposal of removal of statutory pre-emption rights

Constitution

• Proposal of alteration of articles 
• Proposal of alteration of objects 
• Proposal of alteration of articles - no retirement by rotation 
• Proposal of alteration of articles - removal of chairman’s casting vote 
• Proposal of alteration of articles - director voting where he has personal interest 
• Proposal of alteration of articles - refusal to register the transfer of shares 
• Proposal of alteration of articles - exclusion of statutory pre-emption rights 
• Proposal of alteration of articles - quorum for General Meetings 
• Proposal of alteration of articles - number of directors 
• Proposal of alteration of articles - alternate directors 
• Proposal of alteration of articles - weighted voting rights 
• Proposal of alteration of articles - authority to allot shares 
• Proposal of adoption of new articles 
• Proposal of name change 
• Adoption of trading name 
• Proposal that company re-register as a public limited company 
• Change address of registered office 
• Adoption of company seal 

Financial

• Change accounting reference date 
• Proposal of voluntary liquidation where company is insolvent 
• Proposal of voluntary liquidation where company is solvent 
• Application for administration order 
• Approval of auditors’ remuneration for audit 
• Approval of auditors’ remuneration for services and advice
• Registration for VAT 
• Issue of debenture 
• Proposal of approval of substantial property transaction 

General Meetings

• Notice of Annual General Meeting 
• Consent to short notice for an AGM 
• Appointment of a proxy for an AGM 
• Minutes of Annual General Meeting 
• Notice of General Meeting 
• Consent to short notice for a General Meeting 
• Appointment of a proxy for a General Meeting 
• Minutes of a General Meeting 

Other notices

• Special notice of resolution to remove a director 
• Notice of meeting to remove a director 
• Notice of resolution given by company to the director 
• Special notice of resolution to remove auditors 
• Notice of meeting to remove auditors 

Shareholders’ resolutions 

• Standard written resolution 

Appointment and removal of officers

• Appointment of director 
• Fixing of maximum number of directors 

Shares

• Increase of authorised share capital 
• Reduction of share capital 
• Allotment of shares - specific 
• Allotment of shares - general 
• Removal of authority to allot shares 
• Declaration of dividend 
• Removal of statutory pre-emption rights - general 
• Removal of statutory pre-emption rights in respect of a specified allotment 
• Purchase of own shares
• Purchase of own shares from capital 
• Bonus issue 

Financial

• Approval of substantial property transaction 
• Approval of director’s remuneration 
• Voluntary liquidation - solvent 
• Voluntary liquidation - insolvent Application for administration order 

Other resolutions

• Re-registration as public company 
• Change of company name 
• Change of articles 
• Adoption of new articles of association
• Change of objects 

Directors

• Approval of compensation payment 
• Approval of service contract exceeding five year’s duration 
• Ratification of acts of directors beyond the powers delegated to them under company’s articles 
• Allowing of director to vote on contracts where has personal interest 

Altering the articles of association

• Alteration of articles - no retirement by rotation 
• Alteration of articles - removal of chairman’s casting vote 
• Alteration of articles - director voting where personal interest 
• Alteration of articles - refusal to register transfer of shares 
• Alteration of articles - exclusion of statutory pre-emption rights 
• Alteration of articles - quorum for General Meeting 
• Alteration of articles - number of directors 
• Alteration of articles - alternate directors 
• Alteration of articles - weighted voting rights 
• Alteration of articles - authority to allot shares

Glossary of useful terms
Appendix 1: Examples of Registers
Appendix 2: Table A