| Commentary

21.3 Voting at a directors’ meeting

| Commentary

21.3 Voting at a directors’ meeting

The model articles for public companies lay down some basic rules for voting at directors’ meetings, all of which are subject to any contrary provisions in the articles. The general rule is that a decision is taken at a directors' meeting by a majority of the votes of the participating directors1. For this purpose, each director participating in the decision has one vote, although a director is not allowed to vote on any proposal relating to an actual or proposed transaction or arrangement with the company in which he has an interest2. This rule

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