| Commentary

24 Scope of directors’ decision-making

| Commentary

24 Scope of directors’ decision-making

Unless the articles of association of a company otherwise provide, there are no limits to the business of which a properly convened board meeting may dispose1. Section 40 of the Companies Act 2006 provides that, in favour of any third party dealing with a company in good faith, the power of the directors to bind the company (or authorise others to do so) is deemed be free of any limitation under the company’s constitution2. For this purpose, a person dealing with a company is not bound to enquire as to any limitation on the powers

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