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What are the quorum requirements for board meetings where a company’s articles of association are silent?
Published on: 09 February 2017
Except for the requirement to keep board minutes for ten years from the date of a meeting and the requirement for minutes to be signed, board meetings are not regulated by the Companies Act 2006. Instead a company’s articles of association will usually contain provisions specifying how directors’ meetings are convened and held, including notice and quorum requirements.
Gore-Browne states that where a quorum
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Jurisdiction(s):
United Kingdom
Related legal acts:
Key definition:
Quorum definition
What does Quorum mean?
The minimum number of qualifying individuals required to conduct valid business at either a general meeting of the shareholders or a meeting of the board of directors. If there are insufficient people the meeting is said to be inquorate and any resolutions passed at the meeting will be invalid. Subject to the articles of association, two qualifying persons present at a meeting of the company are a quorum, unless they are both a qualifying person as the representative of the same corporation or as proxy of the same member (CA 2006, s 318). In the case of single member companies, one qualifying person present at a meeting is a quorum (CA 2006, s 318).
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