Ordinary resolution [ That the credit transaction pursuant to which [insert details of credit transaction] proposed to be entered into by [insert name of subsidiary company] for the benefit of [insert name of director],

Ordinary resolution [ That the loan for the amount of [insert amount of loan] proposed to be made by [insert name of subsidiary company] to [insert name of director], a director

ORDINARY RESOLUTION [ That the quasi-loan for the amount of [insert amount of quasi-loan] proposed to be made by [insert name of subsidiary company] to [insert name of director], a director

Ordinary resolution [ That the payment of [insert amount] proposed to be made by the Company to [insert name of director], a director of [insert name of holding company], as compensation for their loss of office as director of [insert name of holding company] in connection with the [proposed] transfer of shares in the Company resulting from a takeover bid by [insert name of bidder]

Ordinary resolution [ That the payment of [insert amount] proposed to be made by the Company to [insert name of director], a director of [insert name of holding company], as compensation for their loss of office as director of [insert name of holding company] in connection with the [proposed] transfer of [the whole OR part] of the Company’s [undertaking AND/OR

This Checklist sets out matters which are commonly passed by the members of a company as ordinary resolutions and those ordinary shareholder resolutions which should be filed with Companies House. It is not an exhaustive checklist of resolutions which may be passed as ordinary resolutions. This Checklist presents three key tables: • Resolutions specified as ordinary resolutions under CA 2006 • Resolutions which are commonly passed as ordinary resolutions, and • Ordinary resolutions which must be filed with Companies House Ordinary resolutions The Companies Act 2006 (CA 2006) specifies certain matters that must be effected by ordinary resolution (ie simple majority) passed by the members of a company, eg the removal of a director. CA 2006 also specifies certain matters which must be effected by special resolution of the company or where the relevant threshold for effecting a matter is 75%. Where CA 2006 states that something must be done by passing a resolution but does not specify what type of resolution, an ordinary resolution will be adequate (unless the articles of association specify any higher majority or unanimity).

That [insert name of proposed director] and [insert name of director],

Ordinary shares, often known as equity or risk capital, are the default type of shares of a company (CA 2006, s 560). Generally, ordinary shares carry voting rights and rights to dividends and give a right to participate on a winding up in any excess assets. It is not uncommon for companies to issue different classes of ordinary shares, such as A Ordinary, B Ordinary and C Ordinary, each with their own distinct rights. Different classes of ordinary shares may have a preference with regard to voting, return of capital and dividends.

FORTHCOMING CHANGE relating to reverse hybrids: On 10 June 2026, the government opened a consultation on proposals which, if implemented, would allow UK resident individual members of US limited liability companies, and other reverse hybrid entities, to treat their holding on a transparent basis for UK income tax and capital gains tax purposes. This is intended to mitigate the high effective tax rates currently suffered by such members as a consequence of having to pay tax on a transparent basis in a foreign jurisdiction, but that entity being classified as opaque in the UK, with the result that double tax relief is not available. The tax treatment for corporation tax purposes would remain unchanged. The concept of ordinary share capital is important for UK tax purposes. This Practice Note sets out the key tax reliefs that usually require ‘ordinary share capital’ (whether issued by a UK company or not), namely: • no gain/no loss treatment on intragroup transfers • corporation tax group relief • substantial shareholdings

Securities which represent an ownership interest in a company.

This Q&A assumes that: • Host Organisation is based in the UK • Abandoning Organisation is a data controller in respect of at least some of the personal data, and may possibly be a processor in respect of other personal data on the equipment • Host Organisation did not determine the purposes or means of any processing of any personal data on Abandoning Organisation’s equipment and had no permitted access to the personal data on the equipment This Q&A focuses solely on the position under the General Data Protection Regulation, Regulation (EU) 2016/679

means the total annual [worldwide] Scope 1, 2 and 3 Greenhouse Gas Emissions originating from all the activities including energy used in buildings, industrial processes and business travel, across the organisation, including its supply and value chains.