Special notice of resolution to remove auditors
This is a form of template letter that can be sent by a shareholder to a company giving special notice to the company under section 511 of the Companies Act 2006 of their intention to propose a resolution for the removal of the company’s auditor and appointment of a new auditor.
Special notice is required for a resolution to remove an auditor from office. Where special notice is required, the resolution is not effective unless it complies with section 312 of the Companies Act 2006. This means that the resolution is not effective unless notice of the intention to move it has been given to the company at least 28 days before the meeting at which it is moved.
On receipt of the notice, the company must send a copy of the special notice to the auditor concerned. The auditor concerned has the right to make a statement of its case. The company must then send the auditor's response to the members before the meeting. If the auditor's response arrives too late, it must be read at the meeting if the auditor asks for this to be done. The auditor can also ask to speak at the meeting where the resolution will be considered.
Optional phrases / clauses are enclosed in square brackets. These should be read carefully and selected so as to be compatible with one another. Unused options should be removed from the document.
This Special Notice is in open format. Either enter the requisite details in the highlighted fields or adjust the wording to suit your purposes.
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