Removal of Directors
There are many safeguards in place for directors whilst in office, specifically in a company’s articles of association and in any shareholders’ agreement. These seek to protect directors from arbitrary removal from office. However, should shareholders want to remove a director from office, there is a specific process under section 168 of the Companies Act 2006 that they can follow to do this.
This subfolder focuses on this statutory removal process. A guidance note provides a broad overview of the statutory procedure and steps that must be followed in order to remove a director from office.
There are also ancillary documents, including the form of Special Notice required, Board Meeting Minutes and the minutes of the General Meeting to consider and pass the ordinary resolution(s) necessary to remove or replace the director.
Each document in the Removal of Directors subfolder is compliant with the Companies Act 2006.
- Guidance for the Statutory Removal/Replacement of a Director
- Special Notice to Remove a Director
- Letter to Director Regarding S.168 Statutory Removal from Office
- Board Minutes – Following Receipt of Special Notice to Remove a Director by the Shareholders
- Notice of General Meeting to Remove a Director
- General Meeting Minutes - Replacement or Removal of a Director
- Board Minutes Following General Meeting to Remove a Director
- Letter to Companies House – Replacement or Removal of a Director
- TM01 – Termination of Appointment of Director
- Letter Of Resignation – Director Or Secretary
- Shareholders’ OR – Approving Payment to Director for Loss of Office