Letter to Auditors Enclosing Written Resolution/ Notice of General Meeting to Change Company Name

This letter to the auditors encloses either the written resolution or the notice of general meeting being sent to shareholders proposing to change the company’s name.

Why auditors are sent these documents

While there is no express requirement in the Companies Act 2006 to provide auditors with copies of written resolutions, section 502(1) of the Companies Act 2006 entitles auditors to receive all communications in relation to a proposed written resolution which a company sends its shareholders.

Likewise, section 502(2) entitles auditors to receive all notices of, and other communications relating to, a general meeting which a shareholder is entitled to receive.

When this letter is used in practice

Given the significance of a resolution to change the company’s name, it is considered best practice to send auditors a copy of the written resolution or notice of the general meeting being sent to shareholders, together with any other relevant communications.

This will only be relevant if the company has an auditor. Most private companies will have auditors unless the directors reasonably resolve otherwise on the grounds that audited accounts are unlikely to be required.

Auditor rights at a general meeting

If the company is holding a general meeting, the auditor is entitled to attend the general meeting and be heard on any part of the business which “concerns him as auditor”.

Name choice compliance confirmation

This letter also confirms to the auditors that the choice of new name complies with the Companies Act 2006, the Economic Crime & Corporate Transparency Act 2023 and all other relevant company names regulations.

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