Resolution of Sole Director (Minutes)

Section 248 of the Companies Act 2006 requires every company to keep minutes of all proceedings at meetings and retain them for 10 years from the date of the meeting. Section 248 does not specifically deal with the position where there is only one director (because a meeting usually involves more than one person).

Even so, it is good practice for a sole director to keep a clear written record of decisions and company business. Sole directors often do this by recording decisions as written resolutions.

What does Resolution of Sole Director (Minutes) do?

Resolution of Sole Director (Minutes) is a written resolution format that allows a sole director to record decisions in writing. It helps the company maintain a clear internal record of key actions taken.

When should you use Resolution of Sole Director (Minutes)?

• When the company has a sole director and you want a written record of a decision.
• When there is no board meeting (or no practical “meeting”) but a formal record is still needed.
• When you want consistent internal governance records for future reference (for example, for advisers, investors, or auditors).

What should you check before using Resolution of Sole Director (Minutes)?

Check the company’s articles of association for any specific requirements about directors’ minutes and written resolutions. If you are reviewing whether the articles support sole-director decision-making, see Articles of Association for Sole Director Companies .

These templates are drafted by experienced corporate solicitors and reflect the Companies Act 2006.

Resolution of Sole Director (Minutes) is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.