Template Letter – instructions to Company Secretary re Corporate Insolvency & Governance Act 2020

Letter from Directors to Company Secretary in relation to the Corporate Insolvency & Governance Act 2020

CO.CA.MM.25

Following the introduction of the Corporate Insolvency and Governance Act 2020 (the Act) on 26th June 2020, temporary changes have been made to certain corporate governance aspects of company law and specifically the introduction of greater flexibility for companies as to how they conduct general meetings. In addition, the Companies etc. (Filing Requirements) (Temporary Modifications) Regulations 2020 (the Regulations) came into force on 27th June 2020 and allow for the temporary extension to certain filings at Companies House. More details can be found here .

During the COVID 19 pandemic it is particularly important that there should be a written record of any decisions made or matters considered by company directors.

This template letter provides such a written record from company directors to the company secretary or administrator in relation to the Act and Regulations and specifically in relation to instructing the secretary or administrator to make the necessary changes to any notices and/or documents that relate to general meetings (including proxy forms) and Companies House filings. This will be particularly important if the company uses a third party to provide company secretarial/administrative services to it.

This letter is only relevant for private limited companies and does not consider aspects relevant to public companies nor to the insolvency related provisions under the Act. These are specialist areas and independent legal advice should be sought.

This template should only be used for the period during which the provisions as they relate to the Act and Regulations, are valid. These provisions may be extended by secondary legislation depending on the COVID 19 pandemic by blocks of three months up to 5th April 2021.

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