Calling a directors’ meeting

In order to hold a board meeting, notice of the meeting must have been correctly given and a quorum must be present.

Article 9 of the model articles of association states that any director or a company secretary, so authorised, may call a directors’ meeting. Notice must be given to each director and the notice must indicate the proposed time, date and place of the meeting. Notice does not need to be in writing but it is best practice to have a form of written notice sent out.

This template is such a form of written notice. It is based on the requirements of the model articles of association for private limited companies. Companies may have different requirements drafted into their articles of association and therefore is essential that this is checked to ensure that the correct procedure is followed. Companies with shareholder agreements in place may also need to check as to whether the agreement requires an alternative procedure for calling a directors’ meeting.

This notice should be sent to all directors.

This template is suitable for private limited companies with model form articles of association.

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