Guidance for the Statutory Removal/Replacement of a Director

Use this guidance to remove a director under section 168 Companies Act 2006 and, if required, appoint a replacement

This guidance sets out the steps required for the shareholders of a company using the statutory procedure set out in section 168 of the Companies Act 2006 to remove a director from office and, if required, replace that director.

Overview of the statutory procedure and why process matters

This guidance provides a broad overview of the statutory procedure necessary to remove a director from office.

It covers the process from the giving of special notice by the relevant shareholder(s) through to holding a general meeting to consider the removal resolution and the company filing the relevant forms with Companies House.

Compliance with the correct procedure is essential if the removal is to be valid.

Articles of association, service contracts and potential protections

This document also considers the implications of the statutory procedure in light of the company’s articles of association and the director’s service contract.

It focuses on the ability of both a company and a director to build in protections against his/her removal as well as seek compensation should he/she be removed from office.

Guidance for the Statutory Removal/Replacement of a Director is part of Corporate. Just £38.50 + VAT provides unlimited downloads from Corporate for 1 year.