Board Minutes – Removal of Authorised Share Capital
Holding a board meeting is the first step to take when a company wants to remove the provisions in its articles of association relating to authorised share capital.
At the board meeting the directors will resolve to call a general meeting, where the following relevant shareholders’ resolutions:
• ordinary resolution to remove the provision relating to authorised share capital; or
• special resolution to adopt new articles entirely,
will be put to the shareholders for a vote. The text of the proposed resolutions will be set out in the board minutes.
These board minutes record the proceedings of the board meeting where it is decided to convene a general meeting (or alternatively to circulate a shareholders’ written resolution).
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