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Formalities for Sole Director conducting and recording board minutes

Sole Directors and Board Minutes

Usually, a meeting will consist of more than one person. There is however legal precedent regarding the ability of sole directors to have a meeting of one. 

Sole directors will, however, usually record their decisions as resolutions in writing which they will then sign.

Section 248 of the Companies Act 2006 requires every company to take minutes of all proceedings at meetings and retain such minutes for 10 years after the date of the meeting. Section 248 does not specifically refer to the situation that applies to sole directors, however, it is considered good practice for a sole director to record their decisions which, if there were more than one director, would have been considered at a board meeting as resolutions in writing, particularly where decisions are made which are significant for the company’s business. 

However, it is always best to check the company’s articles for any specific requirements in relation to minutes or written resolutions of a sole director.

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