Make changes to your private limited company
Get agreement from your company
You usually need to get directors or entitled shareholders to vote (known as 바카라 사이트˜passing a resolution바카라 사이트™) on whether or not to make some changes.
Things that usually need a resolution include:
- changing your company name
- removing a director
- changing your company바카라 사이트™s constitution and articles of association - how your company is run
- changing your company바카라 사이트™s share structure
Most resolutions simply need more shareholders to agree than disagree (called an 바카라 사이트˜ordinary resolution바카라 사이트™). They may be simply done by a show of hands at a meeting. Ordinary resolutions are used for most routine changes, for example, increasing a company바카라 사이트™s share capital.
Some decisions, for example changing your articles, might require a 75% or even 95% majority (called a 바카라 사이트˜special resolution바카라 사이트™ or 바카라 사이트˜extraordinary resolution바카라 사이트™).
Your company articles will usually tell you if you need a resolution, and what type it should be.
You must let your shareholders (and auditors if relevant) know when there바카라 사이트™s going to be a vote on a resolution.
You must file special or extraordinary resolutions with Companies House within 15 days of passing them.
Shareholder voting for special and extraordinary resolutions
When you바카라 사이트™re working out the majority in special or extraordinary resolutions you count the number of shares that give the owner the right to vote, rather than the number of shareholders.
Example
A company has 100 shares and 3 shareholders. One shareholder owns 60 shares while the others own 20 shares each. Whatever the shareholder with 60 shares agrees will have a 60% majority.
How to hold a resolution
You do not always need to have a meeting to pass a resolution. If enough shareholders or directors have told you they agree, you can usually confirm the resolution in writing.
You must write to all shareholders letting them know about the outcome of a resolution.