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«501 questions and answers for company directors and company secretaries»

Is it compulsory for every company to have a company secretary?How frequently should the board meet?What does the Combined Code say about combining the role of chairman and chief executive?My company has been the subject of a voluntary striking-off. Could it be restored to the register?What are the differences between public companies and private companies limited by shares?Can the members require that a resolution be circulated in connection with a forthcoming annual general meeting?Can you give me some examples of when a person is or is not a shadow director?Is there a maximum number of directors permitted?What are the chairman's powers and duties at a board meeting?I am not too worried about filing late at Companies House. Should I be?Where must a director's service contract be kept?I am a director. What are my rights concerning the reimbursement of expenses that I have incurred?What records should be kept of the use of the company seal?In what circumstances might the court decide that it is just and equitable for a company to be wound up?I notice that Table C is much shorter than Table A. Does this mean that it is easier to use and that there are fewer regulations governing a company limited by guarantee?Directors' general dutiesOut of what funds may dividends be paid?Financial difficulties, winding-up and striking-offI am a director who failed to file on time at Companies House. Will I be prosecuted?Unlimited companiesWhat period of notice is required for a board meeting and in what form must the notice be given?Do the model articles give directors discretion to make further rules?Nominee directorsChairman and conduct of meetingsHow is a poll demanded?Do directors have the right to be indemnified out of company assets?What part does the law play in the appointment of directors?In what circumstances is short notice possible?QuorumWhat is the point of shareholder agreements?Can a company loan money to a director?Does the Combined Code apply to all companies?What is included in the Company details Part of the form 'Application to register a company'?How is consent to act evidenced when a document is filed electronically?Can a board operate entirely by means of written resolutions?What exemptions are available for abbreviated accounts?What sort of companies might be community interest companies?Directors and company secretaryCompanies House GeneralIs there a maximum period for which a director's service contract can run?How long is allowed before a poll is taken?As well as being a director I own all the shares. I want to pay out all the profits to myself as a salary or bonus. Will there be any problems if I do this rather than pay a dividend?Who chooses the company secretary?What information must be given on company business letters and order forms?AccountsShares, debentures and dividendsWhat are the essential features of an unlimited company?If a company is insolvent, what part of its money is ring-fenced for ordinary creditors?Are duly signed minutes conclusive evidence of what happened at a meeting?What is included in the Proposed officers Part of the form 'Application to register a company'?What does the Act say on the subject of indemnification?How can I be certain that Companies House has received something that I have sent to it by post?What is the duty to declare interest in proposed transaction or arrangement?Can the directors appoint a director?What is the logic of the numbering system of the Companies House forms?May the company secretary vote at a board meeting?Is the answer to the last question true for a company limited by guarantee?Are there minimum or maximum amounts for the guarantees in a company limited by guarantee?Who can be the secretary of a private company?Register of directors' residential addressesMust a company hold annual general meetings and, if so, what are the laws concerning timing?I have heard that the Act restricts substantial property transactions with directors. What does this mean?AppointmentWhat are the consequences of being an officer of the company?Must a director be paid?What are the permitted purposes of administration?Are smaller listed companies exempted from some of the requirements of the Combined Code?How do preference shares differ from ordinary shares?I am a director of a company in administration. Can I be dismissed by the administrator?Please tell me more about community interest companies?I have just taken over as company secretary and things were not in good order. What can I do to put things right?Register of directorsHow did directors' general duties develop?What is the position if a charge is not registered?Who will be the chairman of a members' meeting?Can the members be prevented from removing a director?Alternate directorsWould you please explain what is meant by a derivative claimAre there ways round the restrictions on a company making a loan to a director?Are there any requirements concerning format and presentation?What are the possible pitfalls of a voluntary striking-off?Must the statutory information be given when the relevant information is communicated electronically?How are auditors of public companies appointed and how is their remuneration fixed?The guidance in the Combined Code seems sensible but somehow directors' remuneration in listed companies goes up year after year. Why is this and is it "fat cattery"?What is included in the Statement of capital Part of the form 'Application to register a company'?Can the members insist that a general meeting be held?What resolutions must be registered with the Registrar of Companies?What things should be covered by a director's service contract?That's all very well but can you please give more details about the role of non-executive directors?May company articles make other provisions for the removal of directors?What details must be kept in the register of members?Access to informationWhat happens when the number of directors falls below the number needed for a quorum?Can UKLA impose financial penalties?Company nameCan a bankrupt be a company director?Which are the most commonly used forms?What is the definition of a company's constitution?There is more to it than that isn't there?De facto and shadow directorsWhat are the consequences of the location of the registered office?What is in the memorandum of a company incorporated on or after 1st October 2009?What are the essential features of a company limited by shares?As a director am I entitled to access to all the company's statutory records, minute books and accounting records?Why was the concept of administration introduced in 1986?What information must be recorded in the register of directors if the director is a corporate director or a firm?How can a company change its name?What are the time limits for laying and delivering the accounts?What do the new model articles say about how directors are appointed?Corporate governanceYes - but just what is administration?What is meant by the term 'pre-emption rights'?What exactly is meant by the requirement that a notice should give a general description of the business to be transacted?What are the options for the place of registration?Is the requirement different for companies that are charitable companies?How are documents executed?For how long must accounting records be kept?What steps should be taken on the appointment of a new company secretary?Can all officers commit all the offences?How should we respond to a request to issue a duplicate dividend warrant?Registration of companiesIs the last answer really true in all private companies?What business can be conducted at an adjourned meeting?What is a pre-pack administration?How many quoted companies are there?Does it make a difference if the conflict of interest is trivial?ReceivershipOne of our customers is in administration. What powers do we have?Disclosure of statutory informationCan the directors appoint a deputy or assistant secretary?What are the time limits for filing at Companies House?I am a director of a company that is going to go into administration. What will my powers be?Does a company secretary who is also a director have an enhanced role?Do the general duties apply to shadow directors?I have heard that there are more administrations and less receiverships. Why is this?What are the advantages of the monitor service?What are the essential features of a company limited by guarantee?Can a board meeting be held without all the directors being informed?Important note concerning termsWhat is the status of AIM?What is the requirement to display the company name outside its business premises?What is the essential difference between administration and receivership?Who can be the secretary of a public company?Place of registration and the registered officeAre there criminal sanctions for breach of the general duties?Memorandum of associationI use the word 'director' as a courtesy title. What are the possible consequences?How is a company registered?In what circumstances can a company be wound up by the court?In what circumstances is voting conducted by a show of hands?RightsCan the directors remove an auditor?Derivative claims sound like a license for anarchy. Am I right?Are joint secretaries permitted?Is it compulsory to provide a tax voucher?Content of noticesWhat are the rules about retirement by rotation?How is the Combined Code laid out?How may an auditor be removed before the expiry of his term of office?Exactly what does limited liability mean?What are the benefits of being a small or medium-sized company?Financial difficulties The position of the directorsThe Dorchester Finance Case is often quoted in connection with the duty of care. What happened?Exactly how are resolutions registered at Companies House?FilingIs it allowed for directors to borrow company assets?What is a company?Does that mean that in most private companies directors do not retire?Company registration and company constitutionDo the model articles allow for partly paid shares?How can that possibly be enforced?To whom should notices be sent?Are there any limits on the directors' powers to agree the terms of directors' service contracts?Listed companies and corporate governanceWhat must happen in the event of a serious loss of capital by a public company?Can a PO Box Number be used as the registered office?I am interested in a company registered in the Channel Islands. Can I get a copy of its accounts from Companies House?And how does Section 172 affect the directors of a company that is experiencing financial difficulties?Is it necessary to enter written resolutions of the members or directors in the minute book? And is it necessary to record informal corporate acts by the members in the minute book.Order of priority in the distribution of fundsMay a person who is not a director be allowed to attend a board meeting?What is a shadow director?Are there any other limitations on the choice of name?What personal risks might directors run when a company faces financial difficulties?Why is it necessary to disclose certain statutory information?What are the obligations of a resigning auditor?Please give details of how electronic filing works.What should the company secretary be paid?Are there measures in place to prevent improper use of the register of members?Company registrationRegister of secretariesMembers' meetings GeneralHow is the address of the registered office changed?AuditMy company was registered before 1st July 1985. What difference does it make and does it matter?How can I find out if a particular person is banned from being a company director?Must a director have a service contract?What should I know about the register of interests disclosed?What are the legal requirements when there is a sole director or sole member?The shareholders want bigger dividends than the directors are willing to recommend. What happens?Are there some circumstances in which pre-emption rights do not apply?Would you please explain what is meant by 'clear days'?What is the relationship between the company secretary and the directors?Have you any other suggestions that may help facilitate good board meetings?With reference to the last answer, is the same standard required of all directors in all companies?What action might directors take after receiving suitable professional advice?Can any director call a board meeting?Are all directors officers of the company?ResolutionsWe want to end the registration of a dormant company. Is there an alternative to a members' voluntary winding-up?To whom are the directors' general duties owed?What is the accounting reference date and what is its significance?Execution of documents and the company sealWho determines the directors' fees (if any) and terms of their contracts (if any)?How has the office of company secretary developed over the years?Can a company be struck-off without the knowledge of the members or directors?What information must be recorded in the register of secretaries if the secretary is an individual?What happens if it is not possible to obtain a quorum?I have read the questions and answers in this section about board meetings and in many respects my board does not operate in the required way. Does it matter?How have corporate governance codes developed since 1992?How are the duties enforced?At the instigation of the registrarHow can I use Companies House to obtain information?Is it essential that proxy forms accompany notices?Are there any particular requirements concerning the date, place and time of a meeting?What rights do auditors have to see documents and have their questions answered?What does the term 'default provision' mean in relation to articles?Rights and duties of directorsSome key points from the model articlesDo the model articles allow a company to have a sole director?What is the procedure for declaring and paying an interim dividend?How does Section 172 affect the directors of a company that is a charity?Can a company registered in England and Wales change its place of registration to Scotland?Does the auditor have any other duties?How is voting on a show of hands conducted?Companies limited by sharesWhat is the Statement of compliance in the form 'Application to register a company'?What is the purpose of Companies House?Must the registered office always be in the territory of incorporation?I think that the rules about access to the registers and provision of copies and extracts amount to a charter for nosey-parkers. Why cannot people get the information from Companies House?Can I get a copy of a director's service contract?Are there other requirements concerning the disclosure of information on business letters?What is meant by the duty to exercise independent judgment?Can stock be converted into shares?Notice GeneralAre there any age restrictions?Does the chairman have a casting vote at a board meeting?Is interest payable if calls are paid late?What is an alternate director and what are his powers and responsibilities?What are the consequences if the company is registered in Wales?What exactly is meant by comply or explain?Is it possible to change a company's form of registration?I am an unpaid non-executive director so presumably all this nonsense about the duty of care does not apply to me. I am right aren't I?What part do the articles play in the appointment of directors?Does the Combined Code have the force of law behind it?Striking-off. Following application by the directorsWhat are the rules about a director's resignation?Can a director's conflict of interest be authorised by the directors?Does the answer to the last question mean that some people convicted of very serious crimes cannot be banned from being a director?Whose responsibility is it to prepare, lay (if required) and deliver the accounts?What are the basic choices concerning articles?Companies House forms include a box for contact details. Is it essential that this information be given?What are the compliance rates for filing on time at Companies House?Can the accounting reference date be changed?What is a suitable form of words when a company seal is not used?Are there any other requirements concerning the content of the register of members?Must minutes of meetings be taken?Is it possible to amend special resolutions or ordinary resolutions requiring special notice?Can articles require that all resolutions proceed directly to a poll without a show of hands first?Have directors' general duties now been codified?Which debts rank as preferential?My company has been struck-off. Are officers of the company released from their liabilities?What is UKLA and who is responsible for it?I hate filling in forms so I plan to send all notifications to Companies House by letter. Is this acceptable?Are there any restrictions on a director lending money to his company?What is included in the Statement of guarantee Part of the form 'Application to register a company'?What disclosure must a company make of loans to directors and connected persons?The number of directors has dropped below the number needed for a quorum. What can be done?Can a valid board meeting be held without all the directors being in the same place?Who can be an alternate director and what are the formalities of appointment and removal?How is voting on a poll conducted?Is there a prescribed minimum number of directors and is a sole director permitted?How much freedom do I have in nominating my service address?I invest in a company that does not comply with all the detailed provisions of the Combined Code. Am I right to be desperately worried?We are getting close to the last permitted date for the annual general meeting and the accounts are not ready. What can we do?What types of business must be the subject of special resolutions?Who decides whether or not there will be a company secretary of a private company?Listed companiesIn what circumstances may shares be forfeited or surrendered?What does 'unable to pay its debts' mean?Are the articles of association important? Why are there not more questions about them in this section of the book?What is an ordinary resolution and when is one needed?What happens if a quorum is not present or if a quorum ceases to be present?What do the new model articles say about events which lead to loss of office by a director?How can I easily check all the requirements concerning company names?How are the first directors appointed?My company is insolvent and is being wound up. Who will get what money there is?How many statutory registers are there and what are they called?Can a director be removed by means of a written resolution of the members?Is an action for 'Unfair Prejudice' connected with directors' general duties?My company has 100 shares registered in joint names and the joint shareholders disagree about how the votes should be cast. Does each shareholder cast 50 votes as they wish?How is a company registered?What sort of organisation might suit being an unlimited company?Shareholder agreementsWould you please give me some figures to show the expansion in the number of registered companies?What steps should be taken on the appointment of a new director?My private company no longer holds annual general meetings. How can dividends be paid?What are the consequences of a company having a shadow director?Can a minor own shares in his own name?What is a nominee director?What is the duty to avoid conflicts of interest?Can directors delegate some or all of their duties?What is the SETS system of trading?I am sure that there have been many interesting cases about board meetings. Would you tell me about one of them?Is an administrator personally liable for contracts that he makes on behalf of the company?Our accountant looks after most things. Is it his responsibility to get everything necessary to Companies House?What is the main thrust of the duty to promote the success of the company?Register of interests disclosedHow can a mistake in the minutes be corrected after they have been signed?What number is a quorum for a board meeting?Company fundamentalsIs there a way round the restrictions on changing the accounting reference date?Notice periodsObjects clause and authorised share capitalDoes the Combined Code allow directors to have lengthy periods of notice?Changes to the articlesI have looked at the Combined Code and some of its provisions seem bland and obvious. Do others think this?Will electronic filing become compulsory?During what period may an application be made to have a company restored to the register that was struck-off at the instigation of the Registrar?Payment, expenses and service contractWho and what are 'connected persons' in connection with substantial property transactions?Can you give a practical example of how a nominee director might get it wrong?Basic questionsMy company faces financial difficulties. How much should this be a factor in setting directors' pay?What are the procedures for approving, signing, laying and delivering the accounts?Who can inspect directors' service contracts?Restrictions on who can be a directorIn what form may the statutory registers be kept and, in particular, may they be computerised?Are there any limits to the number of directorships that I can hold?Are there any special dangers for nominee directors?What is the significance of different classes of share?I have heard that a director must step down on reaching the age of 70. Is this correct?Substantial property transactions sound rather complicated. Can you give some practical examples?What is the procedure for the removal of a director by the members at a general meeting?What does the Combined Code say about directors' remuneration?May shares be issued at a premium and may they be issued at a discount?Can the articles override the provisions of the Companies Act or other Acts?I control 51 per cent of the votes at a general meeting of the company. I think that people who ride motorcycles should not be company directors and a director will not heed my request to stop riding motorcycles. Can I requisition an extraordinary meeting and vote him off the board?What is the requirement to give details of members with the annual return?Do we still have extraordinary resolutions?What does the Combined Code say about the balance on the board between executive and non-executive directors?What are the required periods of notice for the different types of meeting?What is the essential difference between shares and debentures?What information must be recorded in the register of directors if the director is an individual?Is it a requirement that minutes be kept in a bound book?What are the definitions of small and medium-sized companies?What are the subject areas covered by the Combined Code?What is a de facto director?What steps does the Registrar take before deciding to strike-off a company?Is on-line access expensive?I have heard that long periods of notice are frowned upon. Is this correct?What rights does a proxy have at a members' meeting?How must a listed company disclose how it has complied with the Combined Code?What does Table A say about minutes?What was in the memorandum of a company with a share capital registered before 1st October 2009?What are acceptable reasons for a members' voluntary winding-up?What are the three ways in which a company may be wound up?What is the quorum for a members' meeting?What does Companies House say that it does?What are the duties of the chairman?Who can vote on a show of hands?Who is the chairman of the board of directors?My company is limited by guarantee. Can I safely ignore the questions about share capital and dividends?I do not want to disclose my date of birth. Must I really do so?What is (or was) the objects clause of a company registered before 1st October 2009?Companies limited by guaranteeIs it necessary to give notice of an adjourned meeting?Accounts and auditWhat should directors not do when they believe that their company may have financial difficulties?Are there any exceptions to the requirement for a private company to include 'Limited' or 'Ltd' in its name?Is it necessary to pass a resolution to pay a dividend on preference shares?Directors Basic questionsI have resigned as a director but the other directors refuse to accept my resignation and they have just included me as a director on the annual return. Am I a director?How much freedom do the members have concerning the articles?Are machine-generated or facsimile signatures on documents accepted by Companies House?Is the issue of a duplicate tax voucher permitted?What are the requirements for a dormant company?From what does the chairman derive his powers?What is the Companies House Anti-Hijacking Service (PROOF)?What must be included in a notice convening a meeting?What is meant by the terms executive director and non-executive director, and what are the differences?Who may sign when the company seal is used?Community interest companiesWhat are the powers that directors must act within?What is the consequence if a notice is not sent to someone entitled to receive a notice?What is the position concerning an objects clause for a company registered on or after 1st October 2009?Must the registered office be an actual office of the company?What is the precise meaning of 'deliver to Companies House'?I have noticed that quite a few companies seem to not fully comply. Am I right and does it matter?What are the chairman's powers to adjourn the meeting?Can the articles be changed and if so how is it done?Approval and afterwardsIs it possible to entrench the articles?What is the difference between cumulative preference shares and non-cumulative preference shares?What is the composition of a set of accounts?Please give me examples of resolutions for the declaration of an interim dividend and a final dividend.What is the position if there is an accidental failure in giving notice of a resolution or a meeting?What information about the right to appoint a proxy (or proxies) must be included in the notice?What do the model articles say about the appointment of directors by the members?Can a formal board meeting ratify the business done at an informal meeting?To what extent does Companies House verify information supplied to it?What should I know about the register of charges?I am a non-executive director and I do not have a service contract. Should I have one?Company secretary. The position and the roleStatutory registers. General (including location and inspection)Must the chairman's casting vote be exercised in a particular way?What should the directors do when they believe that their company may have financial difficulties?Can the members insist on having an audit?Is it true that a company can only go into administration if it is unable to pay its debts?How can I contact Companies House?Can a shareholder waive a dividend?Register of chargesDoes it make a difference if the benefit is trivial?What is a scrip dividend?Is it always one share one vote on an ordinary resolution of the members to remove a director?Board meetings GeneralAdministrationWhat are the obligations of the directors to draw relevant matters to the attention of auditors?Can the company secretary insist on attending a board meeting?Can a director be removed from office by a vote of the directors?What sort of organisation might suit being a company limited by guarantee?I am a director and the sole shareholder. Can I take as much money out of the company as I like?Who has responsibility for the minutes?What are the main duties of an auditor?Are there any more consequences of the location of the registered office?DebenturesAs a director I want to take independent advice on my responsibilities. Can I insist that it be paid for by the company?What is the duty not to accept benefits from third parties?What has happened to the memorandum of a company registered before 1st October 2009?What information must be recorded in the register of directors' residential addresses?Do nearly all companies strictly follow the rules about the location of the statutory registers?What is meant by the term 'unified board' and do we have them in Britain?What is a community interest company?What should I know about joint names appearing in the register of members and what about nominee names?Does Table A specify events which lead to loss of office by a director?Must the chairman allow everyone to speak, to say exactly what they want and to take as long as they wish?Who and what can audit companies?We forgot to notify Companies House of my appointment as director. What should we do and am I a director?What is meant by the term 'partly paid shares'?What is the correct system for approving the minutes?Would you please explain what is meant by "entrenchment" as mentioned in the answer to the last question.What are the penalties for late delivery of the accounts to Companies House?What groups of people are prevented by law from being a director?How does the Combined Code define an independent nonexecutive director?Who has the right to attend a members' meeting?What is meant by the duty to exercise reasonable care, skill and diligence?With reference to the last question - what exactly is meant by 'order form'?What are the general duties?A dividend warrant has not been presented for payment. What should we do?Is it possible to have a shareholder agreement separate from the articles?I am (or was) a director of a company that was struck-off even though it is still trading. What should I do?What is the requirement to have accounts audited?Who can apply to have a company put into administration?Does HMRC treat the remuneration of executive directors and non-executive directors in the same way?What are the rules for a written resolution of the members in a private company?What are the rules about inspection of the registers?What is the relationship between the Registrar of Companies and Companies House?Is it necessary to keep the minutes of directors' meetings separate from the minutes of members' meetings?Does the chairman have a casting vote?I am a director of an active company that has just been struck-off by the Registrar. Am I right to be angry?Register of membersWho or what determines the rules for the conduct of board meetings?MeetingsWhy would anyone in their right mind agree to be a member of an unlimited company?Can the directors authorise a director to accept a benefit from a third party?What is a Licensed Insolvency Practitioner?How are the chairman and managing director chosen and does a company have to have them?What sort of things might be suitable for inclusion in a shareholder agreement?Do the model articles allow for alternate directors?For how long must minutes be kept?What charges must be registered?What groups of people may be prevented by the articles from being a director?What documents must be executed?Shareholder A sold shares to Shareholder B at about the time that the dividend was declared. Which one gets the dividend?What is the difference between a members' voluntary winding-up and a creditors' voluntary winding-up?Are there any exceptions to the requirement for the secretary of a public company to be a member of one of the bodies specified in the answer to the last question?Do the same restrictions apply to the payment of interest on loan stock and debentures?Are directors (other than in a charitable company) totally free to pursue any object that they wish?What does Table A say about notice to the members of a resolution to propose a director?What was in the memorandum of a company limited by guarantee registered before 1st October 2009?When is special notice of an ordinary resolution required and what are the procedures?What determines what type of resolution is required for a vote by the members?What are the special rules for the period of a company's first accounts?What are the consequences of a company going into administration?What is the procedure for declaring and paying a final dividend?What are the alternatives to a company?The answer to the last question seems bizarre. Are you serious?Resolutions and noticeIn practice how does a company operate as a director of another company?We hardly ever have a formal vote at our board meetings. Have we got it wrong?Minutes. GeneralAre there any requirements concerning where the statutory registers must be kept?May directors have the benefit of directors' liability insurance?Is it lawful to hold an annual general meeting at which no business is transacted?How is a special resolution passed?Can a director be exempted from the consequences of a claim for breach of duty?I have heard that a decision may be taken as an informal corporate act rather than by passing a resolution. How does this happen?Substantial property transactionsWhat are the powers of the courts to ban a person from being a director?Good board meetingsCan I buy shares using a nominee name?Is it compulsory that accounts comply with accounting standards?Is it possible for the time limits to be extended?SharesWhat is receivership?Can members ratify a breach of duty?What powers does an administrator have?What are the different ways of filing at Companies House?What part of a director's fee is payable to a director who resigns part-way through a year?LoansToday is 7th September. I resigned as a director on 30th June with effect from 31st December. What are my rights and responsibilities until 31st December?What are the articles of association?What are the steps leading to the voluntary striking-off of a company?Who has the authority to issue a notice convening a meeting of members?Are there any more differences between public companies and private companies limited by shares?What should be recorded in the minutes?Would you please summarise the required notice periods for the different resolutions and also the majority of votes cast in each?DividendsAnnual general meetingDo the owners of partly paid shares rank for the payment of a full dividend?Must the company be supplied with information for the registers or is there an obligation to seek it out?I am an officer of the company and it all sounds rather worrying. How worried should I be?Can a resolution of the members be passed as a written resolution?How are the auditors of private companies appointed and how is their remuneration fixed?Officers of the companyHow are directors appointed?Can I apply to have a registered company ordered to change its name?Are matters at a board meeting settled by a majority vote?VotingWould you please define an administrative receiver?How are directors appointed if the company has no living members or directors?What exactly is meant when it is said that a company has a separate legal personality?What are the stages in a winding-up?Must the company's registered name be given in other documents?Is Companies House efficient and does it give value for money?What right does a director have to call a meeting of the members?What are the contents of Form IN01 to register a company?How can I get hold of blank Companies House forms?Resignation, retirement and removalDo the model articles allow the directors as a whole to terminate the appointment of a director?What are the remedies if an action is successful?What information must be recorded in the register of secretaries if the secretary is a corporate director or firm?What is (or was) authorised share capital?Must companies that are registered charities have an objects clause in their constitution?Can a company start trading (or operating) as soon as it has been registered?I am an executive director and I do not have a service contract. Should I have one?Company constitutionIs it compulsory for a company to have a company seal?Basic questions about articlesIs the notice that convenes a meeting relevant to establishing whether or not it is an annual general meeting?Who is required to co-operate with an auditor?What types of organisation must register information at Companies House?What are the different types of company?Statutory registers and Companies HouseCan you suggest a good system for the scheduling of a board meeting and preparation for it?Does a managing director have any extra powers recognized by law?Will you give an example of an old case concerning a director's duty of care?What is the normal business of an annual general meeting?Must the existence of a shadow director be reported to Companies House?What matters can a board delegate to a committee?We forgot to notify Companies House of my appointment as company secretary. What should we do and am I the company secretary?Who is an officer of the company?My company has breached the rules concerning substantial property transactions. What are the possible consequences and remedies?What are the rules about the quality of paper documents to be registered at Companies House?What stops a company having a name that is the same as, or similar to, the name of another company?Winding-up. GeneralWhat are the requirements that the company name should correctly designate the type of company?What rights does an auditor have in connection with members' meetings?I have heard of model articles. What does this mean?Must certain business be conducted at an AGM and is there some business that cannot be conducted at an AGM?Is there a quick, cheap and easy way of getting my own company?
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