Modification to Articles of Association

I read through the model articles and discovered there was a problem.  I had appointed myself as the only director whereas the model articles require two directors to be at virtually all board meetings to take valid decisions.

This was easily fixed.  A shareholders’ meeting was hastily convened to modify the articles, making the following changes:

11(2) replaced with “The quorum for directors’ meetings is one.”

11(3) deleted

38(2) added “ If the company has less than three members, then one or more shareholders representing at least 25% of the share capital shall constitute a quorum.”

The final change means that we now don’t require both shareholders to attend every shareholders’ meeting, although they do need to be notified so that they can attend.

The amended articles were then sent to Companies House.