All companies limited by shares have both directors and shareholders. In many companies they are the same people, but they do not have to be. Directors do not have to own shares in the company and shareholders are not necessarily directors. For a more detailed explanation click here. Shareholders are also known as the members of the company.
Many company procedures require decisions by both the directors and the shareholders. This can be confusing when they are the same people. What can make it more confusing is that the procedures for directors making decisions are not the same as those for shareholders. By and large, the procedures for shareholders' decisions are subject to more detailed regulation by the Companies Act 2006 and are more complex. In both cases, decisions are made by passing resolutions, of which there are different types. Directors' and shareholders' resolutions must either be passed at meetings, called in accordance with the proper procedures, or as written resolutions, and should be recorded in minutes, which companies are required to retain for at least 10 years.
Many of our services require decisions to be made by both directors and shareholders. You will find that we clearly distinguish between them and give clear indications of the required procedures.
