Powers of directors

Published by a LexisNexis Corporate expert
Practice notes

Powers of directors

Published by a LexisNexis Corporate expert

Practice notes
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The directors of a company are responsible for the day-to-day management of that company.

The directors make decisions on behalf of the company in order that it can carry on its business, including making decisions relating to the company:

  1. raising funds

  2. entering into contracts

  3. purchasing or renting premises

  4. acquiring stock or equipment, and

  5. employing people

For details on decision making by directors, and the processes and procedures typically involved, see Practice Notes: Directors’ decision-making—power, authority and duties, Directors’ decision-making—convening board meetings, Directors’ decision-making—conduct at board meetings, Directors’ decision-making—post board meeting formalities and Directors’ decision-making—written resolutions and decisions by sole directors.

Where do the directors’ powers come from?

The directors are empowered to act on the company’s behalf by:

  1. the company’s articles of association

  2. the Companies Act 2006 (CA 2006)

  3. common law, and

  4. any applicable resolutions of its members

The directors’ powers are subject to:

  1. any provisions in the company’s articles of association limiting those powers

  2. the directors’ general duties as set out in CA 2006, and

  3. matters reserved to

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Jurisdiction(s):
United Kingdom
Key definition:
Directors definition
What does Directors mean?

A director of a company is responsible for the day-to-day management of that company. The directors make decisions on behalf of the company in order that it can carry on its business.

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