Issue of shares: board minutes: long form

by Practical Law Corporate

A standard set of board minutes for a UK private or unlisted public company proposing to allot and issue new shares. This standard document is for situations where shareholder approval is required and will be obtained at a general meeting. It records the board's approval to call a general meeting to pass resolutions granting the directors authority to allot shares under section 551 of the Companies Act 2006 and disapplying the statutory pre-emption rights. These minutes cover key procedural steps, including declarations of interest by directors, consideration of directors' duties, and the formal approval of the general meeting notice and related documents. This standard document also contains resolutions to formally approve the allotment, issue share certificates, update the company's register of members, and make the necessary filings at Companies House, such as Form SH01.