What should a board resolution include?

A board resolution should usually include the company name, meeting date, directors present, decision approved, authority granted, and signatures or confirmation of approval.

When is board approval needed in the UK?

Board approval is commonly needed for major contracts, banking arrangements, share allotments, director appointments, loans, dividends, and significant company transactions.

How many directors must approve a board resolution?

The level of approval depends on the company’s articles of association, quorum requirements, conflicts of interest, and any statutory rules that apply to the decision.

Can a sole director pass a board resolution?

Yes. A sole director can usually pass a board resolution if the company’s articles permit sole director decision-making.

Are board minutes the same as a board resolution?

Board minutes record the discussion and decisions at a directors’ meeting. A board resolution is the specific formal decision approved by the board.

Do board resolutions need to be filed at Companies House?

No. Most board resolutions do not need to be filed at Companies House, although certain related company changes may require separate filings.

How long should UK board resolutions be kept?

Companies should usually keep board resolutions with their statutory records for at least 10 years from the date of the decision.

What is a board resolution to open a bank account?

A banking board resolution authorises the company to open, manage, or change a bank account and confirms who can sign or operate it.

What is a board resolution to appoint a director?

A director appointment resolution records the board’s approval to appoint a new director, subject to the company’s articles and Companies House filing requirements.

What is a board resolution to issue shares?

A share issue resolution records the directors’ approval to allot shares, where they have authority to do so under the Companies Act 2006 and the company’s articles.

What is a board resolution to approve a dividend?

A dividend resolution records the directors’ decision to recommend or declare a dividend, subject to available distributable profits and the company’s constitution.

Can a board resolution authorise someone to sign documents?

Yes. A properly drafted board resolution can authorise a director, officer, or other person to sign documents on behalf of the company.

Where can I create a UK board resolution document?

The main page can help you generate tailored UK board resolution documents based on the type of company decision you need to record.

EN-GB>Corporate>Board Resolution>Common UK Board Resolution Types

Common UK Board Resolution Types

Created: 8 Jun 2026

This overview explains common UK board resolution types and when they are used, helping directors and company officers choose relevant documents. Explore more AI Generated British Corporate Resolutions.

Resolution Type	Purpose	Organisation Type	Complexity Level	Supporting Documents Usually Required
Governance
Approve Previous Board Minutes	Approves minutes of an earlier board meeting.	Private company limited by shares Private company limited by guarantee Public limited company Other body corporate	Low	true
Appoint A Director	Approves appointment of a new director.	Private company limited by shares Private company limited by guarantee Public limited company	Medium	true
Accept Director Resignation	Records resignation and authorises Companies House filing.	Private company limited by shares Private company limited by guarantee Public limited company	Low	true
Appoint Chair Of The Board	Appoints a director to chair board meetings.	Private company limited by shares Private company limited by guarantee Public limited company Other body corporate	Low	false
Governance, Employment
Appoint Managing Director	Approves appointment and delegated executive authority.	Private company limited by shares Public limited company	Medium	true
Governance
Establish A Board Committee	Creates a committee and approves terms of reference.	Private company limited by shares Private company limited by guarantee Public limited company Other body corporate	Medium	true
Governance, Administration
Delegate Authority To Directors Or Officers	Authorises named persons to act for the organisation.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Governance, Contracts
Grant A Power Of Attorney	Authorises an attorney to sign documents or act.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Governance, Compliance
Approve Director Conflict Of Interest	Records disclosure and authorisation of a conflict.	Private company limited by shares Private company limited by guarantee Public limited company	High	true
Governance, Contracts, Compliance
Approve Related Party Transaction	Approves transaction involving directors or connected persons.	Private company limited by shares Private company limited by guarantee Public limited company	High	true
Governance, Administration
Approve Written Board Resolution	Approves a decision without holding a meeting.	Private company limited by shares Private company limited by guarantee Other body corporate	Low	false
Governance
Call A General Meeting	Approves notice and business for a member meeting.	Private company limited by shares Private company limited by guarantee Public limited company	Medium	true
Finance, Compliance
Approve Annual Accounts	Approves accounts for filing and circulation.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership	Medium	true
Approve Directors' Report	Approves statutory directors' report.	Private company limited by shares Private company limited by guarantee Public limited company	Medium	true
Finance, Shares and Capital
Declare Or Recommend Dividend	Approves interim dividend or recommends final dividend.	Private company limited by shares Public limited company	High	true
Finance
Approve Annual Budget	Approves financial plan and spending assumptions.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Finance, Administration
Open Company Bank Account	Authorises account opening and banking mandate.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Low	true
Change Bank Signatories	Updates authorised bank signatories and limits.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Low	true
Finance, Contracts
Approve Borrowing Facility	Approves loan terms and entry into facility documents.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Finance, Contracts, Property
Grant Security Or Charge	Approves mortgage, debenture, charge or guarantee security.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Finance, Contracts
Approve Corporate Guarantee	Approves guarantee of another party's obligations.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Finance, Compliance
Appoint Or Reappoint Auditor	Approves auditor appointment process or recommendation.	Private company limited by shares Private company limited by guarantee Public limited company	Medium	true
Shares and Capital
Allot New Shares	Approves issue and allotment of new shares.	Private company limited by shares Public limited company	High	true
Shares and Capital, Administration
Issue Share Certificates	Authorises issue of certificates to shareholders.	Private company limited by shares Public limited company	Low	true
Shares and Capital
Approve Share Transfer	Approves registration of a share transfer.	Private company limited by shares Public limited company	Medium	true
Shares and Capital, Governance
Refuse Share Transfer Registration	Records lawful refusal to register a transfer.	Private company limited by shares Public limited company	High	true
Shares and Capital, Finance
Approve Share Buyback	Approves purchase of the company's own shares.	Private company limited by shares Public limited company	High	true
Shares and Capital, Employment
Approve Share Option Scheme	Approves employee equity incentive arrangements.	Private company limited by shares Public limited company	High	true
Grant Share Options	Approves option grants to employees or consultants.	Private company limited by shares Public limited company	Medium	true
Shares and Capital
Approve Share Subdivision	Approves division of shares into smaller nominal amounts.	Private company limited by shares Public limited company	Medium	true
Approve Share Consolidation	Approves consolidation of shares into larger nominal amounts.	Private company limited by shares Public limited company	Medium	true
Contracts
Approve Material Commercial Contract	Approves entry into a significant business contract.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Approve Supplier Agreement	Approves key supply terms and signing authority.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Approve Customer Agreement	Approves key customer terms and execution.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Approve Confidentiality Agreement	Authorises signing of an NDA or confidentiality terms.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Low	true
Contracts, Employment
Approve Settlement Agreement	Approves settlement of dispute or employment claim.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Contracts, Compliance
Authorise Litigation Or Legal Proceedings	Approves starting, defending or settling proceedings.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Administration, Compliance
Change Registered Office	Approves new registered office and filing.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership	Low	true
Adopt Or Change SAIL Address	Approves single alternative inspection location.	Private company limited by shares Private company limited by guarantee Public limited company	Low	true
Approve Statutory Records Location	Approves where statutory registers are kept.	Private company limited by shares Private company limited by guarantee Public limited company	Low	false
Administration, Governance
Appoint Company Secretary	Approves appointment of company secretary.	Private company limited by shares Private company limited by guarantee Public limited company	Low	true
Administration, Finance, Compliance
Change Accounting Reference Date	Approves change to financial year end.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership	Medium	true
Administration, Governance
Recommend Change Of Company Name	Recommends name change for member approval or filing.	Private company limited by shares Private company limited by guarantee Public limited company	Medium	true
Adopt Or Use Company Seal	Approves adoption or use of a common seal.	Private company limited by shares Private company limited by guarantee Public limited company Other body corporate	Low	false
Administration, Contracts
Authorise Execution Of Documents	Authorises signatories to execute documents.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Low	true
Employment, Governance
Appoint Senior Employee	Approves hiring of senior staff or executives.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Approve Director Service Contract	Approves director employment or service terms.	Private company limited by shares Public limited company	High	true
Employment, Governance, Finance
Approve Director Remuneration	Approves director pay, fees or benefits.	Private company limited by shares Private company limited by guarantee Public limited company	Medium	true
Employment, Finance
Approve Employee Bonus Payments	Approves discretionary or contractual bonus payments.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Employment, Compliance
Approve Redundancy Programme	Approves redundancies, consultation and related costs.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Employment, Compliance, Finance
Approve Workplace Pension Arrangements	Approves pension provider or auto-enrolment arrangements.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Property, Contracts, Finance
Enter Into Commercial Lease	Approves lease terms and execution.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Property, Finance, Contracts
Approve Property Purchase	Approves purchase of land or buildings.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Approve Property Sale	Approves sale of land or buildings.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Property, Contracts
Approve Property Licence	Approves licence to occupy or use premises.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Compliance, Employment
Approve Health And Safety Policy	Approves workplace health and safety arrangements.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Compliance, Administration
Approve Data Protection Policy	Approves UK GDPR and data protection governance.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Compliance
Approve Anti-Bribery Policy	Approves procedures to prevent bribery.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Approve Modern Slavery Statement	Approves annual slavery and trafficking statement.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	High	true
Compliance, Finance
Approve VAT Registration	Approves VAT registration and related administration.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Low	true
Approve Insurance Arrangements	Approves insurance cover, broker or renewal terms.	Private company limited by shares Private company limited by guarantee Public limited company Limited liability partnership Other body corporate	Medium	true
Governance, Administration
Appoint LLP Designated Member	Approves appointment of an LLP designated member.	Limited liability partnership	Low	true
Finance, Compliance
Approve LLP Accounts	Approves LLP accounts for filing.	Limited liability partnership	Medium	true

What UK Board Resolution Types Are Most Common?

Most UK board resolutions fall into a few recurring areas: company governance, finance, shares and capital, contracts, administration, employment, property and compliance. Routine resolutions such as approving minutes, appointing officers, opening a bank account or changing a registered office are usually lower complexity. Resolutions involving share issues, dividends, borrowing, property transactions, substantial contracts or conflicts of interest are more likely to need supporting documents and closer legal review.

When Is A Board Resolution Not Enough In The UK?

A board resolution may not be sufficient where the Companies Act 2006, the articles of association or shareholder agreements require member approval. Common examples include changes to articles, certain share capital actions, approval of some director transactions, and some company name or reorganisation matters. Boards should check the articles, statutory requirements and any investor consents before relying on a board-only approval.

What Supporting Documents Should Directors Expect?

Finance resolutions often require facility letters, security documents, budgets, solvency information or bank mandates.
Shares and capital resolutions commonly need the articles, cap table, allotment documents, pre-emption disapplications or Companies House filings.
Contract and property resolutions usually need the final contract, lease, transfer, valuation, heads of terms or due diligence papers.
Employment and compliance resolutions may require appointment letters, policies, regulatory assessments or conflict declarations.

Why Do Articles And Companies House Filings Matter?

For UK companies, the board\'s powers and procedures are shaped by the company\'s articles and the Companies Act 2006. Some resolutions also trigger Companies House filings, such as director appointments, registered office changes, share allotments, charges, accounting reference date changes and company name changes. The resolution should therefore match the follow-up filing and internal register updates required for the decision.

Want to Generate Your own Board Resolution?

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FAQs

What are the most common UK board resolution types?

Common UK board resolution types include resolutions to approve contracts, appoint directors, open bank accounts, issue shares, approve loans, declare dividends, and authorise company filings.

What is a UK board resolution?

Why does a company need a board resolution?

What is the difference between a board resolution and a shareholder resolution?

Can a UK board resolution be passed in writing?

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