C5Part 10A company's directors

Annotations:
Modifications etc. (not altering text)

Chapter 4Transactions with directors requiring approval of members

Payments for loss of office

I1C4217C1C2C3Payment by company: requirement of members' approval

1

A company may not make a payment for loss of office to a director of the company unless the payment has been approved by a resolution of the members of the company.

2

A company may not make a payment for loss of office to a director of its holding company unless the payment has been approved by a resolution of the members of each of those companies.

3

A resolution approving a payment to which this section applies must not be passed unless a memorandum setting out particulars of the proposed payment (including its amount) is made available to the members of the company whose approval is sought—

a

in the case of a written resolution, by being sent or submitted to every eligible member at or before the time at which the proposed resolution is sent or submitted to him;

b

in the case of a resolution at a meeting, by being made available for inspection by the members both—

i

at the company's registered office for not less than 15 days ending with the date of the meeting, and

ii

at the meeting itself.

4

No approval is required under this section on the part of the members of a body corporate that—

a

is not a UK-registered company, or

b

is a wholly-owned subsidiary of another body corporate.