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Hi, Thank you for your question and welcome. My name is ***** ***** I will assist you. Are you a director of the company as well? Does the company have Table A articles of association? Kind regards AJ
Hi, Thank you. Do you actually want to re appoint this person or simply just ensure that due process has been complied with? Kind regards AJ
Hi, Thank you. A breach of the articles of this nature does not cause any substantive issues for the company. The most straight forward way to deal with this, is to either (i) Simply ratify the appointment of this trustee at the next board meeting by passing a board resolution or (ii) You can follow the formal process of calling an EGM, on 28 days notice, in order to have the board acknowledge that the articles were not complied with, simply to then comply with the provision detailed in the articles. Are the directors available to attend a board meeting at short notice? And will the appointment of this trustee be unanimously approved? Kind regards AJ
Hi, Thank you. Will the members object to what has happened?
Hi, Thank you. In order to be safe and ensure you are not criticised in the future, I would call an EGM and get the members to ratify the actions of the board i.e not requiring this trustee to resign and allowing him to continue as a trustee until the next AGM. How many members are there?
Hi, Thank you. You can send them a written resolution for them to sign and return ratifying this trustees continuing office. They will have to sign and return it within 28 days (or at least 31 of them would). As this relates to an appointment, an ordinary resolution is fine. Kind regards AJ
No problem. I look forward to hearing from you. Kind regards AJ
Hi. Thank you. The companies act does not require directors to retire at 70. Are the trustees not members of the company as well?
Hi thank you - if the articles say the trustees can reflect him then that is fine. If he chooses to articles and not retire then he should ask the Members (not the trustees) to ratify such an action. In any event it seems unnecessary not to go through the process of retiring if the trustees will relect him any event, as it will just create extra administration for the company. Kind regards AJ