Introduction to this document

Notice to a director of a shareholder proposal to remove them from office

If the company receives special notice that the shareholders intend to remove a director from office, it needs to notify the director concerned. Use our model to make sure you pass on all the relevant information.

Special notice

If the shareholders intend to remove a director from office, they need to give special notice to the company. This ensures that the director concerned has a chance to make representations to the shareholders before they are removed from office. If the director wishes, they have the right to ask the company to circulate a statement about the resolution.

See our Removing a Director Checklist for an overview of the procedure.

Informing the director

Once the company has received the special notice, the company must send a copy to the director concerned straight away. Our model encloses a copy of the notice and informs the director of their right to make representations to the shareholders. If the director wishes to do this, the company must circulate the director’s statement (as long as it is confined to a reasonable length). If the statement is received too late to send it out, the director can have their statement read out at the meeting.