When do I use this document? for the sale and purchase of a company which is not part of a corporate group for the sale of a company by a single seller for a transaction where the acquisition is signed and completed simultaneously, with no closing conditions when the consideration is paid in full in cash at completion What are the key features? full-form SPA with 22 clauses and 4 schedules over 33 pages process for the sale and purchase of shares and completion deliverables warranties from the seller relating to the target company seller limitations from liability under the warranties provision for indemnities for specific issues restrictive covenants from the seller tax covenant for pre-completion tax liabilities What other documents are there? For alternative forms of SPA for a standalone company, see: Share Purchase Agreement single company, conditional Share Purchase Agreement single company, completion accounts Share Purchase Agreement single company, completion accounts and earnout Share Purchase Agreement single company, multiple sellers

Board minutes: appoint director

Minutes for a meeting of the board of directors of a company to approve the appointment of a new director.

when the Shareholders Agreement and/or Articles of Association allow the directors to appoint new directors
in particular, if the company has adopted the Model Articles without amendment

What are the key features?

declaration of directors’ interest (if applicable)
resolution to approve appointment of new director
provision for the new director to make a general declaration of interest

What other documents are available?

For appointment of a director by shareholder notice, if permitted, see

Shareholder notice – appoint or remove director

Description

When do I use this document?

for the sale and purchase of a company which is not part of a corporate group
for the sale of a company by a single seller
for a transaction where the acquisition is signed and completed simultaneously, with no closing conditions
when the consideration is paid in full in cash at completion

What are the key features?

full-form SPA with 22 clauses and 4 schedules over 33 pages
process for the sale and purchase of shares and completion deliverables
warranties from the seller relating to the target company
seller limitations from liability under the warranties
provision for indemnities for specific issues
restrictive covenants from the seller
tax covenant for pre-completion tax liabilities

What other documents are there?

For alternative forms of SPA for a standalone company, see:

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

£15.00 exc VAT

Updated by a lawyer on 23/07/2025

Updated By a lawyer on 11/15/2022

Create your document in 3 Easy Steps

“I have worked in legal and business affairs for over 25 years and need access to a wide range of corporate and commercial legal precedents. Paperrock is a refreshing source of high-quality legal templates. Superb value for money.”

Amanda | Bannister Creative

“It’s hard to find legal documents on the internet you can really trust. Knowing an expert lawyer has drafted what I need, gives my business the edge and gives me peace of mind.”

Board minutes: appoint director

When do I use this document?

What are the key features?

What other documents are available?

When do I use this document?

What are the key features?

What other documents are there?

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

Create your document in 3 Easy Steps

PaperRock offers affordable, legal document templates, written by experienced and expert lawyers, trusted by businesses across the UK and beyond. No hidden charges or trial sign-ups are required to complete your document.

“I have worked in legal and business affairs for over 25 years and need access to a wide range of corporate and commercial legal precedents. Paperrock is a refreshing source of high-quality legal templates. Superb value for money.”

Amanda | Bannister Creative

“It’s hard to find legal documents on the internet you can really trust. Knowing an expert lawyer has drafted what I need, gives my business the edge and gives me peace of mind.”

Elle, Founder | Winslow skincare & aesthetics.

“As an SME Paperrock saves us the legal fees we’ve previously had to spend. In these challenging times that's a big help. Great products and support.”

Giles, MD | Boniti Ltd.

Board minutes: appoint director

When do I use this document?

What are the key features?

What other documents are available?

When do I use this document?

What are the key features?

What other documents are there?

Explanatory Guides

As with all of our document templates, your purchase will include access to clear explanatory guidance on the document and its use.

Related Articles

Create your document in 3 Easy Steps

PaperRock offers affordable, legal document templates, written by experienced and expert lawyers, trusted by businesses across the UK and beyond. No hidden charges or trial sign-ups are required to complete your document.

“I have worked in legal and business affairs for over 25 years and need access to a wide range of corporate and commercial legal precedents. Paperrock is a refreshing source of high-quality legal templates. Superb value for money.”

Amanda | Bannister Creative

“It’s hard to find legal documents on the internet you can really trust. Knowing an expert lawyer has drafted what I need, gives my business the edge and gives me peace of mind.”

Elle, Founder | Winslow skincare & aesthetics.

“As an SME Paperrock saves us the legal fees we’ve previously had to spend. In these challenging times that's a big help. Great products and support.”

Giles, MD | Boniti Ltd.

Start typing and press enter to search