Board minutes: share issue

Board minutes: share issue – subscription for shares

Minutes of a meeting of the board of directors of a company to approve the subscription for shares in the company

Background

The allotment of shares in a company must be approved by resolution of the directors.

About these Board minutes

These minutes are for a meeting of the board of directors at which one or more subscriptions for shares in the company will be approved.  They are on the basis that any provisions of the Articles of Association or Shareholders Agreement which either restrict or regulate the allotment of shares in the company have first been complied with.

In order to approve the allotment, the board will require to be delivered to the directors a written subscription for shares from each subscriber.

An allotment of shares may result in a change to the identity of shareholders who are registered on the company’s people with significant control (PSC) Register.  The board minutes provide for the subscriber of shares to become a PSC in relation to the company and for the subscriber to notify the company in writing to this effect.

Document features

Features include:

• Declaration of director’s interest (if applicable)
• Resolutions (subject to receipt of subscription monies)
  • to approve share allotment
  • to authorise new share certificate(s)
  • to update PSC Register
  • to make Companies House filings

Explanatory guidance

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