If so, a recent High Court decision in Hashmi v Lorimer-Wing [2022] EWHC 191 (Ch) means you should review your company’s Articles.

Before this case it was generally accepted that Model Article 7 meant that a sole director was always able to act and make decisions for a company. But the decision makes it clear that Model Article 11(2) amounts to a requirement for two directors to be present for a board meeting to take place.  This means that a company which has adopted the Model Articles in standard form must have at least two directors to manage its business and make decisions.

Further information

If you believe this may affect you and your company, please contact us and we would be happy to review your Articles and advise further.