Powers of directors


Published by a ½Û×ÓÊÓƵ Corporate expert
Practice notes

Powers of directors


Published by a ½Û×ÓÊÓƵ Corporate expert

Practice notes
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The directors of a company are responsible for the day-to-day management of that company.

The directors make decisions on behalf of the company in order that it can carry on its business, including making decisions relating to the company:

  1. •

    raising funds

  2. •

    entering into contracts

  3. •

    purchasing or renting premises

  4. •

    acquiring stock or equipment, and

  5. •

    employing people

For details on decision making by directors, and the processes and procedures typically involved, see Practice Notes: Directors’ decision-making—power, authority and duties, Directors’ decision-making—convening board meetings, Directors’ decision-making—conduct at board meetings, Directors’ decision-making—post board meeting formalities and Directors’ decision-making—written resolutions and decisions by sole directors.

Where do the directors’ powers come from?

The directors are empowered to act on the company’s behalf by:

  1. •

    the company’s articles of association

  2. •

    the Companies Act 2006 (CA 2006)

  3. •

    common law, and

  4. •

    any applicable resolutions of its members

The directors’ powers are subject to:

  1. •

    any provisions in the company’s articles of association limiting those powers

  2. •

    the directors’ general duties as set out in CA 2006, and

  3. •

    matters reserved to

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Jurisdiction(s):
United Kingdom
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Key definition:
Directors definition
What does Directors mean?

A director of a company is responsible for the day-to-day management of that company. The directors make decisions on behalf of the company in order that it can carry on its business.

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