Board Minutes – Declare Directors’ Interests

What are board minutes to declare directors’ interests and when should you use them?

The Companies Act 2014 requires each director to make a declaration in relation to any transaction or arrangement that the company proposes to enter into or has entered into, to which they, directly or indirectly, are interested.

There are various ways that this can be done but the interest must be recorded in the minutes of the relevant board meeting convened to discuss the transaction or arrangement in question.

This includes making a declaration that no interest exists, if that is the case.

This template provides companies with the various different wording alternatives required to capture:

•  a declaration of interests in relation to a proposed transaction or arrangement;
•  a declaration of interests in relation to an existing transaction or arrangement;
•  a declaration of interests in relation to a written notice or a general notice of interests ; and
•  a statement made to the effect that there is no interest to declare.

These board minutes are designed to be used by a private limited company.