Directors of a UK company are responsible for managing it, but the Companies Act 2006 is surprisingly relaxed about how often the board must meet, and modern rules make virtual board meetings perfectly acceptable. Here is what private companies in England and Wales need to know.
Is there a minimum number of board meetings?
There is no statutory minimum number of board meetings a private company must hold. How often the directors meet is largely a matter for the company's articles of association and good governance. What matters is that the directors actually exercise their functions and make decisions properly.
In practice:
- a single-director company may rarely hold formal "meetings" but should still record decisions;
- companies with several directors typically meet regularly (monthly or quarterly) to oversee the business; and
- you should hold a meeting (or take a written decision) whenever a board decision is needed, for example, approving accounts, issuing shares, appointing directors, or significant transactions.
How directors make decisions
Under the standard Model Articles, directors can take decisions either:
- at a board meeting (by majority, with a quorum present, usually two, unless the company has a sole director); or
- by unanimous written resolution (a decision all eligible directors agree to without a meeting).
So you do not always need a formal meeting, many decisions can be taken in writing.
Can board meetings be virtual?
Yes. The Model Articles allow directors to participate in a meeting by any means (including phone or video) provided they can communicate with each other. So virtual and hybrid board meetings are valid, as long as everyone can take part and the meeting is properly conducted.
A few practical points:
- check your articles for any specific requirements (older or bespoke articles may differ);
- make sure the technology lets all participants hear and be heard; and
- keep proper minutes recording who attended and what was decided.
Don't forget the records
Whatever the format, you must keep minutes of directors' meetings (and records of written decisions) for at least 10 years (Companies Act 2006, s 248). Good minutes protect directors by evidencing that decisions were properly considered.
Key takeaways
- There is no statutory minimum frequency for board meetings, meet as often as good governance and your articles require, and whenever a board decision is needed.
- Directors can decide at a meeting or by unanimous written resolution (Model Articles).
- Virtual and hybrid board meetings are valid under the Model Articles, provided all directors can participate.
- Keep minutes of meetings and decisions for at least 10 years (Companies Act 2006, s 248).
Sources
- Companies Act 2006 (directors' decision-making; section 248, minutes kept for 10 years)
- Companies (Model Articles) Regulations 2008 (directors' meetings; participation by any means; written resolutions)
--- This article is general information about the law of England & Wales as at 2026, not legal advice. For advice on your circumstances, consult a qualified solicitor.