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Directors – custom resolutions

What is a custom director resolution?  

Kudocs offers a wide range of pre-defined actions that you can use to make legal changes to your company.  These include – where necessary – resolutions drafted by our lawyers.

However, you may want to run your own – custom – director resolutions.  You can create your own content (or get your advisers to do it for you) and use our platform to circulate the written resolutions to your directors, get them to vote electronically, count the votes and have a complete record and audit log of the process.  Use Kudocs to do the hard work!

N.B. This is only available to customers on the Dynamic, Advanced, Enterprise or Limited by Guarantee packages. See here for more on package options.

 

What type of resolution is this?

Kudocs will generate a written resolution for the board of directors, to be voted on electronically.  This will require unanimous approval.

Generally speaking, the rules around written resolutions for director decisions can be found in the company’s articles of association. Please check these and make sure that the company’s settings in Kudocs are also up to date – see our other FAQ here.

 

Why might I want to run this type of resolution?

It’s entirely up to you (or the directors of your company). Sometimes it is not practical to gather the directors together for a meeting. Some companies in international groups also prefer to document director decisions via the written resolution route.

Kudocs gives you the flexibility to use written director resolutions as an alternative decision-making route – without all the work of organising this manually.

 

How long will the directors have to approve this resolution? 

This will depend on the company’s settings in Kudocs, which can be adjusted according to the company’s particular rules. As above, those rules are usually contained in the articles of association.

 

Does Kudocs send out reminders while the resolution is running?

Yes, the system sends regular reminders to the user who initiated the process. These remind them that the vote is still pending and when the deadline is.  The user can then encourage voters to participate before the deadline – including by using Kudocs to resend the email to specific voters.

 

What happens if the necessary votes are not cast by the expiry date?

The resolution will be shown as rejected. You may want to discuss next steps with the directors and/or the company’s advisers. Don’t panic – if need be, you can always start another resolution via Kudocs!

If you are using Kudocs for multiple resolutions in one go, the directors have the option to vote separately on each resolution. If one resolution is rejected, the others in the same email may still be passed.

 

Where is the resolution stored after it is passed?

The resolution, including signatures etc., will be stored in the Document Store. You also have the option to link it to a transaction bible (if available under your package). This means the resolution can be stored alongside related documents for easy reference and retrieval.

 

Where can I find more technical details about this process?

See our other FAQ here, as well as the relevant Guide.

Last updated: 16/06/2026 by Kudocs Admin

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