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Member – custom resolutions

What is a custom member resolution?  Kudocs offers a wide range of pre-defined legal actions that you can use to make changes to your company.  These include – where necessary – resolutions drafted by our lawyers.  However, you may want to run your own – custom – resolutions.  You can create your own content (or get your lawyers to do it for you) – for ordinary or special resolutions, and use the Kudocs technology to circulate the resolution to your members, 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!


What type of resolution is this?  Kudocs will generate a written resolution for the members of the company who have voting rights, to be voted on electronically.  You can create ordinary or special resolutions.

  • Ordinary resolutions require more than 50% of the voting rights to be cast in favour before the deadline, or the resolution will be rejected.
  • Special resolutions require at least 75% of the voting rights to be cast in favour before the deadline, or the resolution will be rejected.


How long will the members 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 (usually contained in the articles of association.)


Does Kudocs send out reminders while the resolution is running?  Yes, the system sends reminders to the user who initiated the process at certain intervals to remind them that the vote is still pending and when the deadline is.  To help the user encourage voters to participate before the deadline.


What happens if the necessary votes are not cast by the expiry date?  The resolution will be considered to have been rejected.


Does anything need to be filed at Companies House?  Special resolutions are required to be filed at Companies House within 15 days of the date they are passed.  This cannot be done electronically via Kudocs – they have to be submitted in physical form.  Kudocs will provide you with the details of how to do this.


Can I customise any other types of resolution/ consent?  Yes.  You can send custom director resolutions and investor consents.

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