Companies Act 2014 section 144

Appointment of director

Section 144 sets out the rules governing how directors of a company are appointed, including the requirement for consent, the appointment of first and subsequent directors, eligibility requirements for election, and special provisions for single-member companies.

• A director's appointment is void unless they have given their consent; the first directors are determined in writing by the subscribers of the constitution or a majority of them.
• Subsequent directors may be appointed by members at a general meeting, or the board may appoint directors to fill casual vacancies or as additions, subject to any constitutional limit on numbers.
• A director appointed by the board to fill a casual vacancy or as an addition holds office only until the next annual general meeting, at which point they are eligible for re-election.
• In a single-member company, the sole member may appoint a director simply by serving written notice on the company, bypassing the usual procedural requirements but still observing any limit on the number of directors.