Companies Act 2014 section 160

Meetings of directors and committees

Section 160 sets out the rules governing how directors' meetings and board committees are convened, conducted, and managed, including voting, quorum requirements, chairing arrangements, and notice obligations.

• Directors may organise and regulate their own meetings; decisions are by majority vote, with the chairperson holding a casting vote in the event of a tie.
• All directors are entitled to reasonable notice of meetings, but only a director — not a third party — may challenge the adequacy of that notice.
• The quorum for directors' meetings defaults to two (or one for a sole-director company) unless the directors fix a different number; where numbers fall below the quorum, the remaining directors may only act to appoint new directors or call a general meeting.
• Directors may establish committees (composed wholly or partly of board members), which follow similar rules on chairing, adjournment, and voting as full board meetings.