Board meetings are essentially democratic events, which means that all persons who are entitled to attend should enjoy fairness, reasonableness and good faith. Good boardroom procedures help to achieve this.

In this month’s Practical Tips, we set out some of the practical matters involved in following good Boardroom procedure. We address requirements around:

• Notice of Board meetings
• Participation at Board meetings
• Quorums
• The Chairman
• Declarations of Interests by Directors
• Use of the Company Seal
• The Keeping of Board minutes

A ‘one-size fits all’ approach to Board meeting procedures cannot be applied. What is appropriate for one company may not be appropriate for another. A good grasp of the company’s articles of association is always needed to understand what procedures must be followed. In addition, some companies are subject to special regulatory requirements. Nevertheless, some elements are common to all good Board meeting procedures.

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Contributed by Ruairi Bourke.