Paragraph 26 Rights and responsibilities of alternate directorsI1
United Kingdom
An alternate director has the same rights, in relation to any directors’ meeting or directors’ written resolution, as the alternate’s appointor.
Except as the articles specify otherwise, alternate directors—
are deemed for all purposes to be directors;
are liable for their own acts and omissions;
are subject to the same restrictions as their appointors; and
are not deemed to be agents of or for their appointors.
A person who is an alternate director but not a director—
may be counted as participating for the purposes of determining whether a quorum is participating (but only if that person’s appointor is not participating), and
may sign a written resolution (but only if it is not signed or to be signed by that person’s appointor).
No alternate may be counted as more than one director for such purposes.
An alternate director is not entitled to receive any remuneration from the company for serving as an alternate director except such part of the alternate’s appointor’s remuneration as the appointor may direct by notice in writing made to the company.
Annotations
Commencement
- I1
Sch. 3 art. 26 in force at 1.10.2009, see reg. 1