Director’s remuneration


Tim Brown

Not many people know that directors may only be paid remuneration if this has been approved by special resolution of the shareholders within the last two years.

The exact definition of ‘remuneration’ and what is included and excluded is complicated, but the gist is that shareholders must approve director remuneration every two years. It would make sense to include director remuneration on the agenda for annual general meetings, but a special meeting may need to be called if your AGM is not looming.

Companies who fail to get the necessary shareholder approval in place are vulnerable to, amongst other things, complaints and legal action from a disgruntled shareholder.

A little inaccuracy sometimes saves tons of explanation.
– Saki in The Square Egg