Running a right to manage company
Meetings, communications and decisions
Directors’ meetings
The directors will need to have regular meetings to make decisions. These are called board meetings.
A chairperson should be appointed at the start of each meeting. You need to keep a record of the meetings, in the form of board minutes.
Decisions can be made unanimously or by majority vote. If a vote is tied, the chairperson of the board will usually have the casting vote.
If you are using a managing agent, they will ask for board approval for certain decisions, particularly around expenditure. Usually the agent will have an agreed spend limit previously approved by the directors, below which they do not need to ask for further board approval.
Member meetings
It is no longer compulsory for small companies to hold an annual general meeting (AGM). But it’s good practice to meet with members of the right to manage company and keep leaseholders and residents informed about what’s happening with the building.
You might also want to have additional meetings during the year, called EGMs (extraordinary general meetings).
If you hold an AGM or EGM you need to decide whether it will be face-to-face or online using video conferencing tools such as Zoom or Microsoft Teams. If you have the technical skills you could have a hybrid meeting so people can attend either in person or via video conferencing. If you do not have communal space in the building you could hire a hall or use someone’s flat if it’s suitable.
All members have the right to attend general meetings and give their views. Members may attend meetings by proxy, where they nominate someone else to attend and represent them.
Decisions can only be made at a meeting if it is “quorate”, which means at least 20% of the members attend. This is quite a high threshold, so you need to make sure your membership records are up to date and encourage people to attend.
Give plenty of notice of the meeting, using flyers and emails or letters to leaseholders. Under company law, the minimum notice is 14 days. It may be longer if a different notice period is set out in the company's articles.
You need to have someone take minutes of the meeting and circulate them afterwards.
Voting
Normally each member of the right to manage company gets 1 vote per flat. If a flat is jointly owned, for example by a couple, they get 1 vote between them. The landlord also gets 1 vote if they are a member.
There are different rules if there’s more than 1 landlord, if there’s non-residential space, or if the landlord owns flats in the building. Any landlords’ total votes are limited to one-third of the votes held by all leaseholders, so that landlords cannot outvote the leaseholders.
If you are having votes on any decisions at a meeting, you can either ask for a show of hands or have a poll where you count votes.
For most decisions, you need a majority of over 50%. Some company-related matters need a 75% majority, such as approving unsecured debts (called debentures).
You can also invite members to vote by proxy but you need to arrange for voting forms to be sent and returned.
Email and communications
If you’re a director it’s a good idea to set up a separate email account for the right to manage business. You’re likely to get a lot of emails, such as residents reporting issues, and updates or questions from your managing agent or contractors.
You may also need to sign up for a service to manage and store documents digitally. You might also decide to have a website for the building.
If there are fees for these services you should get legal advice on whether you can recover them from the service charge.
- Last updated:
- 16 December 2025
- Next review:
- 16 December 2027
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