Full name: Skeleton board minutes (routine). Drafting note at 1-506-9343.

[NAME OF COMPANY] LIMITED/PLC Minutes of a meeting of the board of directors of [NAME OF COMPANY] (Company) held at [ADDRESS] on [DATE] at [TIME] PRESENT: NAME POSITION

IN ATTENDANC E:

................................ ................................ ................................ NAME

................................ ................................ ................................ POSITION

................................ ................................ ................................ [APOLOGIES FOR ABSENCE RECEIVED FROM:

................................ ................................ ................................

................................

................................]

CHAIRPERSON [NAME] was appointed chairperson of the meeting [and chaired the meeting throughout]. NOTICE AND QUORUM The chairperson reported that due notice of the meeting had been given and that a quorum was present. Accordingly, the chairperson declared the meeting open. INTERESTS IN PROPOSED TRANSACTIONS AND/OR ARRANGEMENTS WITH THE COMPANY
1.1

[[The following directors OR Each director present] declared the nature and extent of their interest in the proposed transaction [and other arrangements] to be considered at the meeting in accordance with the requirements of section 177 of the Companies Act 2006 and the Companys articles of association, as follows:

NAME

NATURE AND EXTENT OF INTEREST]

AND/OR
1.2

[[NAMES] OR Each director present] confirmed that they had no direct or indirect interest in any way in the proposed transaction [and other arrangements] to be considered at the meeting which they were required by section 177 of the Companies Act 2006 and the Companys articles of association to disclose]. AND/OR

1.3

[There was/were produced to the meeting:

(a)

[a notice of declaration of interest by [NAME] dated [DATE] sent to the other directors of the Company under section 184 of the Companies Act 2006; AND/OR a general notice of declaration of interest by [NAME] dated [DATE] given under section 185 of the Companies Act 2006 to the effect that he [DESCRIBE INTEREST IN SPECIFIED BODY CORPORATE OR CONNECTION WITH SPECIFIED PERSON UNDER S.185(2) COMPANIES ACT 2006] and is to be regarded as interested in any transaction or arrangement that may be made with that [body corporate OR person] (Declaration of Interest). The Declaration of Interest was read out to the meeting and its contents duly noted.]]

(b)

1.4

It was noted that pursuant to article [NUMBER] of the Company's articles of association, [a director may vote and form part of the quorum in relation to any proposed transaction or arrangement in which they are interested[, subject to any restrictions imposed under article [NUMBER] of the Companys articles of association.] OR the director[s] so interested would not vote or count as part of a quorum on any of the matters in which they were [respectively] interested and that, nevertheless, there would be a quorum for all items of business to be transacted by the meeting.]

[INTERESTS IN EXISTING TRANSACTIONS AND/OR ARRANGEMENTS WITH THE COMPANY

1.5

[The following director[s] declared the nature and extent of [his OR their] interest(s) in [DESCRIBE EXISTING TRANSACTION AND/OR ARRANGEMENTS] in

accordance with the requirements of section 182 of the Companies Act 2006 and the Companys articles of association, as follows:

N A M E

N A T U R E A N D E X T E N T O F I N T E R E S T ]

AND/OR

1.6

[There was/were produced to the meeting:

(a)

[a notice of declaration of interest by [NAME] dated [DATE] sent to the other directors of the Company under section 184 of the Companies Act 2006; AND/OR a general notice of declaration of interest by [NAME] dated [DATE] given under section 185 of the Companies Act 2006 to the effect that he [DESCRIBE NATURE AND EXTENT OF INTEREST IN SPECIFIED BODY CORPORATE OR FIRM, OR NATURE OF CONNECTION WITH SPECIFIED PERSON UNDER S.185(2) COMPANIES ACT 2006] and is to be regarded as interested in any transaction or arrangement that may be made with that [body corporate OR firm OR person] (Declaration of Interest). The Declaration of Interest was read out to the meeting and its contents duly noted.]]]

(b)

MINUTES OF THE MEETING HELD ON [DATE] The chairperson reported that the minutes of the board meeting held on [DATE] were correct and that no other issues arose from those minutes. [RESOLUTION] [INSERT RESOLUTION/S] [FILING EITHER The chairperson instructed [the Company Secretary OR [NAME]] to make all necessary and appropriate entries in the books and registers of the Company and to arrange for the necessary forms and documents to be filed at Companies House [and to be lodged with or submitted for approval to the Financial Services Authority]. OR The chairperson instructed [the Company Secretary OR [NAME]] to:
1.7

Make all necessary and appropriate entries in the books and registers of the Company. [Arrange for the following forms and documents to be filed at Companies House: [LIST FORMS AND DOCUMENTS TO BE FILED].]

1.8

1.9

[Arrange for the necessary copies of the following documents to [be lodged with OR submitted for approval to] the Financial Services Authority:

[LIST DOCUMENTS TO BE LODGED/SUBMITTED TO THE FSA].]] CLOSE There was no further business and the chairperson declared the meeting closed.

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. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . C h a i r p e r s o ( D a t e )