How do I remove a director who is not pulling their weight?

Under the Companies Act 1993, unless the constitution provides otherwise, shareholders can remove a director by an ordinary resolution passed at a meeting called for that purpose, which requires a simple majority of votes cast. If you hold a majority of shares, you can usually pass it without their agreement. The company must give the director notice of the meeting and a reasonable chance to be heard. Check the constitution and any shareholders' agreement first, as they may set different thresholds or require particular procedures. Removal as a director does not automatically end their shareholding, employment or any contractual rights, so those may need separate handling. After removal, file the notice of change of directors with the Companies Office promptly. If you do not hold a majority, negotiating a voluntary resignation may be necessary.