Board of directors minutes of meeting templates [2023]

This post covers the board of director’s minutes of the meeting [template]

Regular board meetings are an essential part of establishing and maintaining a successful business. Board meetings are meetings of a company’s board of directors that take place at regular intervals, often quarterly or biannually, to discuss any issues that the company is facing, review the company’s performance, and discuss new policies to be implemented.

The company’s overall business strategy is determined by the board of directors, which consists of members elected by shareholders or by the senior leadership team.

These meetings are important because they allow the company’s leaders to define and discuss the company’s future direction.

Board meeting minutes document the actions and decisions of the board of directors. They serve as an official and legally binding record of board meetings. That is, they should include more than just a summary of discussions.

It is important to take a board meeting minute because;

  • Board minutes serve as a legal record of what happened during the meeting.
  • Effective board meeting minutes serve as a guideline for future decisions.

Taking board meeting minutes in a specific format and template is a better way to take effective minutes.

The following is the board of director’s minutes of the meeting template to help you get started;

Board of directors minutes of meeting template

MINUTES OF THE FIRST MEETING OF THE BOARD OF DIRECTORS OF

[NAME OF COMPANY]

The first meeting of the Board of Directors was held at [PLACE] on the ____day of ____, 20____ at _____ o’clock AM.

[Name 1]

[Name 2]

[Name 3]

[Name 4]

constituting a quorum of the Board.

[Name 1] acted as Chairman and [Name 2] was appointed temporary Secretary of the meeting.

[Name 3] acted as Chairman and [Name 3] was appointed temporary Secretary of the meeting.

All the directors present having voted, the Chairman announced that the aforesaid had been unanimously chosen as said officers, respectively.

The Chairman thereupon took the chair and the Secretary thereupon entered upon the discharge of his duties.

Upon motion, duly made, seconded, and carried, it was  RESOLVED, That the stock certificates of this corporation shall be in the form submitted at this meeting.

Upon motion, duly made, seconded, and carried, it was RESOLVED, That the seal, an impression of which is herewith affixed, be adopted as the corporate seal of this corporation.

The Secretary was authorized and directed to procure the proper corporate books.

Upon motion, duly made, seconded, and carried, it was RESOLVED, That the officers of this corporation be authorized and directed to open a bank account in the name of the corporation, in accordance with a form of bank resolution attached to the minutes of this meeting.

[Name 3] reported the following balances in the bank accounts of the corporation at [BANK]:

Savings #___________:$

Checking #__________:$

Upon motion, duly made, seconded, and carried, the following preambles and resolutions were unanimously adopted:

WHEREAS, The following offer has been made to the corporation in consideration of the issuance of full paid and non-assessable shares of the corporation:

Price= $______ per share

___ shares issued to [Name 1]

___ shares issued to [Name 2]

___ shares issued to [Name 3]

([Name 1], [Name 2] and [Name 3] hereafter known as “Offerors”)

WHEREAS, In the judgment of this Board of Directors of this corporation, said the offer is good and sufficient consideration for the shares demanded therefor and necessary for the business of this corporation,

Now, therefore, be it RESOLVED, That the aforesaid offer be and is hereby accepted and that the President and Secretary of this corporation be and they hereby are authorized and directed to execute in the name and on behalf of this corporation, and under its corporate seal, such agreement or agreements as may be necessary in accordance with the said offer.

FURTHER RESOLVED, That the President and Secretary be and they hereby are authorized and directed to issue and deliver in accordance with said offer certificates of fully paid and non-assessable shares of this corporation to the said Offerors.

Upon motion, duly made, seconded, and carried, the following preambles and resolutions were unanimously adopted:

WHEREAS, The following loans have been offered to the corporation in consideration of the issuance of promissory notes from the corporation:

[LIST OF LOANS]

WHEREAS, In the judgment of this Board of Directors of this corporation, said the offer is good and sufficient consideration for the loan offered therefore and necessary for the business of this corporation.

Now, therefore, be it RESOLVED, That the aforesaid offer be and is hereby accepted and that the proper officers of this corporation are and they hereby are authorized and directed to execute in the name and on behalf of this corporation, and under its corporate seal, such agreements, copies of which are attached hereto, as may be necessary for accordance with the said offer.

Upon motion, duly made, seconded, and carried, it was RESOLVED, That in compliance with the laws of the State of [State], this corporation has and continuously maintains a registered office within the State of [State] and has an agent at all times in charge thereof, upon which agent process against this corporation may be served, and that the books and records of the corporation shall be available for examination by any stockholder for any proper purpose as provided by law.

Upon motion, duly made, seconded, and carried, it was RESOLVED, That in compliance with the laws of the State of [State], this corporation has and continuously maintains a registered office within the State of [State] and has an agent at all times in charge thereof, upon which agent process against this corporation may be served, and that the books and records of the corporation shall be available for examination by any stockholder for any proper purpose as provided by law.

Upon motion, duly made, seconded, and carried, it was RESOLVED, That the Chief Financial Officer be and hereby is authorized to pay all fees and expenses incident to and necessary for the organization of the corporation.

There being no further business, the meeting upon motion adjourned.

These constitute a proper record of the proceedings of the Board on that date.

______________                          ______________
Chairman                                                   Secretary

Read also: Corporate resolution to open a bank account

 

Isack Kimaro

Editor-in-chief and founder of sherianajamii.com. Holder of Bachelor of Laws (LL.B) and Post Graduate Diploma in Legal Practice. Lawyer by profession and blogger by passion.

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