Board Meetings

If you’re not entirely sure what board papers are, let’s start there. Board papers outline key information on the discussion points, decisions and actions required for a board meeting and are usually a few pages in length. This is not to be confused with board minutes, which are different. Generally speaking, guidelines for a board paper include: Board papers are a critical piece of the puzzle when it comes to governance, giving the key decision-makers the information they need and keeping board meetings as structured and effective as possible. Without being part of the day-to-day running of a business, the...

If and when the time comes to take executive session minutes, they must be treated separately from the minutes of the main meeting before or after which the executive session occurs. This is a type of confidential meeting that doesn't tend to involve ‘outsiders’. In this case, outsiders are considered those that aren’t members of the board, such as staff or advisors, but this can vary. However, unless explicitly stated, minutes should still be taken to keep a record of the session. Let’s take a look at what the process is in this scenario and how executive session minutes differ...

Continuous improvement is better than delayed perfection. Mark Twain, writer If we could name just one way to evolve your corporate governance, it would be continuous improvement. A strong board that is always looking for ways to finesse its operations can help to instil healthy workplace culture and environment from the top down.  With this in mind, let’s look at the ten steps your board can take to improve its corporate governance.  1. Look Beyond Compliance Compliance is a major consideration for the board. They should ensure the organisation conforms to the local legislation, rules, codes of practice and the...

A unanimous consent board resolution allows boards to take decisions on vitally important matters at any time, rather than simply waiting for the next board meeting. This article explains what a unanimous consent board resolution, also known as ‘unanimous written consent’ or simply ‘unanimous consent’, is, when it is used and how to prepare it. What Does A Unanimous Consent Board Resolution Mean? Unanimous consent board resolution is a form of voting used by boards to take decisions on certain matters. It involves all directors voting the same way to pass the resolution and can occur during the board meeting,...

Whether your organisation’s board meets every month or twice a year, it is important to document the outcome of your board meetings properly. What the board decides can have a significant effect on the future of the business, so the board resolution is a crucial document. That’s where a good board resolution template comes in. But first things first. What is a Board Resolution?  The board resolution forms part of the board meeting minutes and is a document that accurately reports the decisions and the votes that boards of directors take. It is a formal document and is used to...

Calling a meeting is the act of announcing that it will take place and inviting the relevant parties to attend. The proper procedure for calling a meeting depends on two main factors:  Although the rules in the articles of association cannot contradict the law in that territory, they can add in extra requirements specific to that business and how it calls both board meetings and general meetings (for shareholders and members).  The act of calling a meeting alerts shareholders or board members to the fact it is happening, allowing them to arrange to attend and to prepare fully before the...

It is vitally important to get the board report right because this is that informs directors of the current and forecasted performance. So, you must make sure it contains everything the board need to know, in a clear and concise format. As the Chartered Institute of Management Accountants (CIMA) rightfully notes,  “In order to make the right decisions, directors must base them on good-quality, timely information on how their businesses are performing. The quality of performance reporting to boards is therefore one of the key factors affecting companies’ competitiveness.” Consultancy firm McKinsey has confirmed this in a 2016 survey of...

Find out why a board meeting agenda is important, how to write one like a pro and fantastic tools to help you distribute and collaborate on it with board members. If you are a board secretary, you’ll find everything you need to know about this vital task in the guide below. Let’s begin!  The Importance of a Board Meeting Agenda An effective board meeting agenda serves to create a smooth meeting flow. It helps the meeting begin and end when it should while ensuring there is enough time to discuss and vote on the most important topics. When combined with...