Board Meeting Minutes

Board minutes are the formal record of a meeting of a company's board of directors or of a board committee. They show who was present, whether enough directors attended for the meeting to act, what was proposed, how each resolution was voted on, what was decided and who has to do what next. Years later, when a bank, an auditor, a buyer or a court asks who approved something and on what terms, the minutes are the document that answers.

This template keeps the record structured. List the directors and tick those present: the form counts them, compares the count with the quorum rule you choose and tells you whether a quorum was reached. Enter the votes for, against and abstaining on each resolution and the form shows whether it was carried under the pass rule you chose, such as a majority of the votes cast, a majority of those present, two thirds or unanimity. Declarations of interest, recorded dissent, action items with owners and dates, and the signature lines complete the page. The country versions follow local habits: signature or seal columns for each director in Korea and Japan, notes on record-keeping rules for the UK and the US, and in Germany a note that separates a supervisory board (Aufsichtsrat) from a shareholders' meeting of a GmbH.

• A board or committee meets and you need a record you can show to auditors, banks, investors or authorities.
• The company approves something others will rely on, such as a budget, a lease, a loan, a share issue or an appointment.
• A director has an interest in a decision and you need to show how it was handled.
• Your articles require the minutes to be signed by the chair or by every director present.

1. Enter the company, the date, the place and the format of the meeting (in person, video or hybrid) and, if one was sent, the date of the notice.
2. List every director in office and tick those present. Put other attendees under "also present".
3. Set the quorum rule and the pass rule to what your articles say. The counts below follow these two rules.
4. Write each resolution in the wording that was actually adopted and enter the votes for, against and abstaining.
5. Record declarations of interest and any dissent, then list the action items with an owner and a date.
6. Print it for the chair and the person who took the minutes to sign. In some countries every director present signs too.

• Writing a transcript. Minutes record decisions and the reasons that matter, not who said what.
• Guessing the quorum or the majority instead of reading the articles. The counts are only as right as the rules you set.
• Leaving out a declared interest, or forgetting to note that the director left the room.
• Writing the minutes from memory just before the next meeting.
• Counting a director who left before the vote as present for that resolution.

1. Fill in
2. Check the preview
3. Save as PDF, Word or Excel

Pick the country you need. Each version uses the wording and layout commonly found there; a version marked “check with local advice” should be read by someone who knows the local rules before it is used.

• International (XX): Written in English, Korean, Japanese, German
• United States (US): Written in English – check with local advice
• United Kingdom (GB): Written in English – check with local advice
• Korea (KR): Written in Korean, English – check with local advice
• Japan (JP): Written in Japanese, English – check with local advice
• Germany (DE): Written in German, English – check with local advice