Adam Frankel
General Counsel · Technology & AI
15+ years as General Counsel to technology, cloud & AI companies
Board Minutes Template
A template for minutes of a meeting of the board of directors of a company in England and Wales, to be amended depending on the matters to be discussed.
Minutes of a Meeting of the Board of Directors
[company name] (the "Company")
Company number: [company number]
Date: [meeting date]
Time: [meeting time]
Place: [method of meeting]
Present:
[names of those present (directors that count towards the quorum)]
In attendance:
[names of those in attendance (non-directors)]
Apologies:
[names of directors not in attendance]
Chair
[name of chair] (the "Chair") was appointed chair of the meeting.
Notice and quorum
The Chair noted that due notice of the meeting had been given to all directors in accordance with the Company's articles of association (the "Articles") and that a quorum was present. The meeting was therefore duly convened and declared open.
Declarations of interest
The directors present declared their interests in the business to be transacted at the meeting.
Choose one of the following:
It was noted that [interest director name] declared an interest in [matter of conflict] and, in accordance with the Company’s Articles and the Companies Act 2006, did not vote on and was not counted in the quorum for that item. (Amend this paragraph if the Articles do not require exclusion from the quorum)
OR
It was noted that no director declared any interest in relation to items on the agenda.
Minutes of previous meeting
The minutes of the board meeting held on [date of previous board meeting] were produced to the meeting and approved as a true and accurate record.
Matters arising
The board reviewed the action points from the previous meeting and noted the following matters arising:
[matter arising 1]
[matter arising 2]
Insert further business item headings as required.
[matter arising 1]
The board considered [brief description of matter 1]. After discussion, it was RESOLVED THAT:
[resolution 1]
[matter arising 2]
The board considered [brief description of matter 2]. After discussion, it was RESOLVED THAT:
[resolution 2]
Repeat the above structure for each further agenda item, for example:
Appointment or removal of directors
Approval of contracts or transactions
Grant of signing authority or power of attorney
Approval of compensation
Financing or equity matters
The GitLaw template written resolutions can be amended and inserted here for this purpose.
Any other business
There being no further business, the Chair invited any other matters to be raised. [insert details or “none”]
Close of meeting
There being no further business, the meeting was declared closed at [time of meeting close].
Signed as a true record:
Signature: _______________________________
Name: [name of chair]
Date: [date of chair signature]
About this template
What is this template?
This document is a formal record of a board meeting and is not a contract or a shareholder agreement. It contains specific placeholders for recording directors present, those absent, and non-director attendees. It also includes a dedicated section for a director to declare a conflict of interest in a specific matter.
When should you use it?
Use this template when a board of directors meets to make formal corporate decisions or approve previous records. Use a Written Resolution template instead if the directors are making a decision without holding a physical or virtual meeting.
What's inside
| Clause | Name | What it does |
|---|---|---|
| Notice and quorum | Notice and quorum | The Chair confirms that notice was given according to the Articles and that enough directors are present to open the meeting. |
| Declarations of interest | Declarations of interest | Directors disclose conflicts of interest regarding agenda items as required by the Companies Act 2006. |
| Minutes of previous meeting | Minutes of previous meeting | The board approves the records from the meeting held on a specific date as a true and accurate account. |
| Matters arising | Matters arising | The board reviews two specific action points or updates originating from previous discussions. |
| Resolution 1 & 2 | Resolutions | The board records formal decisions following the discussion of specific business matters or cross-references a written resolution. |
Who it's for
- a UK company director chairing a meeting of the board
- a company secretary recording formal corporate resolutions for legal compliance
- directors needing to document declarations of interest under the Companies Act 2006
- a board reviewing action points and minutes from a previous meeting
How long it runs and how it's signed
How long
Used once
Signed by
Chair
Witness
Not required
Notarisation
Not required
Also needed
Keep minutes in company records; Check Articles for quorum requirements
Law it's drafted under
Governed by
Companies Act 2006
England & Wales note
This version is drafted for England & Wales. Scotland and Northern Ireland differ on some points — for example notice periods and tribunal procedure. Tell GitLaw where you hire and it adjusts the draft.
Categories
Jurisdiction
England & Wales
Document info
GitLaw document. Document created on Sat Jan 3rd, 2026. Last updated on Tue Aug 11th, 2026.
This document is public
Licensed under CC BY 4.0 (Attribution).
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