Standard Company Board Minutes Considering Environmental Social & Governance Matters

This month two new ESG versions of the standard form company board minutes have been added to the portfolio of environmental, social and governance (ESG) templates.

The two standard form template board minutes provide a written record of, (1) the proceedings at directors’ meetings which consider a specific company procedure or transaction and (2) decisions companies make about their day-to-day management processes. Given the increasing importance of ESG and sustainability, it may be necessary for companies to give thought as to how ESG affects these routine procedures and decisions going forward. One way of doing this is for ESG matters to be routinely considered and referenced in company board minutes.

The new versions of the standard form template board minutes reference ESG as a matter of routine in the same way as s.172 of the Companies Act 2006 is referenced (the duty to promote the success of the company). The guidance note on board minutes in relation to ESG matters has also been updated.

These templates may be used by SME private limited companies. It will vary from company to company commensurate with size and sector focus the extent to which ESG is of relative importance to the business in question, and therefore should be considered and referenced in its board minutes.