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Template Standard Form Board Minutes (ESG Version)

Standard Form Board Minutes (ESG version)

CO.CA.MM.29

These template board minutes are based on the standard form board minutes and have been adjusted to include reference to environmental, social & governance (ESG) factors.

In passing resolutions SME private companies need to give regard to s.172 of the Companies Act 2006, i.e the duty to promote the success of the company. In addition, companies may want to think about whether as a matter of routine, ESG matters should be considered and referenced in their board minutes. Given the increasing importance of ESG and sustainability, it may be necessary for companies to give thought to how ESG affects the decisions it is making going forward. This will vary from company to company commensurate with its size and sector focus and the relative importance of ESG to the business in question.

Under section 248 of the Companies Act 2006, every company must record minutes of all proceedings at meetings of its directors. The records must be kept for at least ten years from the date of the meeting. If a company fails to comply with this section, every officer of the company who is in default will be liable to a fine.

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