Statutory governance obligations — AGM timing, annual return filings, board composition requirements — have real deadlines that don't move for a busy quarter. A governance calendar that surfaces these ahead of time, cross-linked to the actual filings they require, is the difference between routine compliance and a last-minute scramble that shows up as a red flag in due diligence.
Board Management
Run board meetings and track resolutions with a real, audit-ready governance record.
Board Governance Is Legal Infrastructure, Not a Formality
Board meetings, resolutions, and shareholder records aren't paperwork you get to later — they're the legal record that proves your company was governed properly, and investors, acquirers, and auditors will all ask for them eventually. A board that meets without minutes, or resolutions that were never formally passed, create real risk exactly when you can least afford it: due diligence for a raise, an acquisition, or a dispute.
- Every material board decision needs a resolution — a decision made "in the room" with no record is legally weaker than one properly minuted
- Conflicts of interest must be disclosed and tracked, not just verbally acknowledged in the moment
- A governance calendar with real deadlines (AGM, annual filings, board composition requirements) prevents the scramble that happens when a statutory deadline is discovered a week late
What a Real Board Record Includes
| Record | Why it matters |
|---|---|
| Board Meetings | Scheduled, minuted, with attendance — the baseline evidence that governance is actually happening |
| Resolutions | Formal record of every material decision — equity issuances, major contracts, leadership changes |
| Shareholder Meetings | AGMs and special resolutions requiring shareholder (not just board) approval |
| Conflicts of Interest | Disclosed and tracked per director — protects both the company and the individual director |
The Governance Calendar
Frequently Asked Questions
Do early-stage startups really need formal board minutes?
Yes, from the first institutional round onward at minimum — investors' board seats come with governance expectations, and clean minutes are one of the first things a Series A or acquisition due-diligence process requests. Starting the discipline early is far cheaper than reconstructing a governance history retroactively.
What counts as a conflict of interest that needs disclosure?
Any situation where a director has a personal or financial interest in a decision the board is making — investing in a vendor the company is evaluating, a family relationship with a counterparty, or holding equity in a company the board is considering acquiring. When in doubt, disclose — an over-disclosed conflict costs nothing; an undisclosed one can void a decision.
What's the difference between a board resolution and a shareholder resolution?
Board resolutions cover decisions within the board's authority (hiring executives, approving budgets, entering contracts within set limits). Shareholder resolutions are required for matters reserved to shareholders by law or the articles — issuing new share classes, amending the charter, or approving certain major transactions.
Key Takeaways
A decision without a resolution is legally weaker than one on record.
Material decisions made verbally "in the room" create real risk in due diligence — formalize them as resolutions as a matter of routine, not just when someone remembers to.
Conflicts of interest should be disclosed proactively, not just when asked.
An over-disclosed conflict costs nothing to record; an undisclosed one can undermine the validity of a board decision later.
Statutory governance deadlines don't move for a busy quarter.
A governance calendar that surfaces AGM and filing deadlines ahead of time prevents the last-minute scramble that reads as a red flag to investors and acquirers.
Inside Corpfy Board Management
Corpfy's Board Management dashboard tracks board members, meetings, resolutions, shareholder meetings, conflict-of-interest disclosures, and a governance calendar — with board resolutions routable to Corpfy Sign for e-signature by a licensed Certifying Authority.
What you get in the dashboard
| Feature | What it does | Founder benefit |
|---|---|---|
| Board Meetings & Minutes | Schedule meetings, record minutes and attendance | The baseline evidence trail investors and auditors expect |
| Resolutions Register | Formal record of board and shareholder resolutions | Every material decision has a clean, retrievable record |
| Conflict of Interest Tracker | Log disclosed conflicts per director | Protects both the company and the individual director |
| Governance Calendar | AGM, filing, and board composition deadlines | Catches statutory deadlines before they become a scramble |