| name | nonprofit-board-minutes |
| title | Non-Profit Board Meeting Minutes |
| description | Drafts legally compliant non-profit board meeting minutes with attendance, quorum, resolutions, conflict-of-interest recusals, and executive session notation. Formats output for IRS Form 990 audit, state AG scrutiny, and permanent corporate records. Use when drafting official board minutes, recording board resolutions, or creating non-profit governance records. |
| author | CaseMark |
| author_url | https://github.com/CaseMark/skills/tree/main/skills/legal/nonprofit-board-minutes |
| license | Apache-2.0 |
| version | 0.1.0 |
| execution_mode | open |
| jurisdiction | us |
| practice | corporate |
| language | en |
Non-Profit Board Meeting Minutes
Drafts governance-ready minutes that serve as the official corporate record of board actions. Output withstands IRS, auditor, and regulatory scrutiny.
Prerequisites
Collect before drafting:
- Logistics — date, start time, location (in-person/virtual/hybrid), presiding officer
- Attendance — directors present, absent (excused/unexcused), staff/guests
- Quorum requirement — from bylaws or state non-profit corporation law default (typically majority)
- Prior minutes — for approval, with any corrections
- Agenda + documents — reports, financials, proposed resolutions
- Vote tallies — ayes/nays/abstentions per motion
- Conflict disclosures — recusals, room-exit times, affected items
Quick Start
Draft minutes in this section order:
- Header block
- Attendance and quorum confirmation
- Approval of prior minutes
- Officer and committee reports
- Old business
- New business
- Executive session (if any)
- Action item summary
- Adjournment and certification
Use past tense throughout. Use formal terminology: moved, seconded, carried, tabled, resolved.
Output Structure
Header Block
| Field | Format |
|---|
| Organization name | Full legal name |
| Meeting type | Regular / Special / Emergency |
| Date | Month DD, YYYY |
| Time | Start time with time zone |
| Location | Address or platform name |
| Presiding officer | Name, Title |
| Recording officer | Name, Title |
Attendance and Quorum
List directors present, absent (excused), absent (unexcused), and staff/guests. State quorum finding with bylaws citation:
A quorum of [N] of [Total] directors was present as required by Article [X], Section [X] of the Bylaws. The meeting was duly constituted for the transaction of business.
