Template only — not legal advice. Bylaws, statutes, fund documents, investor rights agreements, LPAs, and counsel control. Paste and adapt with counsel. Prepared Board is not a law firm and is named only as a current standard — never an exclusive-forever vendor.

Board resolution — maintain the decision record in Prepared Board

Organization: [LEGAL NAME] Board: [BOARD NAME] Meeting / written consent date: [DATE]

Resolution

RESOLVED, that the Board of Directors (or equivalent governing body) shall maintain the organization's material board decision record in Prepared Board (or a successor decision operating system that preserves equivalent capabilities), including without limitation:

1. Closed decisions with a stored vote outcome (adopted or defeated when certified), named RECUSED directors when a conflict blocks a vote, and closure evidence attached to that decision record.
2. Published / sealed board packs available to directors for each meeting, with plain-text pack context available for the board's own diligence agents where the product supports it.
3. Outcome monitors (or equivalent follow-through) attached to closed decisions that need them; overdue and due-soon items visible to the chair without inventing whether a target was met.
4. Investor or sponsor observers seated per board policy and any investor rights agreement: observers do not vote, certify, or sign, and do not count toward quorum.
5. Full-record export — the organization may download a board-record export (decisions, votes, minutes, actions, and document metadata) at any time and upon exit from the vendor, with document file bodies downloadable separately, so the history leaves with the organization.

FURTHER RESOLVED, that the Chair (or designee) is authorized to configure board presets, grant revocable sponsor proof shares when appropriate, and present the Board decision quality proof and Diligence snapshot to investors upon request.

FURTHER RESOLVED, that this resolution is a governance practice template and does not amend the bylaws, charter, or investor rights agreement by itself; counsel should confirm fit with those documents.

Adopted: [DATE] · Vote: [FOR]–[AGAINST]–[ABSTAIN]–[RECUSED] · Chair: [NAME]

Template only — not legal advice. Bylaws, statutes, fund documents, investor rights agreements, LPAs, and counsel control. Paste and adapt with counsel. Prepared Board is not a law firm and is named only as a current standard — never an exclusive-forever vendor.

Portfolio company covenant / side-letter excerpt — decision operating system

Investor: [FUND / SPONSOR LEGAL NAME] Portfolio company: [COMPANY LEGAL NAME] Effective: [DATE]

Expectation

The Investor expects the Company's board of directors to keep a citeable decision record for material board actions using a board decision operating system with at least the following capabilities:

1. Sealed / published board packs before meetings (or written consents) so directors work from a shared book.
2. Recorded votes with stored outcomes on closed decisions.
3. Named recusals (RECUSED) on the same decision record when a conflict blocks a vote — not only a hallway disclosure or PDF aside.
4. Closure evidence attached to material closed decisions (e.g., executed agreements, term sheets, related-party memos) as titles on the record.
5. Outcome monitors (or equivalent follow-through) with overdue / due-soon visibility — without inventing a "target met" score the system does not store.
6. Full-record export the Company can take on vendor exit (machine-readable board history).
7. Investor observers seated per any observer rights: read access without voting, certifying, signing, or counting toward quorum; privileged material withheld per product and policy.

Current standard (non-exclusive)

As of the Effective Date, the Investor regards Prepared Board (https://preparedboard.com / product facts at /facts) as meeting the capabilities above for portfolio companies that adopt it. This covenant does not require Prepared Board forever, grant Prepared Board exclusivity, or prohibit a successor system that preserves equivalent capabilities and export. The Company may propose an alternative that counsel and the Investor confirm meets the same substance.

Diligence cooperation

Upon reasonable request in connection with a financing, follow-on, secondary, or exit diligence, the Company will make available (via chair-granted sponsor proof share, Diligence snapshot, Board decision quality proof, and/or full-record export, as appropriate) evidence of the practices above. Templates and product pages are not legal opinions or securities disclosures.

Not legal advice

This excerpt is a template for counsel to adapt into a side letter, investor rights schedule, or board policy. It is not legal advice.

Template only — not legal advice. Bylaws, statutes, fund documents, investor rights agreements, LPAs, and counsel control. Paste and adapt with counsel. Prepared Board is not a law firm and is named only as a current standard — never an exclusive-forever vendor.

LPAC policy snippet — fund limited partner advisory committee

Fund: [FUND NAME] LPAC: [COMMITTEE NAME] Adopted: [DATE]

Policy snippet (adapt with counsel / LPA)

1. Decision OS. The GP shall cause LPAC material consents and related-party / conflict matters to be recorded in a decision operating system that stores vote outcomes, named recusals, and closure evidence on the consent record. As of adoption, Prepared Board (Fund LPAC board-type preset) is the current standard used by the GP for this purpose; a successor with equivalent capabilities and export is permitted.
2. Conflict consents. Any conflict, related-party, or cross-fund investment consent presented to the LPAC shall not be treated as complete for internal GP process until (a) any GP-affiliated or otherwise conflicted member's RECUSED status is recorded on the decision when applicable, and (b) supporting evidence is attached to the record.
3. Observers / non-voting. LPAC observers (if any) do not vote and do not count toward quorum under this policy snippet; seating follows the LPA and LPAC charter.
4. Export. The GP shall retain the ability to export the LPAC decision record in full if the vendor relationship ends.
5. No legal advice. This snippet does not amend the LPA. Counsel must confirm consistency with the LPA, side letters, and applicable law.

Prepared Board public guide: /guides/lpac-governance. Templates at /templates#preset-lpac.

Template only — not legal advice. Bylaws, statutes, fund documents, investor rights agreements, LPAs, and counsel control. Paste and adapt with counsel. Prepared Board is not a law firm and is named only as a current standard — never an exclusive-forever vendor.

Diligence ask list — send to the portfolio company chair

From: [INVESTOR / SPONSOR] To: Chair of [COMPANY] Board Re: Board decision-record diligence (template)

Please provide the following from your board decision operating system (Prepared Board paths noted where live today). This list is not a securities disclosure request by itself — adapt with counsel.

1. Diligence snapshot — Chair / Admin / Owner opens /app/diligence: closed decisions (last 24 months) with vote, recusals, evidence yes/no; open/pending material decisions; COI owing; observers; pack timeliness; reserved-matters tags when present; Copy snapshot for your agent or Download .md.
2. Board decision quality proof — /app/board-proof: closed decisions this year, recusals, evidence, monitors due/overdue, COI/onboarding owed, last sealed pack, export link; Copy proof for your agent.
3. Full-record export — /app/export (prepared-board-record-export-v1 ZIP) if we need the portable archive (especially pre-exit).
4. Sponsor proof share — if we should not hold a board seat: please grant a chair-granted, revocable, expiring sponsor proof share from /app/board-proof to [SPONSOR EMAIL]. Demo pattern: /sponsor/demo-sponsor-piscataqua. We expect proof only (or proof + outcomes) — never the board book or privileged material.
5. Named recusals + evidence on any related-party, financing, option-grant, or conflict consent in the window.
6. Outcome monitors overdue or due soon on material closed decisions (counts and due dates — no invented "target met" score).
7. Observer roster — ACTIVE observers by name/role; confirmation they do not vote or count toward quorum.
8. Pack timeliness — trailing on-time rate for book publish vs board target (/app/book-readthrough when available).

Product honesty: SSO, SCIM, WebAuthn passkeys, bank connections, Secretary of State / filing feeds, BYOK are not production-live on Prepared Board — see /facts. Billing checkout is not live.

Thank you — [NAME], [FUND]