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Build a robust governance framework without starting from scratch.

Explore key documents and resources from the Board Governance Toolkit. This is just a preview — the complete Toolkit contains everything you need to implement and operate your governance framework.

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Complete Toolkit

The full Toolkit includes all documents, completed examples, implementation guidance and supporting resources.

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Why this toolkit exists

From principle to a framework your organisation can actually use.

Governance frameworks are rarely difficult because organisations do not understand that governance matters. The challenge is translating principles into responsibilities, authorities, meeting structures, policies, reporting and repeatable processes. This toolkit does that groundwork for you — providing a practical framework developed from real-world General Counsel experience that your team can adapt to your organisation.

01

BOARD CHARTER

Define the role, responsibilities and operating principles of the Board.

BOARD CHARTER
1. PURPOSE
This Board Charter sets out the role, responsibilities, composition, authorities and operating principles of the Board of Directors (the "Board") of [Company Name] B.V. (the "Company").
2. ROLE OF THE BOARD
The Board is responsible for the overall management of the Company and is accountable for promoting the long-term success of the Company and delivering sustainable value.
02

DELEGATION OF AUTHORITY MATRIX

Clearly allocate decision-making authority across the organization.

DELEGATION OF AUTHORITY MATRIX
Matter / DecisionBoardCEOCFO
Strategic plan & annual budgetA
Capex < €250,000A
Capex €250,000–€250,000IA
Hiring of Executive ManagementA
Dividend policyA
A = Approve · R = Recommend · I = Inform
03

BOARD AGENDA

Structured agendas to run effective and focused Board meetings.

BOARD MEETING AGENDA
Date 20 May 2024   Time 09:30–12:30
Location Delft Office / Boardroom
Chair J. de Vries   Secretary M. Jansen
#Agenda itemTypeOwner
1Opening & quorumDChair
2Declarations of interestDChair
3Minutes of previous meetingISecretary
4CEO updateICEO
04

BOARD RESOLUTION

Professionally drafted resolutions for key corporate decisions.

BOARD RESOLUTION
DECLARATIONS OF INTEREST
The Chair asks the Board members to declare any (potential) conflicts of interest regarding the matters on the agenda.
RECITALS
A. The Board has received and reviewed the proposal set out in the meeting materials.
B. The Board considers it to be in the best interest of the Company to approve the proposal.
RESOLVED
1. To approve the proposal as set out in the meeting materials.
05

RISK & COMPLIANCE CHECKLIST

Practical checklist to monitor key governance and compliance risks.

RISK & COMPLIANCE CHECKLIST
  • Annual governance self-assessment completed
  • Conflicts-of-interest register up to date
  • Key policies reviewed within the last 12 months
  • Statutory filings & deadlines tracked
... and more checks
06

GOVERNANCE CALENDAR

Annual overview of key governance activities and meetings.

GOVERNANCE CALENDAR — ANNUAL OVERVIEW
MonthBoard meetingKey activities
JanApprove budget & business plan
FebStrategy update
MarFinancial reporting Q4
JunMid-year review
JulBoard self-evaluation
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What's included

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Complete Toolkit

All documents, templates and matrices to establish and operate your governance framework.

Implementation Guidance

Step-by-step guidance to help you implement effectively and efficiently.

Completed Examples

Real-world, completed examples to illustrate how the documents come to life.

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License typeNamed Entity License
UseInternal use only
TransferableNo
Refund policyDigital product – non-refundable
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