Board Resolution Approving Compensation for Board of Directors Template
02Jul

Template: Board Resolution Approving Compensation for Board of Directors Template

What is a Board Resolution Approving Compensation for Board of Directors Template? Growing companies have growing needs. New trends are developing as smaller companies looking for rapid expansion bring on experienced mentors to fill the Board of Director positions. And to attract top mentors….you need compensation. As to how various size companies are paying their boards and how they are breaking down the compensation…that is another story.

But today, I was in need of a document to set forth the basic pay and guidelines for Warfare Marketing, Inc.

Why do I need a Board Resolution Approving Compensation for Board of Directors Template?

If your board is getting paid…that needs to be documented! Weird, I know. You will need to consider several variables that affect board of director compensation and the nature of the contract, including:

  • Structure of the business
  • Number of yearly meetings
  • Nature of the industry
  • Size of the business
  • Role in strategic planning
  • Decision-making participation
  • Real or potential litigation concerns and will a Director and Officer (D&O) insurance policy needed

What are the Board of Directors Paid?

Pay for the Board of Directors varies wildly across the spectrum and includes a balance of cash and equity positions. As the directors are the decision makers of the corporation, it is important to hire top talent with skills like:

  • Good communication skills
  • Financial expertise
  • Strategic planning aptitude
  • Proven track record of excellence
  • Professionalism under pressure

To do this…you’ll have to pay well. Companies are now paying an average of $2,000 per meeting and $1,000 per telephone conference call, with a total minimum retainer included per year.

COPY/PASTE OUR Board Resolution Approving Compensation for Board of Directors Template:

 

BOARD RESOLUTION

OF

{ INSERT CORPORATE NAME }

APPROVING COMPENSATION FOR BOARD OF DIRECTORS DULY PASSED ON { DATE }

APPROVAL OF COMPENSATION FOR BOARD OF DIRECTORS

WHEREAS, the Board of Directors (“Board”) of { INSERT CORPORATE NAME } has determined a need to delineate the specific categories of activities for which attendance fees are paid to members of the Board for the discharge of its board-related duties; and

WHEREAS, members of the Board of { INSERT CORPORATE NAME } determined that attendance fees should be paid to members only for the specified categories of activities enumerated below; and

WHEREAS, members of the Board of { INSERT CORPORATE NAME } determined that the maximum daily honorable payable to members shal be set at 1/{ NUMBER }th of the salary of { INSERT CORPORATE NAME } President and shall adjust automatically upon adjustment of the President’s salary; and

WHEREAS, members of the Board of { INSERT CORPORATE NAME } determined that the current daily honorable of { DOLLAR AMOUNT } shall remain unaltered.

RESOLVED, that effective { DATE } Board members may be paid for:

Attending Board and committee meetings, whether or not the member is a committee member;

Attending Board and committee meetings by telephone if this method of attendance is required due to the member’s infirmity or for similar extenuating circumastances;

Attending meetings with { INSERT CORPORATE NAME } management or staff;

Attending { INSERT CORPORATE NAME } Board annual conferences, forums or such other special activities sponsored by the Board to engage grantee management and staff; and

Representing { INSERT CORPORATE NAME } officiallly at other types of externally-sponsored events after obtaining prior written approval from the Chair or his designee to attend the event.

RESOLVED FURTHER, that the officers of { INSERT CORPORATE NAME } are, and each acting alone is, hereby authorized and directed to take such further action as may be necessary, appropriate or advisable to implement this resolution and amendment and any such prior actions are hereby ratified; and

We, the undersigned, hereby certify that { INSERT CORPORATE NAME } is comprised of { NUMBER } members, of whom { NUMBER }, constituting a quorum, were present at a meeting duly and regularly called, noticed, convened and held this { DAY } day of { MONTH , YEAR }, and that the foregoing Resolution was duly adopted at said meeting by the affirmative vote of { NUMBER } members, and opposed by { NUMBER } members, and that said Resolution has been duly recorded in the Minute Book and is in full force and effect.

 

IN WITNESS WHEREOF, the undersigned has hereunto set his hand effective this _________ day of _____________________, 20__________.

 

______________________________________________________
President

______________________________________________________
Vice President

______________________________________________________
Secretary

______________________________________________________
Treasurer

 

If you have any questions about our Board Resolution Approving Compensation for Board of Directors Template, please let us know in the comments. This one worked well enough for us for Warfare Marketing, Inc. to get what we needed documented

For more information on setting up your business and completing a Business Plan, look no further than becoming a member of the Business Growth Network. You can meet one of our members, Melanie Murphy here 🙂

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