What is board approval?

Definition

Board approval means the formal authorization granted by a company’s board of directors for a proposed action, decision, or document. This may include approving meeting minutes, contracts, financial reports, policy changes, strategic initiatives, or executive appointments.

Approval is typically granted by vote following a motion during a board meeting, and recorded in the official meeting minutes.

What board approval covers

Common decisions that require board approval include:

• Adoption of financial statements or annual budgets
• Appointment or dismissal of executives
• Mergers, acquisitions, or major contracts
• Policy changes or corporate governance updates
• Resolutions and legal filings
• Approval of meeting minutes and agendas

The scope of what must be approved depends on company bylaws, legal requirements, and board procedures.

How to approve a motion in a board meeting

Approval usually follows this sequence:

1. A board member makes a motion: “I move that the board approve [proposal].”
2. Another member seconds the motion
3. The chair opens the floor for discussion
4. A vote is taken
5. The outcome (approved or rejected) is documented in the minutes

In some cases, unanimous consent may be used instead of a formal vote.

Quick summary

• Board approval means formal agreement by the board to authorize an action or decision
• It’s typically granted through a motion, second, and majority vote
• Common approval items include minutes, contracts, budgets, and policies

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