What this service is

Board/Member resolutions and minute book setup is a structured service that creates the internal approval record system your company needs to be bank-ready, investor-ready, and dispute-resistant. Resolutions (and written consents) document decisions. A minute book is the organised record set that proves those decisions were properly approved and recorded.

This service is designed to deliver:

  • a resolution toolkit tailored to your entity type (LLC or corporation)

  • a clean minute book structure (digital-first, diligence-ready)

  • authority and signing posture documents banks and counterparties expect

  • repeatable decision workflows for major actions (banking, equity, contracts, hiring)

  • a defensible archive and index for future audits, diligence, or disputes

Who this is for

This service is a fit if you are:

  • opening or changing bank accounts and need proof of authority

  • raising capital, issuing equity, or changing ownership

  • entering major contracts and want approval discipline (and protection for officers)

  • onboarding enterprise customers or vendors requiring governance evidence

  • foreign-owned and need US-grade recordkeeping for compliance and banking

  • cleaning up missing minutes/resolutions after months or years of operating

  • preparing for financing, acquisition, or internal restructuring

  • operating across multiple states and want consistent governance posture

What “resolutions” and “minute book” mean in practice

Resolutions / written consents

These are the internal approvals documenting that the proper decision-makers agreed to a company action, for example:

  • opening a bank account and appointing signers

  • appointing officers/managers, setting authority limits

  • approving a major contract, lease, loan, or guarantee

  • issuing shares/membership interests, approving transfers

  • approving tax elections and major accounting policy posture

  • adopting bylaws/operating agreement amendments

  • approving annual reports, franchise tax posture, registered agent changes

Minute book setup

A minute book is the organised archive of:

  • formation documents and registrations

  • Operating Agreement or Bylaws + amendments

  • ownership ledger (members/cap table) and transfers

  • board/member consents and resolutions

  • officer/manager appointment records and authority statements

  • key contracts and compliance evidence (where appropriate)

  • annual and special meeting documentation

  • evidence index (what exists, where it is, and who controls it)

Key principle: the best outcome is not “more paperwork.” The best outcome is proof of authority and decisions, organised so third parties trust it.

Benefits of structured resolutions and minute book setup

  • Bank acceptance: clean signer authority and governance records

  • Investor diligence readiness: organised records reduce delays and mistrust

  • Lower dispute exposure: decisions are documented and traceable

  • Officer protection: approvals show decisions were properly authorised

  • Faster deals: counterparties can verify authority quickly

  • Audit resilience: a defensible record trail for compliance requests

What you typically receive

Deliverables are tailored to your entity type and situation, but commonly include:

1) Resolution toolkit (templates + custom resolutions)

  • initial organisational resolutions/consents

  • banking resolutions (account opening, signers, limits)

  • officer/manager appointment resolutions and authority statements

  • contract approval resolutions (major agreements, leases, loans)

  • equity issuance/transfer resolutions (cap table/member ledger alignment)

  • annual resolutions package (routine approvals and compliance posture)

2) Minute book setup (digital-first)

  • folder structure and naming convention

  • document index and “missing items” checklist

  • version control and signature archive rules

  • retention guidance and access permissions posture

3) Ownership and authority record posture (as applicable)

  • member ledger/cap table hygiene checklist

  • signature authority matrix (who can bind the company and under what limits)

  • governance calendar (what must be done annually and when)

Service workflow

1) Intake and governance mapping

We confirm:

  • entity type (LLC vs corporation) and formation state

  • current owners and decision-makers

  • who is signing contracts today and what authority they have

  • what third parties require (banks, investors, counterparties)

  • whether records are missing or inconsistent

Outcome: a document map and scope plan.

2) Resolution drafting and approval posture

We prepare:

  • entity-specific resolutions/consents

  • signer authority statements and internal limits

  • alignment with Operating Agreement/Bylaws and ownership records

Outcome: execution-ready approvals that match your real operations.

3) Minute book build and indexing

We implement:

  • a clean record structure and index

  • standard naming and filing rules

  • a “maintenance” checklist for ongoing record hygiene

Outcome: a diligence-ready minute book.

4) Cleanup and repair (if needed)

If records are missing:

  • we identify gaps and build a defensible fix plan

  • prepare replacement consents/resolutions where appropriate

  • create an exceptions log for items that cannot be recreated

Typical premium pricing

Pricing depends on entity type, number of owners, backlog condition, and whether equity or financing is involved.

  • Resolution toolkit + minute book setup (single entity, clean records): $2,500–$8,500+

  • Multi-owner / investor-ready governance pack: $8,500–$25,000+

  • Governance cleanup (missing records, inconsistent ownership trail): $7,500–$35,000+

  • Multi-entity group minute book standardisation (2–10 entities): $18,000–$75,000+

  • High complexity (financing, restructurings, cross-border owners): $25,000–$95,000+

State filing fees and tax/accounting scope are not included unless agreed.

Frequently asked questions

  1. Do we need a minute book if we’re a small company?
    Yes. Banks, payment processors, and investors often require proof of authority and ownership. A minute book is the clean way to produce it.

  2. What’s the difference between minutes and resolutions?
    Minutes record what happened at a meeting. Resolutions (or written consents) record the approval of a decision. Many small companies use written consents for speed and clarity.

  3. Can you fix missing resolutions from prior years?
    Often yes. We identify gaps and prepare replacement consents where defensible, with an exceptions log when something cannot be recreated.

  4. Will this help open a US bank account?
    It helps materially. Banks typically want governance documents, evidence of authority, and ownership records. A clean resolution + minute book posture reduces friction.

  5. Do LLCs need board resolutions?
    LLCs typically use member or manager consents/resolutions (not board). We tailor documents to your entity type.

  6. How do you handle ownership transfers?
    We align the approval record (resolution/consent) with the ledger/cap table and ensure authority and restrictions are documented.

  7. Can we keep the minute book fully digital?
    Yes. We build a digital-first structure with clear naming, indexing, and access controls.

  8. What do you need from us to start?
    Entity details, owner list, existing governance documents, and what triggers the work (banking, funding, contract, cleanup).

Why businesses choose Yudey

  • Bank-ready authority posture: clear signers, limits, and approvals

  • Diligence-grade archives: clean indexing and repeatable structure

  • Entity-specific drafting: LLC member/manager vs corporate board logic handled correctly

  • Cleanup capability: missing records repaired with a defensible approach

  • Cross-border discipline: evidence packs suitable for international owners

  • Premium documentation quality: clarity, structure, and operational usability

Request resolutions and minute book setup

Send: your entity type, formation state, owner/manager/officer roles, and what you need (banking, funding, contract approvals, cleanup). We will confirm scope and deliver a resolution toolkit plus a diligence-ready minute book structure and index.