4+ Standard 2026 Board of Directors Meeting Minutes Templates – Free PDF Download

A Board of Directors meeting minutes template is an important document that records the entire content, decisions, and voting results of BOD meetings. To help businesses easily store, manage, and comply with legal regulations, in this article, 1Office has compiled 4+ standard 2026 Board of Directors meeting minutes templates in PDF format, which can be downloaded for free and edited as needed.

1. What are Board of Directors meeting minutes?

Board of Directors meeting minutes are official documents that record the entire content, proceedings, discussions, votes, and decisions of the board members in a company, typically applicable to limited liability companies (LLCs) or joint-stock companies.

These minutes have high legal value, ensuring transparency, accountability, and the storage of corporate governance information. They are signed by the chairperson and the secretary (or by a majority of members if the former refuse to sign) and help confirm important resolutions, prevent disputes, and ensure compliance with legal regulations.

2. Required content in Board of Directors meeting minutes

According to Clause 1, Article 158 of the 2020 Law on Enterprises, the minutes of a Board of Directors meeting must include the following full content:

• Company name, head office address, enterprise code.
• Time and location of the meeting.
• Purpose, agenda, and content of the meeting.
• List of attending members or authorized persons, along with the method of attendance; also state the names of absent members and the reasons for their absence.
• Issues discussed and voted on.
• Summary of each member’s opinions in the order of the meeting’s proceedings.
• Voting results, clearly stating who voted for, against, or abstained.
• Issues passed and the corresponding voting ratio.

Full names and signatures of the chairperson and the secretary; if the chairperson or the secretary refuses to sign, the minutes are still valid if all other attending members agree and the minutes contain all the above-mentioned content.

3. Latest 2026 Board of Directors Meeting Minutes Templates

Below are the Board of Directors meeting minutes templates updated for 2026, applicable to many common situations in the governance of joint-stock companies, helping businesses comply with legal regulations and standardize governance records.

3.1. Board of Directors Meeting Minutes Template for a Joint-Stock Company

This basic minutes template is used for regular or extraordinary meetings of the Board of Directors of a joint-stock company, recording the full content of discussions, decisions, and voting results in accordance with Articles 157 and 158 of the 2020 Law on Enterprises.

MINUTES OF THE BOARD OF DIRECTORS MEETING 

Today, at … (time), on … (date) … (month) … 20…, [COMPANY NAME] JOINT STOCK COMPANY (“the Company”), business registration number: ……, with its head office at No. …, … Street, … Ward, … District, Hanoi City, Vietnam, held a meeting of the Board of Directors (“BOD”) at the Company’s head office.

PURPOSE, AGENDA, AND CONTENT OF THE MEETING

The Board of Directors held a meeting to consider and decide on the operations of the [COMPANY NAME] BRANCH at [BRANCH LOCATION], specifically at the address: Floor … – … Building/Hotel – Group … – … Street, … Town, … District, … Province.

ATTENDEES

The attendees of the meeting include:

1. Meeting Chairperson: [FULL NAME] – Chairman of the Board of Directors
2. Meeting Secretary: [FULL NAME]
3. Members of the Board of Directors:

• [FULL NAME] – Chairman of the Board of Directors
• [FULL NAME] – Member of the Board of Directors
• [FULL NAME] – Member of the Board of Directors

Total number of attending members: … members

Total number of voting shares: … votes

Method of attendance: All members attended and voted in person at the meeting.

III. CONTENT OF DISCUSSION AND VOTING

At the meeting, at the proposal of the members of the Board of Directors, the following matters were considered, discussed, and voted upon:

• The branch shall prepare periodic financial income and expenditure reports under the guidance of the Accounting and Finance Department of [COMPANY NAME].
• The branch is only permitted to use the bank account of [COMPANY NAME] for contractual transactions. Specific account information:
  • Account number: …
  • Bank: …
  • Account holder: [COMPANY NAME]
• The Branch Director is authorized to open a bank account as designated by the Company, solely for receiving periodic operating funds.

The Branch Director shall operate in accordance with the branch’s regulations issued by the General Meeting of Shareholders or within the scope of authorization from the Chairman of the Company’s Board of Directors.

MEMBERS’ OPINIONS

After discussion, the members unanimously agreed that all contents stated in Section III are consistent with legal regulations and the Company’s operational situation, and approved the organization of the branch’s activities.

VOTING RESULTS

• Members in favor: All (3 votes)
• Members against: None (0 votes)
• Members abstaining: None (0 votes)

RESOLUTIONS PASSED

Based on the voting results, the Board of Directors officially passed and approved the contents in Section III.

The meeting concluded at 11:30 AM on the same day. These minutes are made in 2 original copies in Vietnamese, with equal legal validity. The meeting secretary read the entire content to the attending members, and there were no additional comments.

SIGNATURES OF THE CHAIRPERSON AND SECRETARY

>>> Download the LATEST 2026 Board of Directors meeting minutes template for a Joint Stock Company now

3.2. Board of Directors meeting minutes template for increasing the capital of a Joint Stock Company

This minutes template is used for BOD meetings related to increasing charter capital, approving share issuance plans, or raising capital, ensuring all legal procedures are followed and the BOD’s decisions are recorded:

MINUTES OF THE BOARD OF DIRECTORS’ MEETING

( Re: Capital contribution for the establishment of ………………….. Joint Stock Company )

Today, on …/…/20…, at 8:30 AM, at the address: …………………………, Hanoi City

We, the undersigned, include:

1. Full name: …………………….. Gender:….

Date of birth:……………. Ethnicity: Kinh Nationality: Vietnamese

ID card/Passport No.: ……….. issued by Hanoi City Police on: ….

Place of permanent residence registration: …………………

Current address: ………………… 

2. Full name: …………………….. Gender:…

Date of birth:……………. Ethnicity: Kinh Nationality: Vietnamese

ID card/Passport No.: ……….. issued by Hanoi City Police on: ….

Place of permanent residence registration: …………………

Current address: …………………

As shareholders of ………………………… Joint Stock Company, hereby meet to discuss and agree on the following matters: Capital contribution for the establishment of ………………………… Joint Stock Company

The list of founding shareholders contributing capital is as follows:

Certificate of Capital Contribution

After completing the capital contribution, the shareholders are issued a Certificate of Capital Contribution by the Chairman of the Board of Directors with the following details:

• Mr. ………………… – Certificate No. 01/GCN, issued on …/…/20…
• Mr. ………………… – Certificate No. 02/GCN, issued on …/…/20…

All shareholders have fully completed their capital contribution obligations. The list of contributing shareholders is recorded in the Members’ Register, and a Notice of Establishment of the Members’ Register was sent to the Business Registration Office – Department of Planning and Investment of Hanoi City on …/…/20…

III. Election of the Chairman of the Board of Directors

The meeting unanimously elected Mr. ………………… to the position of Chairman of the Board of Directors of ………………… Joint Stock Company.

Election of the Legal Representative

The shareholders unanimously appointed Mr. ………………… as the Legal Representative of the Company.

The meeting concluded at 11:00 AM on the same day.

The shareholders sign below for confirmation:

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>>> Download the LATEST 2026 updated template for the minutes of the Board of Directors meeting to increase capital for a Joint Stock Company now

3.3. Template for the minutes of the Board of Directors meeting; appointment of positions

These minutes templates are used when the Board of Directors proceeds with appointing important positions such as Director or Chief Accountant, recording the appointment decision, powers, responsibilities, and voting results of the Board members.

(1) Minutes of the Board of Directors meeting for the appointment of a director

These minutes are used to record the decision to appoint a company director, including the time, the appointee, the term of office, and their powers.

MINUTES OF THE BOARD OF DIRECTORS MEETING

(Regarding the appointment of a Director)

Today, on …/…/20…, at the Company’s head office, the Board of Directors of ………………… Joint Stock Company (the “Board of Directors”) held a meeting with the following attendees:

1. Meeting Chairperson: Mr./Ms. ………………… – Chairman of the Board of Directors
2. Meeting Secretary: Mr./Ms. …………………
3. Attending Board Members:

• Mr./Ms. ………………… – Board Member
• Mr./Ms. ………………… – Board Member
• …

MEETING PURPOSE

To consider, discuss, and decide on the appointment of the Company’s Director.

DISCUSSION AND VOTING CONTENT

The Board members reviewed the profile, qualifications, experience, and work plan of the candidate, Mr./Ms. ………………….

After discussion, the members unanimously agreed to appoint Mr./Ms. ………………… to the position of Director of ………………… Joint Stock Company, effective from …/…/20…

The rights and responsibilities of the Director are in accordance with the Company’s Charter and legal regulations.

III. VOTING RESULTS

• Votes in favor: …/… votes
• Votes against: …/… votes
• Abstentions: …/… votes

Conclusion

The Board of Directors officially appoints Mr./Ms. ………………… as the Director of ………………… Joint Stock Company with the rights and obligations as stipulated by law and the company’s Charter.

The meeting concluded at …:00 on the same day. These minutes are made in … original copies of equal validity, to be kept at the company’s head office.

SIGNATURES OF THE CHAIRPERSON AND SECRETARY

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(2) Minutes of the Board of Directors meeting to appoint a chief accountant

These minutes are used to record the decision to appoint a chief accountant, ensuring their rights and responsibilities are in accordance with company regulations and the law.

MINUTES OF THE BOARD OF DIRECTORS MEETING

(Regarding the appointment of the Chief Accountant)

Today, on …/…/20…, at the Company’s head office, the Board of Directors of ………………… Joint Stock Company (“the Board of Directors”) held a meeting with the following attendees:

1. Meeting Chairperson: Mr./Ms. ………………… – Chairman of the Board of Directors
2. Meeting Secretary: Mr./Ms. …………………
3. Attending members of the Board of Directors:

• Mr./Ms. ………………… – Member of the Board of Directors
• Mr./Ms. ………………… – Member of the Board of Directors
• …

PURPOSE OF THE MEETING

To consider, discuss, and decide on the appointment of the Company’s Chief Accountant.

DISCUSSION AND VOTING

The members of the Board of Directors have reviewed the profile, qualifications, experience, and work plan of the candidate, Mr./Ms. ………………….

After discussion, the members unanimously agreed to appoint Mr./Ms. ………………… to the position of Chief Accountant of ………………… Joint Stock Company, effective from …/…/20…

The rights and responsibilities of the Chief Accountant shall be in accordance with the Company’s Charter, legal regulations, and the guidance of the Board of Management.

III. VOTING RESULTS

• Votes in favor: …/… votes
• Votes against: …/… votes
• Abstentions: …/… votes

CONCLUSION

The Board of Directors officially appoints Mr./Ms. ………………… as the Chief Accountant of ………………… Joint Stock Company, responsible for fully exercising the rights and obligations in accordance with the law and the Company’s Charter.

The meeting concluded at …:00 on the same day. These minutes are made in … original copies, each having equal validity, and are kept at the company’s head office.

SIGNATURES OF THE CHAIRPERSON AND THE MEETING SECRETARY

>>> Download the LATEST 2026 updated template for the Minutes of the Board of Directors Meeting on the Appointment of a Chief Accountant

4. Important Notes for Conducting a Board of Directors Meeting

When conducting a Board of Directors (BOD) meeting, it is necessary to fully comply with the procedures for convening, notifying, meeting conditions, and voting as stipulated in Articles 157 and 158 of the 2020 Law on Enterprises to ensure legality and effectiveness.

Note 1: Convening and Notifying the Meeting

• The Chairman of the BOD convenes regular meetings at least once per quarter or extraordinary meetings when necessary.
• In cases of a request from the Supervisory Board, the General Director, at least 2 executive members of the BOD, or 5 other managers, a meeting must be convened within 7 working days.
• The meeting notice must be sent at least 3 working days in advance (unless otherwise specified in the company’s charter) and include: time, location, agenda, issues for discussion/decision, along with meeting documents and voting slips. It can be sent by post, email, or other methods as stipulated in the charter.

Note 2: Meeting Conditions and Chairmanship

• The first meeting requires at least 3/4 of the total members to be present; if this quorum is not met, the second meeting only requires >50% of the members.
• The meeting location can be at the head office or another location as decided.
• The Chairman of the BOD presides over and conducts the meeting; if absent, the member with the highest number of votes will take their place.

Note 3: Voting and Taking Minutes

• A resolution is passed if a majority of the attending members approve (unless otherwise specified in the charter).
• The meeting minutes must fully record the content as required by law.
• If the Chairman fails to convene the meeting on time, they are responsible for any resulting damages; the person who requested the meeting has the right to convene it instead.

To make the process of convening, notifying, voting, and storing BOD meeting minutes faster, more transparent, and legally compliant, companies can use the 1Office business management software. The system helps schedule meetings, send automatic notifications, store electronic minutes, and handle online approvals, ensuring the BOD operates effectively without overlooking important legal procedures.

5. Frequently Asked Questions about Board of Directors Meeting Minutes

How often does the Board of Directors of a joint-stock company meet?

The Board of Directors (BOD) of a joint-stock company holds regular meetings at least once per quarter (a minimum of 4 times a year) to oversee business operations. Additionally, the Chairman of the BOD can convene extraordinary meetings when necessary or upon request from the Supervisory Board, the General Director, certain BOD members, or other managers. The company’s charter may stipulate more frequent meetings, but not less than the legal minimum.

How is a Board of Directors meeting conducted?

A BOD meeting is conducted in the following steps:

 Step 1: Send the meeting invitation notice

• The Chairman of the BOD or the convener sends the notice at least 03 working days in advance.
• The notice must clearly state the time, location, agenda, issues for discussion, and accompanying documents.
• The notice is sent via paper invitation, email, phone, fax, or other methods as stipulated in the charter.

Step 2: Invite and provide documents to the Supervisor

• The Supervisor receives the notice and documents just like the BOD members.
• The Supervisor has the right to attend and discuss but does not have voting rights.

Step 3: Conduct the meeting

• A meeting is valid when at least 3/4 of the total members of the Board of Directors attend.
• If the quorum is not met, the meeting will be reconvened within 07 days; for the second meeting, only more than 1/2 of the members need to be present to proceed.

Who are the main signatories of the Board of Directors meeting minutes?

The minutes of the Board of Directors meeting are primarily signed by the Chairperson of the meeting and the minute-taker. These two individuals are responsible for the accuracy and legality of the meeting’s content. If they refuse to sign, the minutes are only valid if all attending Board members agree and sign instead, clearly stating the reason for the Chairperson’s and minute-taker’s refusal to sign.

Is it mandatory to have a lawyer witness the signing?

It is not mandatory to have a lawyer witness the signing of the Board of Directors meeting minutes. According to the 2020 Enterprise Law, the minutes only require the signatures of the Chairperson and the minute-taker. Whether a lawyer participates depends on the company’s internal regulations or specific legal consultation needs.

Do the Board of Directors meeting minutes need to be notarized?

The minutes of a Board of Directors (BOD) meeting do not need to be notarized. According to the 2020 Enterprise Law, the minutes only need to contain the essential information and be signed by the Chairperson and the minute-taker to be legally valid. If these two individuals refuse to sign, the minutes are still valid if all attending Board members agree and sign instead, clearly stating the reason for the refusal. Notarization is only applicable to certain civil transactions and is not mandatory for the internal minutes of the Board of Directors.

Is the sample Word file editable?

Yes, the sample Word file for the Board of Directors meeting minutes is editable. You can update the company name, time, attendees, discussion content, and voting results as needed. After editing, the minutes must still contain all the information required by Article 158 of the 2020 Enterprise Law and be physically signed by the Chairperson and the minute-taker to be legally valid.

Do the minutes need the company seal?

The minutes of a Board of Directors (BOD) meeting do not require the company seal. According to the 2020 Enterprise Law, the signatures of the Chairperson and the minute-taker (or all attending members if these two refuse to sign) are sufficient for legal validity. Applying the seal is a practical measure to enhance authenticity and for internal record-keeping, but it is not a mandatory requirement.

Can minutes be taken for online meetings (Zoom)?

Online Board of Directors (BOD) meetings held via Zoom or other online platforms still require minutes to be taken. The minutes must fully record the time, location (online platform), attendees, discussion content, votes, and results, and be signed by the Chairperson and the minute-taker. Audio recordings, video recordings, or electronic archives can be attached to enhance authenticity, and electronic minutes have the same legal validity as paper ones if they comply with the company’s charter and the 2020 Enterprise Law.

Businesses can certainly hold online BOD meetings on Zoom or other online platforms, while fully recording the content and signing electronic minutes. With the 1Office business management software, all minutes, meeting documents, and voting results are stored transparently and have legal validity equivalent to paper documents, helping the Board of Directors operate conveniently, professionally, and in full compliance with the 2020 Enterprise Law.

Above are the standard 2026 Board of Directors meeting minute templates, which help businesses fully record meeting content, ensure transparency, and comply with the law. To manage minutes, meeting schedules, and online approvals more effectively, businesses can use the 1Office business management software. Contact 1Office now for a consultation and to experience a professional, time-saving system that supports the Board of Directors.