A bank needs a signed mandate before it will activate a new company account, and calling a full board meeting would cost a week the company does not have. A board resolution is not a negotiated contract between two sides. It is a record that a decision was properly taken, so the job is to state that decision so precisely that a bank, an investor or a registrar reading it later has no room to ask a follow-up question. You draft a board resolution with AI by stating the decision in plain words and letting a clause-assembly drafter build the wording, authority and signature structure the Companies Act 2006 expects around it.
> Quick answer: A clause-assembly drafter turns a plain description of a director decision, opening a bank account, authorising a share allotment, appointing an officer, into a resolution with the exact wording, the authorised signatories and the effective date stated clearly. It does not invent the decision itself. That comes from the directors. It assembles the surrounding structure so the resolution holds up when a bank, investor or registrar relies on it.
Why precision matters more than speed for this document
A resolution exists to be relied on by someone outside the room where the decision was made. That changes what "good" looks like compared with most documents in this library.
| What the resolution needs | Risk if drafted loosely from scratch | What a structured drafter builds in |
|---|---|---|
| The exact decision, no ambiguity | A paraphrase that reads differently to different people later | A prompt requiring the precise wording being resolved |
| Named authority to act | Nobody knows who is actually authorised, or to what extent | A dedicated field for the signatory and the limits of their authority |
| Any section 177 interest handled properly | Easy to skip when a resolution is drafted quickly under time pressure | A prompt for declared interests before the resolution is finalised |
| An effective date and signature structure matching the articles | Assumed rather than checked against the company's own rules | A structure that flags this needs confirming against the articles |
A resolution that reads slightly differently to the bank than it did to the directors who signed it is a resolution that has failed at its one job. Our board resolution explainer walks through a full worked example of exactly this bank-mandate scenario.
Assembling the wording versus a chatbot guessing at what was decided
A general-purpose chatbot asked to draft a resolution will produce something plausible-sounding, but it has no way of knowing what your company's articles require, how many directors must agree, or whether the wording it generates actually matches what the board discussed. It fills in gaps with confident language rather than flagging that a gap exists.
A clause-assembly drafter works differently. AI Legal Drafting in 99 Data Rooms selects the structural elements, decision wording format, authority statements, section 177 prompts, signature blocks, from a library framed around the Companies Act 2006, then asks you to state the actual decision in your own words. It never invents the decision itself. Our assembled clauses versus invented ones guide covers the general distinction, and a board resolution is a clean example of why getting the record right matters more here than persuasive drafting.
Inside the drafter: from a plain description to signature-ready wording
The Board Resolution template sits in the Corporate Governance group of the template library, next to Board Minutes and the Shareholders' Written Resolution. Describe the decision in plain words, for example a resolution to open a bank account with a named provider and authorise two directors to operate it jointly, and the assistant builds a resolution stating the decision precisely, with space for the required signatures and a prompt for any declared interest.
It assembles the draft in a couple of minutes. Check the company's articles for how many directors must actually agree before you circulate it, since that requirement varies between companies and the drafter cannot see your specific articles for you.
A worked example: the bank's Friday deadline
The bank has told the company its new account will not be activated until it receives a signed mandate resolution, and the account is needed before a supplier payment falls due on Friday. Rather than waiting for all three directors to be free for a call, the company secretary describes the decision to the drafter: open the account with the named bank, and authorise two named directors to operate it jointly. The resolution comes back within minutes, stating the decision precisely and naming both signatories and the extent of their authority. All three directors sign from wherever they happen to be that day, and the executed document reaches the bank before the Friday deadline, with the effective date recorded as the day the last signature landed.
From a signature-ready draft to an executed resolution
Once the wording is confirmed, share the resolution as a tracked, revocable link, gated behind a verified email and a one-time code so only board members can open it. Page-by-page analytics show which directors have opened it, useful when a decision is time-sensitive and you are waiting on the last signature before the bank's deadline.
If the wording needs a small correction before signing, swap the file behind the same link rather than emailing a fresh copy round, so nobody signs a version that has already been superseded. Directors sign in the browser without needing an account, you can send a reminder to whoever is holding things up, and the executed PDF returns with an audit certificate recording who signed, their IP, intent to sign, timestamps and a SHA-256 fingerprint. Electronic signatures are admissible for most commercial documents in England and Wales, with exceptions including deeds and land transfers. This is general information, not legal advice. The signed resolution files itself in the room with the company's other records.
What to check before the resolution goes out for signature
Before circulating, check the exact wording of the decision against what the directors actually discussed, confirm how many signatures the articles require, name the person authorised to act and state the limits of that authority, note any section 177 interest, and confirm the effective date is the date the last required signature lands rather than an earlier assumed date.
Frequently asked questions
Can AI draft a resolution without knowing the company's articles?
It can assemble the standard structure, decision wording, authority statement, signature blocks, but it cannot see your company's specific articles unless you check them separately. Confirming how many directors must sign against the actual articles remains a step you need to do yourself.
Does the resolution still need to record a section 177 interest?
Yes. Directors' duties under the Companies Act 2006 apply whether a decision is taken at a meeting or by written resolution. A structured drafter prompts for this specifically, but the interest still has to be handled properly and noted, not just ticked off.
What if the wording the AI produces does not match what the board actually decided?
Review it before it goes anywhere. The assistant assembles the surrounding structure from your description, so an inaccurate description produces an inaccurate resolution. Check the decision wording word for word before you circulate it for signature.
Is a written resolution always faster than calling a meeting?
Usually, yes, for a clear and uncontroversial decision like a bank mandate or a routine appointment. Anything genuinely contested is generally better handled at a meeting, where it can be discussed and minuted rather than pushed through on paper.
How much drafting is included on each plan?
The AI drafter starts on Pro at £19 a month, with three drafted documents a month as PDF; Business raises that to twenty-five a month with Word export. The free tier gives three rooms and twenty-five active links, forever, no card, for gating and sharing documents once they exist - it does not include the drafter or e-signatures. Three resolutions a month fit inside a Pro month; a busy quarter of board decisions is a Business month.
Draft your board resolution with AI
Assemble a directors' written resolution with the decision stated precisely and the Companies Act framing built in, then circulate, track and sign it in the same place before the deadline that prompted it in the first place. The free tier is real: three rooms and twenty-five active links, forever, no card; the AI drafter and e-signature start on Pro at £19 a month. Start for free. The related decision is often minuted too, see drafting board minutes with AI, and where the decision needs shareholder backing as well, see drafting a shareholders' written resolution with AI. Once the resolution is signed, setting a reminder before it or a related contract expires keeps the deadline from arriving unnoticed.
Sources
- Directors' general duties (which apply whether a decision is taken at a meeting or by written resolution): Companies Act 2006, Part 10, Chapter 2, https://www.legislation.gov.uk/ukpga/2006/46/part/10/chapter/2
- Directors' duty to declare an interest in a proposed transaction or arrangement: Companies Act 2006, s.177, https://www.legislation.gov.uk/ukpga/2006/46/section/177
- Electronic signatures and execution of documents in England and Wales: Law Commission, Electronic execution of documents (2019), https://lawcom.gov.uk/project/electronic-execution-of-documents/ ; HM Land Registry Practice Guide 82, https://www.gov.uk/government/publications/electronic-signatures-accepted-by-hm-land-registry-pg82