Resolutions
Motions, votes, and a permanent record. The paperwork of running a board — minus the paperwork.
Resolution vs update
An update informs. A resolution decides. When the board needs to approve a hire, authorise a fundraise, ratify minutes, or make any binding decision, you draft a resolution, members vote, and the result is recorded permanently with their signatures attached.
States
A resolution moves through four states, each with its own allowed transitions:
| State | Who can transition | What happens |
|---|---|---|
draft | Author (ADMIN) | Only the author sees it. Free-form editing, no notifications. |
open | Author publishes | Visible to all members, voting enabled, notifications fire. |
closed | Auto (on passage) or ADMIN | Voting ends. Outcome computed: passed, rejected, or withdrawn. |
recorded | Auto (on closed + passed) | Permanent record — signatures attached, PDF exportable, audit log frozen. |
Voting
Every resolution configures three things at open time:
- Quorum — minimum fraction of eligible voters who must cast a vote for the result to count. Defaults to simple majority of MEMBERS (observers don't count toward quorum).
- Passage threshold — simple majority (>50%), supermajority (configurable, commonly 2/3 or 3/4), or unanimous.
- Vote privacy — recorded (default, each vote attributed) or anonymous (tallies only). Anonymous votes are still audit-logged internally but only ADMINs with
audit:readcan trace them.
Members cast for, against, or abstain. Abstentions don't count toward the passage threshold but do count toward quorum. Once cast, a vote can be changed while the resolution is still open — the audit log records each change. On close, the final state is frozen.
Signatures + legal record
When a resolution transitions to recorded, each for vote becomes a signature block with the voter's legal name (from their NDA acceptance), the timestamp, their IP, and the NDA version they signed under. The whole thing is exportable as PDF for your corporate records / lawyer / due diligence data room.
Linking to meetings
Resolutions commonly come out of or lead into meetings. Attach a resolution to a meeting's agenda item and it appears as a discussion topic; pass it during the meeting and it shows up in the meeting's minutes with a link. See Meetings.
Agent access
resolutions:read gives an agent list / detail access. resolutions:vote allows casting votes on the agent's human's behalf — useful for the "agent reads updates and queues my vote ahead of the deadline" pattern. resolutions:write unlocks drafting. See Agents — Capabilities.
resolutions:vote, the vote is attributed to the human who owns the API key — not to the agent. The audit log records both the human identity and the key that was used, so "my agent voted yes" is provable, but the accountability sits with you.