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Draft board resolution wording for counsel to review, not to adopt

  • For Executive assistants
  • You practice Setting limits and rules
  • Time about 5 minutes
  • Level Advanced

About this exercise

Draft the wording of a board resolution from the meeting notes, in plain text, under 130 words. Line 1: DRAFT FOR COUNSEL REVIEW - not adopted. Then one WHEREAS line per background fact (exactly 2), then one RESOLVED line stating what the board approved, with the dollar amount. Use only facts in the notes. Do not state what the law requires. End with a line starting "Questions for counsel:" listing the one unclear point.

Common mistakes when you ask AI for this

  • Using the wrong amount. The AI uses $2,000,000. Try: Say: "Amount is $1,500,000 per the term sheet."
  • Resolving the unclear point. The AI names the CEO as a signer. Try: Say: "Don't decide signers; put it under Questions for counsel."
  • Legal conclusions. The AI says the resolution is valid under law. Try: Say: "Don't state what the law requires."
  • Wrong structure. The AI adds extra WHEREAS clauses. Try: Say: "Exactly two WHEREAS lines, one RESOLVED line."
  • Markdown. The AI bolds keywords. Try: Say: "Plain text."
  • Trusting the AI to count words. AI is bad at counting. Ask for a total word limit and it often lands over it. Try: Cap each line: "each line under 30 words."
  • Trusting the AI to count words. AI is bad at counting. Ask for a total word limit and it often lands over it. Try: Cap each part instead, for example: "each line under 12 words."

What a strong prompt includes

  • Draft line
  • Structure
  • Amount
  • Counsel question
  • No legal conclusions

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