Consent agenda: a template and what belongs on it

A consent agenda is one item on the board's agenda that bundles the routine business and passes it with a single vote and no discussion. Approving last meeting's minutes, receiving committee reports, and confirming a change of address can take a minute in total. Any director can pull an item out for discussion before the vote. Check your bylaws for anything that needs its own vote. This is general information, not legal advice.

The template

Copy this into your agenda, near the top.

Consent agenda

The following items are routine and may be approved in one motion without discussion. Any director may ask to have an item removed and taken up separately before the vote.

• Minutes of the [date] board meeting
• Executive committee minutes of [date], for information
• Executive director's report, for information
• [Committee] report, for information
• [Routine item, for example a renewed contract on the usual terms]

Motion: to approve the consent agenda items and receive the reports as presented.

The supporting documents for every item are in the board packet.

What belongs on it

BoardSource describes the right items as routine, standard, non-controversial and self-explanatory. In practice that means:

• Minutes of the last board meeting, and committee minutes for information
• Committee and staff reports that need no decision
• Updates to documents, such as a change of office address
• Standard contracts the organization signs regularly on the same terms

What does not

BoardSource says to keep financial statements off the consent agenda. The board should look at those together. The same goes for the budget, anything about personnel, a new or non-standard contract, and strategy.

A good test: if a reasonable director would want to ask a question about it, it doesn't belong.

How a director pulls an item

Before the vote, the chair asks whether anyone wants an item removed. A director says, "I'd like to pull the facilities committee report." Boards generally don't ask for a reason or a second, but check your bylaws or board policy. The chair moves that item to the regular agenda and the board votes on the rest.

Some boards ask directors to tell the chair a day or two ahead, so the agenda can be adjusted.

It only works if the packet goes out early

A consent agenda asks directors to approve things without discussion, so they need to have read them. Send the packet about a week ahead and say in the email which items are on the consent agenda.

If directors aren't reading the packet, a consent agenda turns into approving things nobody looked at. Fix that first.

In the minutes

List each item that was approved under the consent agenda, then record the motion and the vote once. If an item was pulled, record it separately with its own outcome.

How Karma Compass helps

On the Pro plan, Karma Compass drafts the agenda for your next meeting, and the agenda has a consent section for routine items. The packet goes to directors as a link in their email, with no account or password, so directors can open the documents behind each consent item from that link.

See how the agenda works in Karma Compass, or start from our board meeting agenda template.

Sources

• Consent Agendas: BoardSource on what a consent agenda is, what belongs on it, keeping financial statements off it, and how a director removes an item.
• Effective Board Meetings for Good Governance: the National Council of Nonprofits on using a consent agenda to leave time for strategic discussion.