1
Decision
A precise statement of what was agreed - written so someone outside the meeting understands it without context. No narrative. No preamble. Just what was resolved.
Governance insight
Where does your board actually govern?
Not where they store documents. Where they govern.
Easy to store.
Hard to govern.
Most boards have solved the wrong problem. Documents are stored, categorised, backed up. But governance is not about where decisions live.
The problem
A filing cabinet is not a governance system
It is evidence that meetings happened.
Governance is the ability to establish, at any point in time, the current state of the board's decisions - what was agreed, whether it still holds, what it produced, and who owns it now.
- Which decisions are currently adopted and operative?
- Which have been amended or superseded?
- What did each decision produce - a policy, an action, a review?
- Who is responsible, and when is it next reconsidered?
If answering any of these requires searching through minutes, the decisions are recorded - but not governed.
The question to ask
Most boards ask
"Where is this decision recorded?"
The question that actually matters
"What is the current state of this decision?"
These are different questions. The first points to a document. The second points to a record that lives, changes, and connects to other records over time.
A decision is not an event. It is a position the board holds until something explicitly changes it.
The shift
From recording decisions to maintaining them
Treating decisions as standalone records - not as text buried in minutes - is what makes governance traceable. It does not require new technology. It requires a different structure applied consistently.
Most boards record decisions. Some organise them. Very few can see their current state over time.
The structure
Six fields. A spreadsheet will do.
Each decision becomes a standalone record with six fields. This is not a new system - it is a consistent structure applied to decisions you are already making. The value compounds over time as the register grows.
2
Status Critical field
Once adopted, a decision remains adopted until it is explicitly changed. Status tells you its current position - not just its history.
Pending board considerationAdoptedAmended and adoptedRejectedSuperseded
If this field is missing or unclear, the decision is not traceable.
3
Dates
- Decided - when the board resolved it
- Effective - when it came into force
- Review - next scheduled reconsideration
Capturing the review date at the point of adoption is what makes the register proactive, not retrospective.
4
Ownership
- Who is responsible for enacting this decision
- Who is responsible for bringing it back for review
Decisions without owners are intentions, not commitments.
5
Links
- Policy or document it produced
- Action it triggered
- Prior decision it amended or superseded
Links are what turn a list of decisions into a governance chain.
6
Rationale
Why this was decided - 1 to 2 lines. Not the full discussion, just enough context to avoid re-debating the same question at the next meeting.
The most overlooked field. The most useful one when a decision is challenged.
What this enables
Four questions. Under 60 seconds each.
With this structure in place - even in a spreadsheet - these questions become answerable at any point in time. If they are not, the structure is incomplete.
Question 1
Which decisions are currently adopted and operative?
Question 2
Which decisions have been amended or superseded in the last 12 months?
Question 3
Which decisions are pending board consideration - and since when?
Question 4
What is due for review in the next three months, and who owns each item?
How to start
Take the last 5-10 significant decisions your board made. Record each using the six fields above. Establish the current status of each - this step alone is often revealing. Bring the register to the next board meeting and update it live. It works alongside minutes. It does not replace them.
The honest limitation
Where a spreadsheet runs out
This structure works well until the volume of decisions grows. At that point, boards typically encounter:
- Multiple versions of the same decision with no clear precedence
- Status that requires manual updating after every meeting
- No visible connection between a decision and the policy it produced
- No way to see patterns across meetings without manually reviewing records
- Difficulty answering auditor or regulator questions in real time
At that point, the challenge is not the structure - it is the system that holds it.
Loom is built for this
The structure described on this page is what Loom implements natively - decisions as live records, connected to the policies, actions, and reviews they produce.
- Decisions exist as structured records, not buried text
- Status is tracked across the life of each decision
- Policies, actions, and reviews link back to the decision that created them
- Patterns across meetings become visible without manual analysis
- The register is always current - no manual updating between meetings
Not more documentation. A different way of governing.
Board Deck Standard 5.1: Monitoring and Evaluation of Strategic Goals ↗The test
Take one recent decision
Pick any significant decision your board made in the last two years. Try to answer these three questions - right now, without searching.
Is it adopted, amended, or superseded? And can you point to the record that changed it, if it changed?
What did it produce? A policy, an action, a commitment to review - and what is the current state of that output?
Who owns it now, and when is it next due for reconsideration?
If answering any of these required searching through minutes or chasing a colleague, your decisions are recorded - but not traceable. The gap between the two is where governance risk lives.