Strategy AI agent · Board materials

Board Material Preparation AI Agent

Escort each figure back to the system it came from and the day it was drawn, bind every paper to a version, and hold the pack for the Corporate Secretary.

Typical delivery
4–6 weeks
Deployment
Your stack
Bylaws, not law
Version-bound
After launch
Agent Care

What this agent does

Assembles the pack, never the record

In

  1. 01

    A paper is drafted, and 8 Del. C. § 142(a) asks only that an officer record the proceedings.

  2. 02

    A meeting approaches, and the circulation deadline is the one your bylaws set, not one a statute sets.

Reason

  1. 03

    A figure lands in a paper, and it travels with the system it came from and the day it was drawn.

  2. 04

    A consent is signed, and § 141(f) files it with the minutes, in the form the minutes are kept.

  3. 05

    A pack is versioned, and a director reading a superseded paper is worse off than one reading none.

Decide

  1. 06

    A demand arrives, and SB 21, signed 25 March 2025, narrowed § 220 to a closed enumerated list.

  2. 07

    A minute is recorded, and nothing in the statute asks that it be approved, signed or attested.

Out

  1. 08

    A committee meets, and its papers go to its own members, not to a general distribution list.

  2. 09

    Execute write actions only inside the approval boundaries agreed during implementation.

Product statement

The agent assembles, chases, versions and traces. The Corporate Secretary circulates and records, and the discipline that governs both is self-imposed rather than statutory.

Example workflow

One board paper, source to circulation

  1. 1Draft papers receivedFunction drafts, management reports, ledger extracts or committee submissions
  2. 2Paper context assembledThe meeting, the committee that owns it, the agenda item it answers and the deadline your bylaws fixed
  3. 3Figure sources draftedThe figure, the system beneath it, the gaps and completeness
  4. 4Controls appliedMembership checks, version checks, draw-date checks and completeness confidence

No human action required

Stages 1 to 4 run unaided, and nothing leaves the room at any of them — the agent is only assembling, and the secretariat enters at the completeness gate.

5DecisionSplits at the completeness gate
Sources sufficient

Passes to the Corporate Secretary to circulate.

Anything thin

Adds a secretariat read first.

Secretariat review

The pack is held with its papers, its gaps and the systems they name.

Circulate · Append source · Send to secretariat review

Circulated — by the Corporate Secretary

  1. 6Agenda and pack records updatedOnly where write access and records policy allow it
  2. 7Outcome evaluatedSource completeness, deadline coverage, secretariat corrections and what review found

Corrections

Each secretariat correction is counted in the evaluation.

What should not run autonomously

Human approval stays in control

Outside the boundary — human approval required

8 items

  • Approving the minutes of a board or committee meeting.
    • Attesting a resolution for a closing certificate.
    • Drafting a resolution or the minutes of a meeting.
    • Deciding what a paper may claim about a figure.
  • Automation boundary

    Agent acts unaided

    • ✓Carry each figure with the source system it names.
    • ✓Track the circulation deadline the bylaws set for each committee.
    • ✓Bind every paper to a version and show what moved between them.
    • ✓Chase the late paper and mark the hour it arrived.

    Nothing is circulated or recorded except by the Corporate Secretary, and only on approval.

    • Judging whether a figure in a paper is right.
    • Telling a director that a paper is final.
    • Setting who sits on a given committee.
  • Changes to the minute book or the resolution text.

Example output

One board paper, annotated

Our shipped marketing campaign-analytics agent and any finance reporting agent produce the numbers upstream; this one records where each figure came from rather than producing it.

Board paper · single figure

Illustrative example
Figure
Quarterly revenue, Audit Committee
Recorded as
Drawn from the reporting system it names
Paper
Revenue summary
Source of record
Finance ledger, drawn 3 August 2026
Confidence
Held uncirculated
Held for
The Corporate Secretary, by name

As received

Taken from the reporting system and the paper that carried it — it reaches only as far as both do.

What the record holds

  • Reporting system
  • Draw date
  • Paper version

Why nothing is attested here

Whether a figure is right is a judgement the paper owner makes.

What the score decides

Below the configured threshold a paper picks up a secretariat read before it is circulated.

Action

CirculateAppend sourceSend to secretariat review

Value

Where AI adds value

The same four claims, placed at the point in the workflow where each one applies.

Where the value lands

Value 01 – 04

Every figure

From the system that made it

03Source

Where the source is used

A board pack is not a legal record: this page shows what each paper rests on and what arrived late, and it makes no call on whether a figure is right.

01Approved path

No statute signs the minute

8 Del. C. § 142(a) asks one officer to record the proceedings in a book, and § 141(f) files consents with the minutes; attestation is bylaws, practice and contract.

02Human review

What was checked, and not found

No statute requires a board minute to be approved, signed or attested; two Delaware books-and-records decisions from this year are known at headline level only and are not cited here; and no penalty figure is published on this page.

04

Build an evidence trail

The paper, the figure it carries and the secretary who circulated it stay together.

Integrations

Typical integrations

Five system groups connect to the same agent. Which of them are in scope is decided in discovery.

  • Board and committee secretariat

    • Minute book
    • board portal
    • Agendas, papers and consents
  • Finance and reporting

    • Ledger
    • reporting system
    • Figures and their draw dates
  • Business units and functions

    • Function owners
    • shared drives
    • Draft papers and their sources

Agent

Board material preparation

  • Reads the agenda
  • Assembles the pack
  • Holds for the secretary
  • Committees and their members

    • Committee charters
    • membership
    • Confidentiality and access rules
  • Observability & evaluation

    • OpenTelemetry
    • Langfuse
    • Supported monitoring/evaluation sources

Integration availability depends on the client's existing systems and API access.

Agent controls

Six tollgates between the model and the secretary

Six tollgates along one road, the last the least forgiving. What arrives is set out in the map below.

L6 · Outermost — last line of defence

Inward → L1 · closest to the model

L6Rollback / safe modeNarrow the agent to draft assembly when evaluation or production signals degrade.Roll back
L5Version monitoringTrack model, prompt and pack rules; SB 21 (85 Del. Laws c. 6, 25 March 2025) narrowed § 220, so what sits inside the list is what a demand reaches.Track
L4TraceabilityRecord each figure, the system it came from, the date it was drawn and every read of the pack.Record
L3Secretary releaseHold the pack for the Corporate Secretary, whose attestation is bylaws and practice, not law; the hold governs circulation, not whether a figure is right.Gate
L2Sourcing guardrailsTest each paper against the system it names; Rutledge v. Clearway Energy Group LLC, No. 248, 2025 (Del., 27 February 2026) upheld SB 21 in full.Restrict
L1Confidence thresholdsRoute a thinly sourced paper to a secretariat read; a late paper is a governance problem, not a formatting one.Require review
Model corePack assembled — the paper, its figures, their sources and completeness
L1 – L2
Test whether a paper may stand
L3
Leaves the circulation to a named person
L4 – L5
Keep the paper and the figure behind it
L6
Falls back to draft assembly when signals degrade

How Nestack evaluates it

Evaluate the whole assembly — not only the board paper that comes out.

Coverage runs the whole depth of the workflow, and every layer is cut by slice.

Surface — the pack a director reads

  1. E1Final-output evaluationDid the paper carry the source each figure actually came from?
  2. E2Step-level evaluationDid the agent read the right committee, the right agenda and the live membership?
  3. E3Tool evaluationDid it read and write the correct paper and the correct pack version?
  4. E4Confidence calibrationDo thinly sourced papers actually attract more secretariat corrections?
  5. E5Slice evaluationHow does performance change across specific committees?
  6. E6Business outcomeHow many papers needed a correction before the pack went out?

Floor — the record the company answers for

Failure modes

Where each failure originates in the agent

Seven failure modes, each fixed to the stage where it first surfaces.

Agent lifecycle

Direction of processing →

  1. 01 · Retrieval

    1 mode

    • LV-03

      Stale membership read

      The committee list is not the one the charter now names.

    Stage gathers

    The agendas, the papers, the figures and the dates

  2. 02 · Reasoning

    2 modes

    • LV-04

      Figure asserted, not sourced

      A figure enters a paper with no system behind it.

    • LV-06

      Superseded paper read as live

      A withdrawn draft is worked as the current one.

    Stage proposes

    The papers, their figures and completeness

  3. 03 · Tool / write

    2 modes

    • LV-02

      Thin paper passed forward

      A paper moves on without the secretariat read.

    • LV-05

      Paper sent beyond the committee

      A paper reaches a director outside that committee.

    Stage writes

    Only where write access and approval policy allow it

  4. 04 · Output

    1 mode

    • LV-01

      Circulated, source unrecorded

      The pack shows a figure but not the system behind it.

    Stage returns

    The pack a board reads and a demand may reach

  5. 05 · Change / Version

    1 mode

    • LV-07

      Silent version drift

      A paper is revised while the pack keeps the old one.

    Stage tracks

    Model, prompt, pack rules and source fields

  • Sev-1 · a figure circulated with no source
  • Sev-2 · a paper reaches the wrong director
  • Sev-3 · source degrades, pack held in draft
See the complete Strategy failure-mode catalogue

Affected slices

Audit Committee papers absorb the corrections

A committee-level source-traceability figure can read clean while Audit Committee papers carry most of the rework. Nestack reports the correction rate by committee, not only in total.

Slice performance — reported separately, not only in aggregate

Illustrative example
SliceFailure rateLiftLift vs. thresholdStatus
Audit Committee papers10.1%3.6×Review
Remuneration Committee papers7.2%2.6×Review
Nomination Committee papers4.5%1.6×Watch
Full board papers1.6%0.6×Normal

Bar: correction-rate lift vs. full board paper baseline · scale 0–4.0× · tick marks the 2.0× review threshold

2 of 4 slices over threshold

Evidence-linked improvement

What an unsourced figure costs

A cycle ends when the unsourced board figure is a standing case. That suite is what the next pack issued is measured against.

Improvement cycle · five stages

Switchback — the path turns at Improve and returns at Learn

  1. 01

    Detect

    Correction rate rises on Audit Committee papers.

  2. 02

    Diagnose

    The number in the board pack that nobody could trace back to a system is worked backwards until one cause is left standing.

  3. 03

    Improve

    Changes leave numbered, and the papers that forced them travel attached.

  4. 04

    Verify

    One paper case still failing is enough to stop the whole release.

  5. 05

    Learn

    The case is kept, and the circulation rules are rewritten alongside it.

  6. Learn → Detect

    The return edge. The next pack is measured against a suite one case longer.

Typical build scope

Twelve workstreams across six weeks

The build scope read against the delivery timeline. Week structure follows the six-week plan — discovery, sources, pack assembly, evaluation, integration, then production validation and handover.

Workstream

Week 1Week 2Week 3Week 4Week 5Week 6

  1. 01Circulation-deadline and secretary-boundary work.Week 1
  2. 02Board, committee and reporting sources.Week 1, Week 2
  3. 03Figure-to-system and version-coverage mapping.Week 1, Week 2
  4. 04Draft paper ingestion.Week 2
  5. 05Figure, source and paper binding.Week 2, Week 3
  6. 06Completeness scoring and review routing.Week 3
  7. 07Secretary circulation workflow.Week 3, Week 4
  8. 08Board-portal integration.Week 5
  9. 09Sourcing and circulation cases.Week 4, Week 5
  10. 10Guardrails and secretary controls.Week 4
  11. 11Paper-trail instrumentation.Week 5, Week 6
  12. 12Deployment, documentation and Agent Care handover.Week 6

12 workstreams · 6 weeks · bar shows the weeks a workstream is active — several run in parallel

Final scope and sequence confirmed in discovery

Engagement tiers

What each tier includes

Rows are the capabilities named in each tier's scope. Higher tiers include everything below them.

Capability✓ in scope · — not at this tierPilotOne committee, one cycleProductionProduction board workflowAdvancedMultiple committees / boards
Introduced at Pilot
Pack assembly to your agenda✓✓✓
Corporate Secretary release✓✓✓
Standing-agenda baseline✓✓✓
Introduced at Production
Reporting by committee—✓✓
Secretary sign-off workflow in your systems—✓✓
Approved write-back—✓✓
Source-system integration—✓✓
Introduced at Advanced
Multi-board groups——✓
Cross-committee evidence packs——✓
Large paper estates——✓
Multi-committee circulation controls——✓
Build priceFrom $5,000From $8,000Custom quote
Final build price
Confirmed after discovery based on integrations, workflow complexity, paper volume, approval controls and deployment requirements.
Separate from build
Build pricing is separate from recurring Agent Care, which covers managed monitoring, evaluations, incidents and verified improvements after launch.

What we need from you

What you bring, and what we build with it

Each input maps to a piece of build scope and a week in the delivery timeline.

  1. 01Your committees and the members who sit on each

    Committee mapping and paper capture

    Week 1
  2. 02Representative board, committee and management papers

    Source binding, version logic and the pack baseline

    Week 2
  3. 03Your bylaws and the circulation deadline they fix

    Agenda mapping, source binding and the automation boundary

    Week 1
  4. 04Access to relevant APIs, feeds or exports

    Board, reporting and function source assessment, then integration setup

    Week 2
  5. 05Packs you would not want disclosed

    Sourcing cases and the evaluation suite

    Week 4
  6. 06What no board paper may establish

    Completeness scoring, review routing, guardrails and release controls

    Week 3
  7. 07A Corporate Secretary to circulate and record

    Release to the Corporate Secretary, then pilot and production validation

    Weeks 5–6

Nothing else is required

Deployment, documentation and Agent Care handover are ours.

Delivery timeline

Four phases across six weeks

No band has been stretched to square the layout; the fifth column simply carries two phases at once.

Phase

W1

W2

W3

W4

W5

W6

  1. DiscoveryW1
  2. BuildW2 – W3
  3. EvaluateW4 – W5
  4. Pilot & LaunchW5 – W6

Week focus

W1Board workflow discovery, committee mapping and the automation boundary

W2Source integration and the board-paper baseline

W3Pack assembly, version logic and release controls

W4Evaluation suite, sourcing cases and failure-mode testing

W5Board-portal integration, pilot packs and targeted corrections

W6One board year run under the company secretary, then Agent Care handover

Reading the band
Each band is drawn to the work it names, and week five doubles because two phases run together.
At the end of W6
When the paper record validates, Agent Care picks the agent up.
Duration
Six-week plan shown · typical delivery 4–6 weeks depending on scope confirmed in discovery.

Next step · Strategy AI agent

Build a board pack agent that carries its sources into the room.

Show us one paper and the system its figures came from. What does Delaware require of a board minute? That one officer record the proceedings in a book, under 8 Del. C. § 142(a) — no signature, no approval, no attestation. The rest is bylaws and contract.

Typical delivery
4–6 weeks
Deployment
Your committees
Bylaws, not law
Version-bound
After launch
Agent Care available

Nestack Agents · Board materials

AGT-CS-04 · Agent Care available after launch

Build a board pack agent

Four questions so the call starts from your actual setup — then pick a time that suits you.

About you
Your committees

No obligation. We’ll map the workflow, name the automation boundary and tell you if an agent is the wrong answer.