--- name: pa-workflow-inhouse-board-deck-legal-section description: Use when an in-house legal team needs to prepare the legal section of a board deck or board report. Covers litigation status, regulatory developments, compliance metrics, material agreements, and risk highlights — formatted for board-level consumption. Triggers when an in-house counsel asks for help preparing board materials, a legal update for the board, or a governance report for directors. license: MIT metadata: id: pa-workflow.inhouse.board-deck-legal-section category: pa-workflow intent: ["__workflow__", "board", "governance", "in-house", "reporting"] related: - pa-workflow-inhouse-friday-newsletter-status-synthesis - pa-workflow-inhouse-cross-functional-translation - output-partner-memo-style - output-table-of-comparisons priority: P1 source: Louis — HAQQ Legal AI (github.com/sboghossian/mini-claude-for-legal) version: "1.0" --- # In-House — Board Deck Legal Section Board members need to understand the company's legal exposure, not read a legal memo. The legal section of a board deck translates ongoing matters, regulatory developments, and risk into the board's language: materiality, probability, financial impact, and management action. This skill governs how an in-house team prepares that section with Claude's assistance. ## Purpose Produce a board-ready legal section that covers five mandatory areas: 1. Litigation update (material matters only) 2. Regulatory and legislative developments 3. Compliance metrics 4. Risk register highlights 5. Material agreements signed or executed in the period ## Inputs | Input | Why it matters | |---|---| | Current matter list | Source data for litigation update | | Regulatory tracker | What regulatory developments occurred in the period | | Compliance dashboard / metrics | Quantified compliance status | | Risk register (if maintained) | Risk ratings for top items | | Material agreements log | Contracts above the board's materiality threshold | | Period covered | Quarter or specific period | ## Section structure ### 1. Litigation update One row per material matter in a table. Board members do not need full case summaries — they need status, financial exposure, and the recommended reserve. | Matter | Court / Jurisdiction | Status | Financial exposure | Reserve | Trend | |---|---|---|---|---|---| | Acme v. Company (contract dispute) | DIFC Courts | Pre-trial — hearing scheduled Q3 2026 | USD 2.5M claimed | USD 800K reserved | Stable | | Regulatory investigation — DFSA | DFSA | Information requests ongoing | Fine: potential USD 500K | Nil (early stage) | Monitoring | | Employment claim — [Name redacted] | UAE Labour Court | Conciliation failed — court hearing scheduled | AED 120K | AED 120K reserved | Stable | **Format rules:** - Include only matters above the board's materiality threshold (define in the intro: "matters with financial exposure > AED 500K or strategic significance") - Do not include routine matters; aggregate those: "18 routine employment/commercial matters with aggregate exposure < AED 200K — all managed at GC level" - Financial exposure: worst-case amount claimed, not the most likely outcome - Reserve: amount provisioned in financial statements - Trend: Improving / Stable / Deteriorating / Resolved ### 2. Regulatory and legislative developments | Development | Jurisdiction | Effective date | Impact | Action required | |---|---|---|---|---| | UAE Digital Economy Law — data localisation provisions | UAE | 1 Jan 2027 | Requires server infrastructure changes | Tech team briefed; assessment in progress | | DFSA crypto-asset framework update | DIFC | Already effective | New licensing requirement for [product] | External counsel engaged | | KSA Employment Reform — HRSD update | KSA | March 2027 | Changes to gratuity calculation for KSA employees | HR + GC aligning | Focus on developments that require management action or board decision. Exclude background regulatory changes with no company impact. ### 3. Compliance metrics A single-page dashboard view: | Metric | Status | Period trend | |---|---|---| | Contracts reviewed on time (< 5 business days) | 87% | ↑ from 78% last quarter | | NDAs auto-processed (no legal review required) | 65% | ↑ new capability | | Overdue legal holds | 0 | Stable | | Training completion — AML/compliance | 94% of staff | ↑ | | Data subject requests responded to within 30 days | 100% | Stable | Include only metrics that the board has line-of-sight over. Do not include internal legal team process metrics. ### 4. Risk register highlights Top 3–5 legal risks for board awareness. Format: | Risk | Probability | Impact | Current mitigation | Owner | |---|---|---|---|---| | Regulatory non-compliance — new DFSA rule | Medium | High | External counsel engaged; project plan in place | GC + CTO | | Concentration risk — single major commercial counterparty | Low | Very High | Contract review underway; diversification strategy | GC + CEO | | IP exposure — competitor patent filing | Low | Medium | Freedom-to-operate analysis commissioned | GC + CTO | ### 5. Material agreements | Agreement | Counterparty | Type | Value | Date signed | Notes | |---|---|---|---|---|---| | Software licence | Globex Corp | SaaS MSA | USD 1.2M / yr | March 2026 | 3-year term | | Joint venture | ABC Holdings | JV Agreement | N/A | April 2026 | NewCo incorporated ADGM | | Settlement | Acme (see Litigation) | Settlement deed | USD 350K | April 2026 | Full and final | Include agreements above the board's pre-approved delegation of authority threshold. ## Board communication principles - **Materiality over completeness**: boards cannot act on 40-page legal updates; synthesise to what matters. - **Action-oriented**: every section item should end with a clear status (what management is doing) and whether board decision or awareness is needed. - **No legal jargon**: "pre-trial interlocutory hearing" → "hearing before the main trial, scheduled Q3 2026". - **Calibrated language**: avoid "might" and "could" when the probability is known — give the board the probability. - **Forward-looking**: what is the expected development in the next quarter? Boards make decisions about the future, not the past. ## Jurisdiction-specific board governance notes | Jurisdiction | Board legal section requirements | |---|---| | UAE (onshore, Dubai) | Companies Law (Federal Decree-Law on Commercial Companies) — directors have fiduciary duties; material litigation and regulatory matters are material disclosure items | | DIFC | DIFC Companies Law — director duties include duty to exercise independent judgment; audit committee has oversight of legal risk | | ADGM | ADGM Companies Regulations — similar to DIFC; audit committee role | | KSA | Saudi Companies Law — board minutes must reflect material legal matters; SAMA/CMA regulated entities have specific disclosure requirements | | Lebanon | Commercial Code — board disclosure requirements; less formalised than GCC | ## Related skills - [[pa-workflow-inhouse-friday-newsletter-status-synthesis]] - [[pa-workflow-inhouse-cross-functional-translation]] - [[output-partner-memo-style]] - [[output-table-of-comparisons]] - [[output-timeline-builder]]