Corporate Minutes
Corporate minutes serve as the official record of resolutions adopted at meetings. If a mistake is made before minutes are approved, corrections can be made. After approval, keep original executed copies safe with other records.
There are two types of corporate minutes – annual and special. Annual minutes record actions at shareholder meetings. Special minutes record actions at board meetings. Keep minutes for at least seven years and provide copies when reasonably requested. Don’t file minutes with the state or IRS.
Importance of Corporate Minutes
Failure to Keep Meeting Minutes exposes shareholders’ personal assets to liability for the corporation’s debts.
Required Information in Annual Corporate Minutes
Annual minutes should include the date, location, attendees, and a summary of company actions.
FAQ on Corporate Minutes
- Are shareholder meetings mandatory? Most corporations require at least one shareholders’ meeting per year. You must give notice before meetings occur.
- Do I need to file corporate minutes? Keep corporate minutes safe with other records. Provide copies when reasonably requested. Don’t file minutes with the state or IRS.
- Why do I need to record meeting minutes? Minutes document what was discussed and decided in meetings. They serve as legal records of corporate activities.
- How often do corporations have meetings? Most corporations require one annual shareholders’ meeting. An annual board meeting often occurs with it.
- Are LLC meeting minutes required? While not statutory, an LLC’s operating agreement may require meetings and minutes. They can be useful legal records.
Managing Corporate Minutes
When typing minutes, do so soon after the meeting while details are fresh. Use complete sentences and standard grammar. Identify time, date, venue and participants.
Organizing Corporate Minute Book
Include an index listing sections. Separate sections with numbered tabs. Summarize key details for quick reference. Review agendas before meetings. Identify attendees, time, date, venue, topics, and decisions. Use complete sentences and standard grammar.