Solicitations To Prepare Your Corporate Minutes
In this post, we will discuss corporate minutes, the purpose of them and what you need to do to prepare for the meeting. We will also cover how to properly submit your completed minutes after it has been approved by the board.
Do not know what corporate minutes are? In a nutshell, they are a summary of key items covered during a meeting that is then filed with any relevant legal documentation. It is imperative that they be saved as there might come a time when they will be needed for hostile takeovers or other internal disputes amongst shareholders.
The Purpose : Corporate minutes are used to formally record the business done at a board meeting. The minutes serve as a legal record of the formal meeting, which can be used in court if necessary. Although it is not a mandatory requirement, most companies have their corporate minutes notarized by a certified public notary for added security and authenticity.
Company directors' legal responsibilities include keeping accurate records of meetings and distributing them to shareholders or owners when appropriate. Such records should include all the decisions reached at the meeting and the specifics of these decisions should be included in the corporate minutes.
Preparation : In order for the corporate minutes to achieve the goal of being a legal record, they need to accurately reflect all that was discussed at the meeting. If you are the secretary of your board, you will be responsible for preparing and distributing the minutes. This can be a daunting task if it is your first time preparing corporate minutes. It is important that you take care to ensure that your minutes are accurate in terms of reflecting all that was decided by the board, who voted on any given decision and when it took place. Do not hesitate to ask your fellow directors for assistance in preparation of the minutes by requiring them to review them before they are distributed. Ensure that any discussion with outside counsel is added to the minutes, along with other details and votes.
Disaster Planning: Keep in mind that corporate minutes need to go through several revisions before being considered final and approved. That is why it is wise for board members to create a back-up plan for when their minutes gets trampled on by their fellow directors, or even if a large portion of it gets intentionally omitted from the final copy.
What If a Board Member Misses a Meeting?: If you are a director and are absent from your meeting for whatever reason, it is vital for you to ensure that another director is present. In the event that your absence renders the minutes faulty or incomplete, it is better to be safe than sorry. Some board members may choose to simply omit an item they did not want to decide on in their absence, but would still like the record of it being discussed. This can be avoided by ensuring that another member attends the meeting when there will be no way of avoiding something important being omitted.
Final Thoughts: There are many more details that must be added to the minutes before they can be considered accurate. The preparation of corporate minutes requires considerable time and hard work on the part of the board. A lot of issues need to be addressed in order for them to be prepared, which is why it is vital that you have a back-up plan in case certain items are omitted.
If you do not trust your fellow directors to help you with the details in preparation, it would be wise to consult a legal professional. Although they will definitely charge a small fee for their services, they will be able to assist you with all your needs and ensure that the minutes are legally binding.
Company directors' legal responsibilities include keeping accurate records of meetings and distributing them to shareholders or owners when appropriate. Such records should include all the decisions reached at the meeting and the specifics of these decisions should be included in the corporate minutes. The preparation of corporate minutes requires considerable time and hard work on the part of the board. A lot of issues need to be addressed in order for them to be prepared, which is why it is vital that you have a back-up plan in case certain items are omitted. If you do not trust your fellow directors to help you with the details in preparation, it would be wise to consult a legal professional. Although they will definitely charge a small fee for their services, they will be able to assist you with all your needs and ensure that the minutes are legally binding.
Title: How to Prepare Final Corporate Minutes
In this post, we will discuss the three ways of preparing corporate minutes as well as the reasons behind choosing each of them. We will also cover how to properly distribute the minutes should they get approved by the board.
Disaster Planning: It is advisable for any corporate director that wants those minutes to be used in court or any other formal setting to consider creating a back-up plan in case they are misused or ignored by some members of the board.
What if My Fellow Directors Misuse the Minutes?: The misusage of corporate minutes can have dire consequences. It is vital that the directors take affirmative steps to avoid their misusage in order to ensure that they will be used in court at a later date. In the event that your minutes are ignored, it is best to consult a legal professional or even take an action against the company through an arbitration process, as mentioned in a previous post.
A back-up plan can be created by requiring every member of the board to sign off on a statement that they understand the legal responsibilities associated with their role as a member of the board. If any future action is taken against the company or any of its directors, you can use these documents as evidence that all your fellow directors were aware of their legal responsibilities. This way, if it is ever revealed that some of your fellow directors did not take those duties seriously, you will have documented proof to support your claim.
It is also wise for every director to have their own personal copy of all corporate minutes for added security and authenticity. This way, if someone claims that you were never aware of certain information or failed to vote on a certain item at a meeting, you will have proof to the contrary.
How Do You Decide?: If you are a corporate director, it is vital that you take your role seriously and comply with all legal responsibilities. When deciding how your minutes should be prepared, it is best to seek the advice of an attorney or other legal professional. It is important that you discuss this issue with another member of the board and perhaps even share these details with some outside counsel before making any decisions regarding preparation.
Conclusion: Preparing corporate minutes is a very time consuming process and it is important to decide which method will work best for you, your fellow directors and your company. Once the decision has been made, there are still several details that need to be decided upon before creating minutes any of the three aforementioned methods. Although it might seem like a daunting task, this should not deter you from getting involved. After all, we are talking about an extremely important aspect of your future as a director.
The preparation of corporate minutes requires considerable time and hard work on the part of the board.