State laws and corporate bylaws require corporations to hold two types of annual meetings: an annual shareholders' meeting and an annual board meeting. Corporations may also hold additional shareholder or board meetings throughout the year to review and make decisions on important company matters. Companies must prepare, approve, and then file official meeting minutes with the company and sometimes with the state of incorporation.
Notes kept at each shareholder and board meeting held by a corporation provide a written record of what occurred at the meeting. These notes, called minutes, should at a minimum state who was present, the matters discussed, the matters voted on, and the outcome of each vote. It is up to the corporation to decide on the format for the minutes. Most corporate minutes include the following sections:.
After corporate minutes of a meeting are prepared, the shareholders or board of directors reviews them for approval at the next meeting. The review and approval process provides an opportunity to identify and correct any errors or omissions in the minutes before they become part of the corporation's official records.
After preparation and approval, the corporation files the minutes, which then become a part of the corporation's official books. These records should be kept together in one place, such as a binder or filing cabinet. It is also advisable to keep one set of hard-copy records and another set of identical electronic records as a safeguard in case one set is accidentally lost or destroyed. Most of the time, corporate minutes only require filing with the corporation itself.
In some states, under very limited circumstances, the minutes may need to be filed with the state agency that regulates businesses, usually the Secretary of State. Once reviewed, approved, and signed, meeting minutes should be printed and stored in a file folder or binder for that purpose and stored electronically. This allows past discussions to be referenced as needed when related issues come up again in the future.
Contents 2 min read. Bestselling, award-winning writer Marcia Layton Turner has authored, co-authored, or ghostwritten more than 50 nonfictio… Read more. Managing Your Business. Most states require that S corporations keep meeting minutes. Here's what you need to know about minutes, why you should keep them, and how they should be kept. Minutes are important records of your company's meetings.
Learn how to create meeting minutes that are as efficient and useful as possible. Corporate Law. Bylaws describe the way your corporation will be organized and operated, and they're required in most states. There are many documents involved in incorporating your company. A corporate kit is one way to organize and store those documents. Your corporation's bylaws provide the basic operating instructions for how you will do business.
Writing clear and concise bylaws helps your corporation operate smoothly. Corporations, LLCs, and other business entities need a registered agent. In fact, in many cases, it's required by law. You have gone through the daunting task of starting a corporation. Your business name is chosen and registered, you've created your articles of incorporation and bylaws, and selected your directors.
But, you may be asking yourself "now what? Does your company need to designate a registered agent? Find out how much it costs to have a registered agent and what services may be provided. Not sure whether your company needs its own board of directors? Learn about the role and responsibilities of a board to see if one is the right choice for your small business. Corporate minutes are the legal and official record of major activities and decisions taken by the organization. Even a corporation that has only one owner must maintain corporate minutes by documenting, in writing, all major actions and decisions, such as issuing more stock or buying another company.
Some states, such as California, require a corporation to have a minimum of one annual meeting each year. Corporate minutes are the written record of a meeting as the event is being held. Included in the minutes are the attendees, a statement of issues brought to the table and the responses to those issues.
0コメント