Board Directors Meeting Minutes With Board Of Directors In Minnesota
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Board meeting minutes are an objective record of what took place during a board meeting. The minutes are typically used for internal purposes like record-keeping and for posterity. Minutes can serve to inform future meetings and recall what was discussed, agreed upon or dismissed by a company's board members.
They provide a legal record of the meeting members' actions and decisions, and taking corporate minutes is also a legal and regulatory requirement. There are various laws regarding which types of meetings require minute-taking.
6.2 Minutes of a General Meeting should be signed and dated by the Chairman of the meeting or in the event of death or inability of the Chairman, by any director duly authorized by the Board for the purpose, within thirty days of the General Meeting.
Taking the minutes at a meeting involves proper documentation and at a board meeting, is one of the duties performed by a company secretary.
Robert's Rules (Section -16) state that “the minutes should contain mainly a record of what was done at the meeting, not what was said by the members.” Minutes are not transcripts of meetings; rather, the document contains a record of actions taken by the body, organized by the meeting's order of business (agenda).
They are a legal requirement that provides a historical account of important matters, ensuring transparency and accountability, and provides a means of communication between board members and stakeholders who were not present at the meeting.
Board minutes often contain information that is subject to the attorney-client privilege and that directors may prefer to keep confidential. However, most jurisdictions allow stockholders to inspect corporate books and records, including board minutes.
The law requires every company to take minutes of all proceedings at board meetings and to keep them for ten years from the date of the meeting. Every director would be committing an offence if the company does not comply with these requirements.
The minutes are a factual record of business. Do not include: Opinions or judgments: Leave out statements like "a well done report" or "a heated discussion." Criticism or accolades: Criticism of members, good or bad, should not be included unless it takes the form of an official motion.
