Form with which the board of directors of a corporation records the contents of its first meeting.
Form with which the board of directors of a corporation records the contents of its first meeting.
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.
They are legally required to include these details: Date, time, and location of the meeting. Record of notice of board meeting provision and acknowledgment. Names of attendees and absentees, including guests. Approval of previous meeting minutes.
In reality, though, one of the most essential things any board will do with minutes is approve them. The approval of meeting minutes certifies that the minutes are a complete and accurate reflection of the discussions, actions and decisions that occurred during a board meeting.
Minutes may vary slightly depending on the state and the organization, but they typically include: Meeting date, time and location. Type of meeting. Names and titles of attendees and guests. Any absent board directors. Quorum. Notes about directors who left early or re-entered the meeting.
Board meeting minutes serve as a record for actions and resolutions. One of the most important tasks for minute taking is to make it clear what assignments, delegations, and deadlines have come out of the meeting to hold board members accountable.
It is important to have a designated minutes-taker for a meeting, but there is no one person who specifically must take meeting minutes. In some situations it is the company secretary, in others it is the executive assistant or the administrative assistant, for example.
To take effective meeting minutes, the secretary should include: Date of the meeting. Time the meeting was called to order. Names of the meeting participants and absentees. Corrections and amendments to previous meeting minutes. Additions to the current agenda. Whether a quorum is present. Motions taken or rejected.
The basic features of meeting minutes are the date, time, location and attendees, followed by a record of the board's actions, including brief descriptions of any presentations or topics discussed, specific resolutions adopted, and finally, general resolutions.
What happens if a minute book is not maintained? If evidence is uncovered that a corporate entity's actions are not documented in historic or active record keeping, the shareholders, members, and management could lose personal liability protection – a situation referred to as “piercing the corporate veil.”
There is no general requirement that board minutes be public – though some countries have laws that they must be available to members. However, not-for-profit organisations earn trust by being open about how they handle the public trust that has been granted to them.