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.
Minutes are not supposed to be verbatim and including too much detail may only provide ammunition that may be used against the board in a lawsuit. However, with too little detail the minutes may be useless and may leave an impression that the board did not adequately consider one or more matters.
Board meeting minutes should be prepared and distributed in a timely manner after each board meeting. Ideally, minutes should be circulated to board members for review and approval within a reasonable timeframe, such as before the next scheduled meeting.
Circulate minutes to directors 48 to 72 hours after the meeting. Minutes should be carefully reviewed by directors before being approved. Minutes may identify any directors who do not support a motion (dissent).
The meeting-minute approval process begins when a chairperson makes the motion. To approve minutes, unanimous consent is required. The minutes of the previous meeting should be approved during the current meeting. If this isn't possible, a special committee or executive board may be required to approve the minutes.
Ideally, minutes should be circulated to board members for review and approval within a reasonable timeframe, such as before the next scheduled meeting. Some boards choose to distribute their finalized board meeting minutes via email or hard copy.
Typically, meeting minutes should be distributed within a few days after the meeting. The method by which meeting minutes are shared depends on your company's procedures. Typically, one or more of the following document-sharing methods is used: Sending a physical copy of the meeting minutes in the mail.
Understand who can access minutes: In many cases, meeting minutes are considered public records, which means others can view them. Make sure you understand who can view the meeting notes, and keep that audience in mind when deciding what information to include.
Minutes, papers, agendas should be public and meetings should have a portion of the session for confidential matters e.g. financial, HR, crisis management etc., to be discussed in private, either before or after the open session. Confidential matters and papers are still confidential.
As a member of the company, you may ask the company in writing for a copy of the minutes of a meeting of members, or an extract of the minutes, or the minutes of any resolution passed by members without a 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.