Form with which the secretary of a corporation notifies all necessary parties of the date, time, and place of a special meeting of the board of directors.
Meeting Minutes For Board Of Directors In Santa Clara
State:
Multi-State
County:
Santa Clara
Control #:
US-0014-CR
Format:
Word;
Rich Text
Instant download
Description
Form popularity
FAQ
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).
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.
If any changes or corrections are offered to the minutes, a motion must be made, seconded, and passed with a vote. They must provide the exact wording for their suggestion. If a member does not approve of the proposed correction, they can make a motion to amend the minutes with an alternative correction.
The company must also ensure that the minutes of a directors' meeting are signed by the chair of the meeting (or the chair of the next meeting) within a reasonable time. If minutes are recorded and signed in this way, they are evidence of the proceedings and resolutions passed, unless the contrary is proved.
In most cases, the meeting secretary will sign the approved copy of the minutes, while some boards require all present board members to sign the approved minutes.
What information do board meeting minutes contain? 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 approvals, resolutions and acceptance of reports. Overview of discussions.
Approve the minutes: Once corrections are complete, the chair asks for a motion to approve the minutes. One member makes the motion, a second member approves it, and the chair calls for a vote. The approval of meeting minutes goes through with a majority vote.
Finalized board meeting minutes must be distributed to all directors and shareholders, regardless of their attendance at the meeting. The board chairman must approve the minutes before distribution, ensuring the document reflects an accurate and concise record of the meeting.
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.
Answer: A board member has the right to view all the board meeting minutes. This is necessary because a board member is a fiduciary for the organization, in a position of trust. One has the obligation to familiarize oneself with the history and actions of the organization, in order to fulfill that trust.
