Generally, the members of a nonprofit corporation must exercise their control of corporate policies at regularly called meetings of the members. A corporation has a duty to keep a record of the meetings of its members, showing the dates such meetings were held and listing the members present or showing the number of voting shares represented at the meeting in person or by proxy. It is the duty of the secretary to prepare and enter the minutes of such meetings in the corporate records.
The Minutes of Annual Meeting of a Non-Profit Corporation in Massachusetts serve as a formal record of the proceedings held during the yearly meeting of a non-profit organization. These minutes play a crucial role in documenting the decisions and actions taken by the board of directors and other members present at the meeting. Abiding by the state-specific regulations and guidelines ensures the accuracy and legality of these minutes. In Massachusetts, two primary types of Minutes of Annual Meeting for Non-Profit Corporations are commonly recognized: 1. Regular Minutes: Regular minutes capture the discussions, resolutions, and actions taken during the scheduled yearly meeting of the non-profit corporation. These minutes should include details on the date, time, and location of the meeting, attendees' names and roles, and a comprehensive record of the topics discussed, motions made, and decisions approved during the meeting. Essential information such as any amendments made to the bylaws, election of officers or directors, and other significant matters should be accurately recorded. Additionally, any reports or financial statements presented during the meeting should be duly mentioned in the minutes. 2. Special Minutes: Special minutes are prepared when a non-profit corporation holds an extraordinary or special annual meeting outside the regular annual meeting schedule. These minutes should follow a similar format as regular minutes but should focus on documenting the specific purpose or agenda of the special meeting. For example, if the special meeting is called to address a particular issue or make crucial decisions like a change in the organization's mission statement or a merger with another non-profit entity, the minutes must reflect these matters explicitly. Keywords: Massachusetts, minutes of annual meeting, non-profit corporation, regular minutes, special minutes, documentation, board of directors, attendees, discussions, resolutions, actions, bylaws amendments, election of officers, reports, financial statements, extraordinary meeting, special meeting, agenda, decisions, mission statement, merger.
