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Resolution of Sole Director (Minutes) - CO. CF. 11 Section 248 does not specifically refer to the situation that applies to sole directors as usually a meeting consists of more than one person. However it is considered best practice for a sole director to record their decisions.
Most states require S-corporations and C-corporations to take meeting minutes whenever the company's shareholders or board of directors meet, usually once a year for shareholder's meetings and once a year for director's meetings. (Delaware, Kansas, Nevada, North Dakota, and Oklahoma don't require minutes.)
Personal observations or judgmental comments should not be included in meeting minutes. All statements should be as neutral as possible. Avoid writing down everything everyone said. Minutes should be concise and summarize the major points of what happened at the meeting.
Certain meeting types, such as committee meetings or board meetings require certain elements to be included in the minutes document, as well as a certain format be followed. It is important that this is also arranged prior to starting the meeting.
Most states require S corporations and C corporations to keep meeting minutes for every shareholder or board of directors meeting. LLCs are typically not required to keep meeting minutes or hold annual shareholder meetings, but there are practical reasons for doing both, including safeguarding liability protections.
Who should record meeting minutes? The person taking meeting minutes can be a professional note-taker, such as an administrative assistant who attends solely to record the meeting. Alternatively, a meeting participant can take the minutes.
Most states require that corporations hold regular shareholder meetings and keep minutes of such meetings. While S corporation meeting minutes are not required to be filed with the state, you should keep copies of meeting minutes with your corporate books and records.
In terms of mom format, here are a few things to keep in mind: Be objective. Write in the same tense throughout. Avoid using names other than to record motions and seconds. Avoid personal observations ? the minutes should be solely fact-based. If you need to refer to other documents, don't try to summarize them.
2. What Should Be Included in Meeting Minutes? Date and time of the meeting. Names of the meeting participants and those unable to attend (e.g., ?regrets?) Acceptance or corrections/amendments to previous meeting minutes. Decisions made about each agenda item, for example: Actions taken or agreed to be taken. Next steps.
Generally, the following details should be included in the minutes of board meetings, including the first board meeting of the directors: date, time, and location of the meeting. names of all directors present and those who were unable to attend. names and roles of anyone else in attendance.