New York Annual Minutes

State:
New York
Control #:
NY-INC-AM
Format:
Word; 
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About this form

The Annual Minutes form is a legal document designed to record the annual actions and organizational activities of a corporation. Unlike other meeting minutes, this form allows shareholders and board members in New York to document their decisions without convening an actual meeting. By using this form, corporate actions can be taken swiftly and efficiently, ensuring compliance with the New York Business Corporation Law.

What’s included in this form

  • Title and identification of the corporation
  • Consent clause indicating unanimous agreement of shareholders and directors
  • Election of Directors including names and addresses
  • Approval of actions taken by the Board of Directors in the past year
  • Election of corporate officers: President, Vice-President, Secretary, Treasurer
  • Resolution for payment of corporate expenses
  • Original consent filing instructions
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Common use cases

This form should be used once a year for all New York corporations to formally document the actions taken by the shareholders and Board of Directors in lieu of an annual meeting. It is essential when there are significant changes in the corporate structure, such as the election of officers or directors, approval of actions from the previous year, or other organizational undertakings that require corporate records.

Who needs this form

  • Corporation shareholders in New York
  • Members of the Board of Directors of a New York corporation
  • Corporate secretaries tasked with maintaining official records

How to complete this form

  • Identify the corporation by filling in its name and address.
  • Ensure all shareholders and board members sign the document to indicate their unanimous consent.
  • Assemble the names and addresses of individuals being elected as Directors.
  • List the names of corporate officers and the corresponding positions they will occupy.
  • Include a resolution to approve the past year's actions by the Board of Directors.
  • Direct the Secretary to file the original consent as part of the corporation's official records.

Does this form need to be notarized?

Notarization is not commonly needed for this form. However, certain documents or local rules may make it necessary. Our notarization service, powered by Notarize, allows you to finalize it securely online anytime, day or night.

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We protect your documents and personal data by following strict security and privacy standards.

Typical mistakes to avoid

  • Failing to ensure all necessary signatures are present.
  • Not keeping a consistent format in the documentation.
  • Omitting details regarding past actions approved by the Board.
  • Neglecting to file the consent with the corporation's records.

Why use this form online

  • Convenient access to legal templates that can be downloaded and filled out at any time.
  • Editability allows for customization to meet specific needs of your corporation.
  • Reliable forms drafted by licensed attorneys, ensuring professional quality and compliance.

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FAQ

Yes. Biennial Statements may still be filed online on the Department's website. If the Biennial Statement cannot be filed online, you may request a paper form by contacting the Statement Unit of the Department of State's Division of Corporations. You may contact the Statement Unit by fax at (518) 486-4680 or by E-mail.

Annual meeting minutes for corporations are one of the important business compliance requirements that keep a company's corporate veil (legal and financial separation of a business and its owners) intact.

Yes. Biennial Statements may still be filed online on the Department's website. If the Biennial Statement cannot be filed online, you may request a paper form by contacting the Statement Unit of the Department of State's Division of Corporations. You may contact the Statement Unit by fax at (518) 486-4680 or by E-mail.

What Are Annual Meeting Minutes? Corporate annual meeting minutes serve as a record of a business's annual meeting. Most states except for Delaware, Kansas, Nevada, North Dakota, and Oklahomarequire corporations to keep meeting minutes (this applies to the Board of Directors meetings, too).

Every two years, domestic and foreign corporations are required to file a Biennial Statement with the New York Department of State. This document essentially allows these corporations to maintain their entity status. To file, eligible corporations and Limited Liability Companies (LLCs) must pay a $9 fee.

This confirms your LLC is now a legally formed business in the State of New York. Your Filing Receipt will contain your LLC's name, the date filed, and your Department of State ID Number (also known as your DOS ID Number). Your DOS ID Number is unique to your LLC and you will use it when dealing with the State.

Date, time, and location. Minutes should include this basic information about when and where the meeting was held and how long it lasted. Creator. List of persons present. Topics list. Voting record. Review and approval.

In California, a biennial report is a regular filing that your LLC must complete every two years. The report is essentially updating your registered agent address and paying a $20 fee, in addition to a $20 initial statement filing.

Filing the Articles of Organization By mail, send the completed Articles of Organization with the filing fee of $200 to the New York State Department of State, Division of Corporations, State Records and Uniform Commercial Code, One Commerce Plaza, 99 Washington Avenue, Albany, New York 12231.

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New York Annual Minutes