The company just needs to make an effort to start systematizing the process of generating corporate meeting minutes and resolutions to cover official company business.
Your company will take some effort to operate and properly maintain. The validity or “legality” (for corporate purposes) of your actions and business conducted at your corporate meetings generally is governed by the law where your company was formed or registered, the company articles or charter, and its bylaws, operating agreement or other governing instruments.
However, some lawyers attempt to hold on to corporate records in the hope that you will have them take care of all ongoing technicalities. If so, you will need to request a copy of all corporate documents in your client file.
Anyone who sets up a corporation needs to be able to quickly locate key organizational documents. Because these are really the constitution of your corporation, you’ll refer to them again and again.
Holding corporate meetings, writing corporate minutes and recording corporate resolutions is perhaps the most neglected duty by small business owners and operators. As a company director minutes, officer, or shareholder minutes it is your obligation to see to it that accurate and complete meeting minutes are kept. In most states, it is also the law.
A good corporate secretary should understand that resolutions in minutes could be likened to a contract between the corporation and the directors or shareholders.
While it’s not necessary to document routine business meetings, it’s important to keep a record of the minutes for all activities that affect the financial status, ownership or tax status of your business. A standard template to record meeting minutes helps you quickly and easily document all pertinent information.
Archive approved minutes in a secure corporate records file (a fireproof file provides a safe location). A three-ring binder works well as a place to maintain minutes from all meetings. Also include the minutes–in electronic corporate minute form–in the regular security backup of corporate records and general computer files.
Appropriately documenting corporation minutes allows business owners to record critical business decisions and have strong documentation to address any later questions from creditors, federal, state and local courts or the Internal Revenue Service (IRS) on key business activities.
Document minutes for any decision that may have federal or state tax implications.
Even if you are just a one-man operation, the formal requirements of maintaining records is essential.