Form with which the board of directors of a corporation records the contents of its first meeting.
Form with which the board of directors of a corporation records the contents of its first meeting.
Meeting minutes don't need to capture discussions word by word, but they should effectively summarize key items and decisions to provide a clear and concise record of the meeting. Know that it's perfectly acceptable to write “a discussion of the options ensued.” If you need clarification on anything, be sure to ask.
A board quorum may be defined as a ratio — “at least 50% of the board members constitutes a quorum” or a fixed number — “a minimum of seven board members“. Besides percentage or number, quorum requirements may also include: The special type of members present. A quorum for different types of meetings.
Over and above that, constitutional laws require the consent of at least two-thirds of the members present (quorum agreement of 66.6% based on the number of voting present).
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.
Minutes are not supposed to be verbatim and including too much detail may only provide ammunition that may be used against the board in a lawsuit. However, with too little detail the minutes may be useless and may leave an impression that the board did not adequately consider one or more matters.
Quorum of Meeting Section 174 (1) of the Act provides that the quorum for a board meeting of a company shall be one-third of its total strength or two directors, whichever is higher, and the participation of the directors by video conferencing or by other audio visual means shall also be counted for this purpose.
Section 173(2) of the Companies Act, 2013 provides that a director may participate in a board meeting in person or through video conferencing or through audio-video visual means. Clearly, then, a director has three alternative methods to attend board meeting.
Virtual Meeting Benefits Rather than taking a flight or driving to an out-of-the-way meeting location, board directors can attend from anywhere with a computer and an internet connection. Online board meetings are convenient, and that means board members are more likely to attend them regularly.
Your board can get ahead by keeping in mind the positives and negatives. In-person board meetings may have once been your only option, but Zoom and other videoconferencing platforms provide convenient alternatives that can give your organization's board of directors more ways to host various types of meetings.
They are legally required to include these details: Date, time, and location of the meeting. Record of notice of board meeting provision and acknowledgment. Names of attendees and absentees, including guests. Approval of previous meeting minutes.