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What should board of directors first meeting minutes include? Your corporation's first directors meeting typically focuses on initial organizational tasks, including electing officers, setting their salaries, resolving to open a bank account, and ratifying bylaws and actions of the incorporators.
Taking Attendance Prepare a list of shareholders who were present and those who were not present. Take a roll call of all shareholders present in the meeting. Record the names and signatures of the shareholders present in the meeting. Ask for proxies for any shareholders who are not present.
Requests to review minutes All members of an S corporation?that is, the shareholders, directors, and officers?are entitled to request a copy of the meeting minutes taken at any meeting. Such requests should not be taken lightly.
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.)
What Are Annual Meeting Minutes? Date, time, and location of the meeting. Who attended and who was absent from the meeting. Meeting agenda items with a brief description of each. Details about what was discussed during the meeting. Results of any voting actions taken. The time when the meeting adjourned.
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.)
Failure to keep meeting minutes The most severe consequence is the loss of liability protection. If this happens, shareholders' personal assets may be exposed to liability for the corporation's debts.
Corporate minutes for single shareholder are the written record of all decisions or actions that are taken during a meeting of a corporation's shareholders.