As a business owner, you're probably familiar with the need to document important conversations or decisions. Meeting minutes are a perfect example of this. In fact, meeting minutes can be extremely helpful to your LLC, Partnership or Corporation if they're kept accurately—and on file!
Aside from being a good way to keep track of what's going on in your company, meeting minutes are also important for legal reasons as well. Here’s why.
What are meeting minutes?
Minutes are a record of what happened during a meeting. Meeting minutes are important because they help you keep track of what was discussed, who was there and what decisions were made. It's also helpful for people to go back to the minutes later if there's ever any confusion about what was decided or why something happened or even if it's just been awhile since you've looked at them.
What should meeting minutes include?
Minutes are the written record of what was discussed in a meeting, and typically include:
- The date and time of the meeting
- The name(s) of everyone who attended the meeting
- A summary of what was discussed in the meeting, including decisions made (if applicable)
If there was no written record of who attended, what was discussed or even if there were any decisions made then you risk losing credibility with your partners or even being unable to prove how decisions were made.
When are meeting minutes required?
You should keep meeting minutes when:
- The meeting is a legal meeting that is required by law such as a board of directors meeting or shareholders meeting.
- The meeting is a regular business meeting. This means that it takes place regularly, such as monthly board of directors meetings or quarterly general partners’ meetings for limited liability partnerships (LLPs).
- The meeting is a special business meeting. This could be called at any time if needed either to approve major contracts or make some other significant decision about your company's operations and finances that cannot wait until the next scheduled regular business meeting
In addition to recording the minutes from these types of meetings, you should also keep track of any votes taken during meetings and whether they were unanimous (everyone voted yes), or not unanimous (there was at least one vote against).
Who needs to keep meeting minutes?
Meeting minutes are a written record of the decisions made at meetings, and they can help you take action on things that were discussed.
In general, meeting minutes should be kept by all owners of an LLC, Partnership or Corporation who attend meetings. This includes:
- Board members
- Members (shareholders)
- Managers
Why are meeting minutes important?
There are several reasons why you should keep meeting minutes. Meeting minutes:
- Document the decisions made by your board of directors or members
- Keep track of who was present at the meeting, when and where it was held, and what agenda items were discussed
- Help you meet legal requirements for recordkeeping (e.g., IRS Form 5500)
- Can provide evidence in court if a dispute arises about what happened at a particular meeting
As a business owner it's important to keep accurate minutes for your meetings in case you need to reference them at a later date.
What are the legal requirements for minutes?
Minutes should be signed by the attendees and the person recording the minutes. This isn't just a suggestion or guideline—it's actually a legally binding requirement for your LLC, partnership or corporation to keep proper minutes.
Signatures on meeting minutes are important because they're proof that:
- The meeting took place and all parties were present.
- The meeting was recorded as accurately as possible, which means it can be used as evidence in court if necessary.
- All decisions made during the meeting were reached fairly, since there's no way to prove otherwise without signatures from each attendee (unless everyone agrees beforehand).
What You Need to Know About Meeting Minutes
The purpose of meeting minutes is to keep track of what was discussed at a specific meeting. These records can be used later on in case there are any questions about the meeting or if there are disputes between members of your company.
As an LLC, partnership or corporation owner, you should be aware that these documents are legally binding and should be kept safe at all times.
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