What is a Corporate Minutes?
To maintain your corporate status, all states require your corporation to meet certain business formalities. Corporate minutes record those official actions so you can maintain your status. It's essential for your business to record corporate minutes for all official shareholder and board of director meetings. This document is sometimes called a meeting minutes format, meeting minutes, or corporation minutes.
When to use a Corporate Minutes:
- You need to prepare a written summary of the items discussed, and the actions taken at a meeting of shareholders and/or directors of a corporation.
MINUTES OF THE
Pursuant to notice (a copy of which is attached), waiver of notice (copies of which are attached), an annual a special meeting of the Directors A regular meeting of the Board of Directors of the above corporation was held on at at the corporation's place of business., .
. QUORUM. A quorum was declared present based on the presence of the following Directors and the following Shareholders who were present or represented by proxy as follows:A quorum was declared present based on the following Shareholders who were present or represented by proxy as follows: A quorum was declared present based on the presence of
. GUESTS. The following guests were present at the meeting:
The following corporate actions were taken by appropriate motions duly made, seconded, and adopted by the majority two-thirds unanimous % vote of the Directors entitled to vote (unless a higher voting approval is stated).
. REVISE/APPROVE PREVIOUS MINUTES. The minutes of the meeting were approved as corrected.
. ELECTION OF DIRECTORS. The following persons were elected as Directors for the terms provided in the bylaws:
. ELECTION OF OFFICERS. The following Officers were elected:
- Report by :
. ADOPTION OF DOCUMENTS/PLANS.
The attached adopted by a majority two-thirds unanimous % vote of the Directors.
. APPROVAL OF ACTIONS SECTION. The actions and undertakings of the Directors, Officers, Employees, and Agents of the corporation were approved with respect to:
. FINANCIAL STATEMENTS PRESENTATION. The financial statements for the ending , as prepared by the corporation's Officers, the corporation's Treasurer, , the corporation's Accountant(s), , , were approved. Highlights of the financial statements included:
. SALARIES. Salaries for Officers and other employees were established in accordance with the attached schedule.as follows:
. BONUSES. Employee and/or Officer bonuses for the ending , were approved as shown on the attached schedule.as follows:
. DIRECTORS' FEES. Directors' fees of per per Director were approved.
. CONTRIBUTION TO PROFIT SHARING PLAN. A contribution to the corporation's profit sharing plan was approved in an amount equal to .% of the corporation's net income for the year ended .
. DIVIDENDS. The payment of dividends to the stockholders of record on was approved in the amount of per share.in accordance with the attached schedule.as follows:
. ISSUANCE OF STOCK. The issuance of stock was approved as shown on the attached schedule.as follows:
. BORROWING RESOLUTION. The corporation was authorized to borrow up to a maximum of such amounts as the Officers deem advisable from .
The form of resolution by the above lender was adopted and a copy is attached. The attached resolution states the names of the persons who are authorized to request loan advances. The Officers are authorized to take all actions and to sign all documents reasonably needed to carry out this loan transaction.Only the following Officer(s) are authorized to take all actions and to sign all documents reasonably needed to carry out this loan transaction:
. ESTABLISH BANKING RELATIONSHIP. The Officers are authorized to open accounts with . The form of resolution as provided by the bank was adopted and a copy is attached. The attached bank form of resolution states the names of the persons who are authorized to sign checks and drafts.
. AUTHORIZATION OF CORPORATE ACTION. The Officers and Directors were authorized to take all actions and to sign all documents reasonably needed to:
. NEXT MEETING. The next meeting of the Board of Directors will be held on , at , at the corporation's place of business..
There being no further business, the meeting was duly adjourned.
These Minutes are certified by 's .
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Find out next steps for your document
___Sign this document. This document needs to be signed by:
or another person who is authorized to take minutes and/or record official corporate action. There is no requirement that the signature be witnessed or notarized.
The Minutes can be signed online. It becomes effective as of the date specified in the Minutes.
___Store a copy. If you sign this agreement online a signed copy will be securely stored in your account. The signed Minutes should be printed and placed into the corporate records book, which can be simply a 3-ring notebook designated for that purpose. A copy of this records book should be kept off-site in a safe location.
In order to verify compliance with the relevant state corporate laws, it is recommended that a lawyer review the corporate minutes upon their completion. This step can become especially important if the corporation has more than one class of stock or if it is involved in unusual transactions. Different classes of stock may have different voting rights, requirements, and characteristics.