While most nonprofits realize they need to hold board meetings and keep documentation, did you know corporations are also legally required to elect a board of directors and hold an annual (or regular) board meeting to conduct business? Legally, corporations – regardless of size – must also keep minutes from each of these meetings. This rule applies regardless of the size of the company.
Accurate documentation in meeting minutes can
- help protect you in case of a lawsuit,
- help you protect the assets you’ve worked hard to build, and
- prevent the loss of your corporate status and tax benefits.
Without proper records of your meetings, your personal liability and the liability of shareholders and directors may be exposed.
Your board meeting minutes should include the events of the meeting, starting with a list of attendees, any issues considered and any action or vote taken during the meeting. It can be helpful to either audio- or video-record the meeting as backup documentation should questions arise down the road.
If you are not sure how to legally conduct your meeting, you might refer to Robert’s Rules of Order for guidelines on proper parliamentary procedure.