Year End Business Reminders : Corporate Minutes Requirements

Posted by Samantha Miller on Nov 9, 2012 3:17:00 PM

Believe it or not, 2012 is rapidly coming to an end. During this time, you should start reviewing your annual business requirements. If you’re a corporation, have you held your annual meeting? Annual meetings are required for corporations and this where your corporate minute requirements will be met.

Typically, only one meeting per year will be required, but the amount required can vary by state. You may also have addressed the need for more than one annual meeting when you created your bylaws. You should review your state statutes and bylaws to determine how many meetings you’ll need to have. These meetings can be broken down into two types, Regular and Special.

Board of Directors Meeting

While annual meetings may sound very formal, small businesses have the flexibility to conduct it more like a discussion.

Here are 4 Tips For Have an Easy Annual Meeting:

  • Create an Agenda. This can consist of your discussion topics and what you’d like to resolve. It may include reviewing past meeting minutes, annual upkeep, new business issues, previous business solutions, or future meetings.
  • Decide on a “moderator.” This person may also be known as the presiding officer. They will follow the agenda, prevent repetitive discussions, and keep the meeting moving.  The moderator can also formally conclude discussion or preside over votes.
  • Have your quorum present. A quorum is the percentage or proportion of voting shares required to be represented in person or by proxy to constitute a valid shareholders meeting, or the number of directors required to be present for a valid meeting of the board.
  • Take advantage of technology. Many states allow annual meetings to be held via conference call. There are multiple services that offer this function available to you at little to not cost. Conference calls are an easy, effective way to meet your quorum. 

During your meeting, make sure that you’re keeping notes of everything discussed. These notes will fulfill your annual corporate minutes requirements. These, too, can be structured less formally than your initial articles of incorporation in bylaws. A few key things to include your minutes are…

  • Date, time, and location of meeting.
  • People present at the meeting.
  • Nature of the meeting.
  • Chairperson(s).
  • Any actions taken or decisions made. 

This is the first of our series of year end business reminders. Be sure to check your state requirements and bylaws, and hold your annual meeting if you haven’t already. Don’t forget to keep your minutes!

If you’re newly incorporated and have not created your bylaws, we offer a corporate kit that will make creating your bylaws very simple. 

Topics: Corporations, Minutes, Year End Business Reminders, Annual Meetings