Board minutes are a vital part of a successful business. They ensure directors are upholding their duties and act as a reminder for decisions made during board meetings.
As well as this, they can be important to provide information to directors who were unable to attend the meeting, new directors and, if need be, aid in cases of litigation.
The courts will look at the minutes of a meeting to determine what occurred in the meeting. It can often be the best evidence as to how the company was going to deal with a situation it was facing.
It is a requirement of the Companies Act 2006 that the minutes be retained for up to 10 years.
Therefore, it is not overstating matters to say that keeping board minutes in order is imperative. As such, it is important to make sure that a business is keeping its minutes in line with that which is required.
The date and time and the type of meeting are perhaps the most important to have record of. Following this, a list of the names present at the meeting and the agenda are also important. The board minutes should provide a clear picture of the boards’ decisions on that specific day.
Often, draft board minutes are circulated to ensure nothing has been missed and give directors an opportunity to raise any issues regarding the previous meeting at the next. The minutes can also be distributed in the next meeting for approval by the chairperson.
Sometimes it is easier to take rough minutes during the meeting then have these professionally recorded so that they are coherent and easily traced in the future. This can be outsourced to a company secretarial services firm who can provide consistency and continuity for this process.
This article has been written for ByteStart by Elemental Cosec – a company secretarial services firm based in London who can advise and guide a company through the process of board minutes and provide a full meeting support service.
This article is provided for information purposes only and is of a general nature. Specific advice should always be obtained if you are in any doubt as to your legal responsibilities and no liability is accepted with respect to this article.
Last updated - 1st October, 2017